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Terms of Use
"The SiteStuff RFP Tool streamlines the process into one manageable place. It keeps everything organized in my computer, and it's much easier to have information I need at my fingertips."
Nicki Dillard
Jones Lang LaSalle
| This document is a legal agreement ("Agreement" hereafter) between you and SiteStuff, Inc. ("SiteStuff") describing the terms and conditions applicable to your use of this Web site ("the SiteStuff Web Site"). Please examine this Agreement carefully and understand its contents fully before using the SiteStuff Web Site. By using the SiteStuff Web Site, you are agreeing to be legally bound by these terms and conditions. If you represent a company or other entity, you also are warranting that you are authorized to enter into this Agreement on behalf of that party. (This Agreement pertains to any successor company to SiteStuff, regardless of legal name). GENERAL TERMS Disclaimer The SiteStuff Web Site, www.sitestuff.com, is managed by SiteStuff and provided as a service to its vendors, customers and the general public. Users of this web site are responsible for checking the accuracy, completeness, currency and/or suitability of all information. SiteStuff makes no representations, guarantees, or warranties as to the accuracy, completeness, currency, or suitability of the information provided via this SiteStuff Web Site. SiteStuff specifically disclaims any and all liability for any claims or damages that may result from providing the SiteStuff Web Site or the information it contains, including any web sites maintained by third parties and linked to the SiteStuff Web Site. The responsibility for content rests with the organizations who are providing the information. The inclusion of links from this SiteStuff Web Site does not imply endorsement by SiteStuff. Specific questions regarding a document should be directed to the appropriate organization and not to the SiteStuff webmaster. SiteStuff makes no effort to independently verify, and does not exert editorial control over, information on pages outside of the "www.sitestuff.com" domain. SiteStuff publishes the opinions of expert authorities in many fields. The use of these opinions is no substitute for legal, accounting, investment, and other professional services to suit your specific personal needs. Always consult a competent professional for answers to your specific questions. Conduct policy: All communications you post to the SiteStuff Web Site are considered to be non-confidential. By posting communications to the SiteStuff Web Site, you automatically grant SiteStuff a royalty-free, perpetual, irrevocable nonexclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communications alone or as part of other works in any form, media or technology, whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees. As a user, you are responsible for your own communications and are responsible for the consequences of their posting. You agree to not do the following things: post material that is copyrighted, unless you are the sole copyright owner or have the permission of the copyright owner to post it; post material that reveals trade secrets, unless you own them or have the permission of the owner; or post material that infringes on any other intellectual property rights of others or on the privacy or publicity rights of others. SiteStuff does not represent or guarantee the truthfulness, accuracy or reliability of any communications posted by other users or endorse any opinions expressed by users. You acknowledge that any reliance on material posted by other users will be at your own risk. SiteStuff does not screen communications in advance and is not responsible for screening or monitoring material posted by users. If notified by a user of communications that allegedly do not conform to this Agreement, SiteStuff may investigate the allegation and determine in good faith and its sole discretion whether to remove or request the removal of the communications. SiteStuff has no liability or responsibility to users for performance or nonperformance of such activities. SiteStuff reserves the right to expel users and prevent their further access to the SiteStuff Web Site for violating this Agreement or any laws and the right to remove any communications for any reason. Links to Other Sites: Changes to this Agreement: Communications: Any notice to you or us shall be made by either e-mail or regular mail and sent to either you or us at our addresses as indicated on the SiteStuff Web Site. Your Use Responsibility: Errors or Omissions: No Liability for Use: Other Terms: You agree that SiteStuff, in its sole discretion, may terminate your use of the SiteStuff Web Site immediately and without notice if SiteStuff believes that you have acted inconsistently with the spirit or the letter of this Agreement. These terms and conditions and the relationship between you and SiteStuff will be governed by the laws of the State of Texas without regard to its conflict of law provisions. You and SiteStuff agree to submit to the personal and exclusive jurisdiction of the state and federal courts in Travis County, Texas. The failure of SiteStuff to exercise or enforce any right or provision under this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the these terms and conditions remain in full force and effect. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the SiteStuff Web Site must be filed within one (1) year after such claim or cause of action arose or be forever barred. The Parties to this Agreement are independent contractors. Neither Party is an agent, representative, or partner of the other Party. Neither Party shall have any right, power or authority to enter into any agreement for, or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other Party. This Agreement shall not be interpreted or construed to create an association, agency, joint venture or partnership between the Parties or to impose any liability attributable to such a relationship upon either Party. It is expressly agreed that all agreements or contracts between Service Providers and SiteStuff users that are facilitated in any manner by the SiteStuff Web Site do not include SiteStuff as a party and that SiteStuff is not intended as a third party beneficiary of any such agreements or contracts. SiteStuff does not negotiate contracts between Service Providers and those acquiring the services; rather, SiteStuff merely provides the RFP tool to assist in awarding bids. The Service Provider shall be solely responsible for providing services to the customer and the customer shall be solely responsible for payment for such services. ADDITIONAL TERMS REGARDING SITESTUFF CUSTOMERS No Warranties regarding Products or Services SITESTUFF DOES NOT MAKE, AND SITESTUFF HEREBY SPECIFICALLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITESTUFF WEB SITE AND ANY PRODUCTS OR SERVICES PURCHASED OR ACQUIRED IN WHOLE OR PART AS A RESULT OF USING THE SITESTUFF WEB SITE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. SITESTUFF DOES NOT WARRANT OR GUARANTEE ANY WORK PERFORMED BY SERVICE PROVIDERS. SITESTUFF DOES NOT ENDORSE, NOR GRANT ANY PREFERRED STATUS REGARDING RFP'S, TO ANY SERVICE PROVIDERS AT THIS TIME. SITESTUFF MERELY FACILITATES BIDDING VIA ONLINE TOOLS BETWEEN CUSTOMER(S) AND SERVICE PROVIDER(S) AND DOES NOT TAKE PART IN THE EVALUATION OR SELECTION OF SERVICE PROVIDERS FOR WORK TO BE PERFORMED. Limitation of Liability and Release. YOU EXPRESSLY ACKNOWLEDGE THAT YOU ARE PERMITTED ACCESS TO INFORMATION THROUGH THE SITESTUFF WEBSITE UPON WHICH YOU MAY OR MAY NOT DECIDE TO ACT (THE "ACCESSED CONTENT"). NEITHER SITESTUFF, NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, SHALL BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY LOSS OR INJURY ARISING OUT OF OR RELATING TO (A) ANY ACCESSED CONTENT (B) ANY TRANSACTION ENTERED INTO BASED UPON THE INFORMATION PROVIDED WITHIN, OR SUBSTANCE OF, THE ACCESSED CONTENT, AND/OR (C) ANY PRODUCTS OR SERVICES PURCHASED OR ACQUIRED IN WHOLE OR IN PART AS A RESULT OF USING THE SITESTUFF WEB SITE. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL SITESTUFF OR ITS SUPPLIERS OR AFFILIATES BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES, INCLUDING ANY LOSS OF PROFITS, LOST SAVINGS, LOSS OF DATA OR OTHER INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OF, OR INABILITY TO USE, THE SITESTUFF WEB SITE. YOU HEREBY ACKNOWLEDGE THAT THIS PROVISION WILL APPLY WHETHER OR NOT SITESTUFF IS GIVEN NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND THAT THIS PROVISION WILL APPLY TO ALL SERVICES OR SOFTWARE AVAILABLE FROM SITESTUFF OR ITS AFFILIATES. YOU HEREBY RELEASE AND FOREVER DISCHARGE SITESTUFF, AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES AND AGENTS, FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT AND/OR THE ACTIVITIES IT CONTEMPLATES, EXPRESSLY INCLUDING ANY SUCH CLAIMS, DEMANDS AND DAMAGES ARISING OUT OF OR RELATING TO SITESTUFF'S, AND/OR ITS DIRECTORS', OFFICERS', EMPLOYEES', AFFILIATES' OR AGENTS', NEGLIGENCE AND/OR OTHER ACT OR OMISSION. If you are a California resident, you waive California Civil Code S1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." ADDITIONAL TERMS REGARDING SERVICE PROVIDERS Service Provider Qualifications SiteStuff Service Providers agree to meet the following minimum standards of service: Customer Satisfaction - You will treat your customers with respect while performing your service in a professionally responsible manner at all times. Critical from both SiteStuff's and the Service Providers' perspectives is the effect of word-of-mouth on the Internet. Both positive and negative experiences can be forwarded to the world immediately. Any negative feedback received by SiteStuff from a Customer could cause a review of a Service Provider's performance and contract with SiteStuff. We have the right to terminate your ability to participate as a SiteStuff Service Provider in our sole discretion if we have reason to believe that you are failing to meet our high standards of Customer Satisfaction, or otherwise violating any terms of this Agreement. Service Provider Information: You warrant and represent that all information provided by you to SiteStuff, including all information posted on any part of the SiteStuff website, shall be true, accurate, current and complete. You also warrant and represent that you will not use any part of the SiteStuff website to post any information or promote any products or services in violation of any applicable law, statute, contract, ordinance or regulation or in violation of any third party's rights, including any intellectual property rights. Confidentiality - In the course of your listing in the SiteStuff Services Directory, you may have access to confidential and proprietary information. You agree to keep all confidential and proprietary information confidential and will only use this information for the purposes of this Agreement. Fees SiteStuff will invoice the Service Provider for the SiteStuff fees, and SiteStuff's standard net-30 day payment terms will apply. Additionally, you agree that you will not attempt to avoid any SiteStuff fees by influencing any parties to avoid awarding RFPs through the SiteStuff website. You agree that should you receive an RFP through the SiteStuff system, you will respond, if at all, through the SiteStuff system and that you will not accept an award of such RFP outside of the SiteStuff system. You agree that SiteStuff may suspend or permanently remove a SiteStuff Service Directory listing, including the ability to receive RFPs, at SiteStuff's sole discretion should you become delinquent in paying any SiteStuff fees or otherwise violate this agreement. SiteStuff must be in receipt of full payment for a Directory listing before SiteStuff will activate the listing in the Directory and make it available to users. SiteStuff will activate a Service Provider's listing within five business days upon receipt of full payment. Service Provider Eligibility By joining The SiteStuff Services Directory, you represent that you are duly authorized to bind the Service Provider and the Service Provider's business you claim to represent to this Agreement. SiteStuff may refuse providing its services to anyone at any time, in its sole discretion. SiteStuff Content In this context, SiteStuff Content means any data, information, files, software or graphics available on the SiteStuff website that is or may be protected by copyrights, trademarks and other intellectual and proprietary rights of SiteStuff, including any rights at common law, as well as any trade secrets or proprietary material, whether or not so protected by copyright or trademark. SiteStuff retains all rights, title and interest in and to the SiteStuff Content. No customer or Service Provider may reproduce, duplicate, copy, sell, resell or exploit for any purpose The SiteStuff Services Directory, SiteStuff RFP Tool, any SiteStuff Content and/or access to such information. Content Limitations The SiteStuff Services Directory is only a marketplace where potential Customers and Service Providers meet. As a result, we have no control over the quality, safety or legality of the services provided, the service request accuracy, the ability of a Service Professional to provide the service or the ability of a Customer to pay for the services provided. Though we take reasonable efforts to monitor professional and moral standards on our site, we do not try to validate the information provided by users that are made available through our system. We expect that all parties will use sound business practices when transacting through our site. While we cannot and do not insure or guarantee the services bid upon or the veracity or quality of either bidders or Service Providers, we reserve the right in our sole discretion to bar any bidder or Service Provider from using the Services Directory for any reason, including but not limited to reported or suspected failure to abide by ethical or quality standards. Content Authentication As SiteStuff is not a party to any transaction between any Customer and Service Provider, we do not authenticate our site users and we do not confirm that each user is who they claim to be. We trust that each of the parties brought together through our Services Directory will communicate directly with their counterpart. It is your responsibility to evaluate any parties with whom you contract. We do not confirm that any party has the legal capacity to enter into a contract, nor to duly authorize any relationship that might be consummated between any Customer and Service Provider. As a result, all parties will be responsible for ensuring the authenticity and legal capacity of any Customer or Service Provider with whom they contract. Termination of Agreement If you breach any of the terms or conditions of this agreement, then SiteStuff may, at its sole discretion, suspend access to the SiteStuff website, remove any listings, information and links relating to Service Provider, and/or immediately terminate this agreement without providing any opportunity to cure. You may terminate this agreement by providing thirty (30) days advance notice to SiteStuff, so long as you do not have any fees due to SiteStuff outstanding, but any termination by you will not result in a reimbursement of any fees paid. Disclaimer. SITESTUFF ONLY ACTS AS A VENUE FOR INFORMATION AND, AS SUCH, CANNOT WARRANT THAT THE SERVICES THAT SITESTUFF PROVIDES WILL BE SECURE OR BE CONTINUOUSLY AVAILABLE, OR THAT THE INFORMATION PROVIDED (INCLUDING CONTACTS) WILL BE ACCURATE. SITESTUFF PROVIDES THE SERVICES "AS IS" AND MAKES NO WARRANTIES REGARDING THE SITESTUFF WEBSITE OR SITESTUFF'S SERVICES, AND HEREBY DISCLAIMS ALL WARRANTIES WITH RESPECT TO SITESTUFF'S SERVICES AND THE SITESTUFF WEBSITE, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND THE STATUTORY WARRANTY AGAINST NON-INFRINGEMENT. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY SITESTUFF, OR ITS EMPLOYEES OR REPRESENTATIVES, WILL CREATE ANY WARRANTY WHATSOEVER; NOR SHALL YOU RELY ON ANY SUCH INFORMATION OR ADVICE. SITESTUFF DOES NOT WARRANT OR GUARANTEE THAT ANY SERVICE PROVIDER WILL RECEIVE ANY RFP'S OR THAT ANY BIDS OR PROPOSALS SUBMITTED BY ANY SERVICE PROVIDER WILL BE ACCEPTED OR AWARDED. SERVICE PROVIDERS ARE RESPONSIBLE FOR SUBMISSION OF COMPLETE AND ACCURATE PROPOSALS TO ALLOW PROPERTY MANAGERS TO PROPERLY PERFORM THEIR ANALYSIS. PROPERTY MANAGERS, NOT SITESTUFF, WILL CONTINUE TO MAKE ALL DECISIONS REGARDING THE SELECTION OF SERVICE PROVIDERS FOR THEIR PROPERTIES. Limitation of Liability. YOU EXPRESSLY ACKNOWLEDGE THAT YOU ARE PERMITTED ACCESS TO INFORMATION THROUGH THE SITESTUFF WEBSITE UPON WHICH YOU MAY OR MAY NOT DECIDE TO ACT (THE "ACCESSED CONTENT"). NEITHER SITESTUFF, NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, SHALL BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY LOSS OR INJURY ARISING OUT OF OR RELATING TO (A) ANY ACCESSED CONTENT, (B) ANY TRANSACTION ENTERED INTO BASED UPON THE INFORMATION PROVIDED WITHIN, OR SUBSTANCE OF, THE ACCESSED CONTENT AND/OR (C) ANY USE OF THE SITESTUFF WEB SITE. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL SITESTUFF OR ITS SUPPLIERS OR AFFILIATES BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES, INCLUDING ANY LOSS OF PROFITS, LOST SAVINGS, LOSS OF DATA OR OTHER INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OF, OR INABILITY TO USE, THE SITESTUFF WEB SITE. YOU HEREBY ACKNOWLEDGE THAT THIS PROVISION WILL APPLY WHETHER OR NOT SITESTUFF IS GIVEN NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND THAT THIS PROVISION WILL APPLY TO ALL SERVICES OR SOFTWARE AVAILABLE FROM SITESTUFF OR ITS AFFILIATES. Indemnification and Release. Service Providers are not partners with, and are entirely independent of, SiteStuff. Consistent with the foregoing, you agree to indemnify and hold harmless SiteStuff, its directors, officers, employees, affiliates and agents from and against any third-party claims, actions, disputes or allegations arising out of or relating to (a) any fraud (or inducement to fraud), manipulation, misrepresentation or other improper action by you (or as authorized by you on your behalf) in contracting for services with a customer, (b) any work you perform, and/or products and/or services you provide to (and any claimed consequence of any such work, products and/or services) third-parties as a Service Provider, or (c) any other breach by you of the terms and conditions of this agreement. YOU HEREBY RELEASE AND FOREVER DISCHARGE SITESTUFF, AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES AND AGENTS, FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT AND/OR THE ACTIVITIES IT CONTEMPLATES, EXPRESSLY INCLUDING ANY SUCH CLAIMS, DEMANDS AND DAMAGES ARISING OUT OF OR RELATING TO SITESTUFF'S, AND/OR ITS DIRECTORS', OFFICERS', EMPLOYEES', AFFILIATES' OR AGENTS', NEGLIGENCE AND/OR OTHER ACT OR OMISSION. If you are a California resident, you waive California Civil Code S1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." Disclosures. The listing services hereunder are offered by SiteStuff, Inc., located at 12401 Research Blvd., Building I, Suite 250, Austin, TX 78759. If you are a Texas resident, you may have this same information emailed to you by sending a letter to the address in the Contact Us section with your e-mail address and a request for this information. Independent Contractors. Both you and SiteStuff are independent contractors. Neither party may direct or control the day-to-day activities of the other; and neither party may create or assume any obligation on behalf of the other. Assignment. You shall not assign this agreement or any of your rights or obligations without the prior written consent of SiteStuff, and any such attempted assignment will be void. Subject to the above, this agreement will be binding upon the parties' respective successors and permitted assigns. Waiver and Severability. If any provision of this agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Our failure to act with respect to a breach by you or others does not waive SiteStuff's right to act with respect to subsequent or similar breaches. |
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