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Builder Breeze Terms and Conditions

Last Modified: October 3, 2021

These terms of use are entered into by and between you and Builder Breeze (“Company”, “we”, “us”, “our”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, "Terms and Conditions"), govern your access to and use of BuilderBreeze.com, including any content, functionality, and services offered on or through BuilderBreeze.com (the "Website"), whether as a guest or a registered user, and the services offered through Company (“Services”).

Please read the Terms and Conditions carefully before you start to use the Website or Services. By using the Website or Services, or submitting a service request to us, you accept and agree to be bound and abide by these Terms and Conditions and our Privacy Policy, found at https://BuilderBreeze.com/privacy, incorporated herein by reference.

If you do not want to agree to these Terms and Conditions or the Privacy Policy, you must not access or use the Website or Services.


Changes to the Terms of Use

We may revise and update these Terms and Conditions from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. Your continued use of the Website or Services following the posting of revised Terms and Conditions means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. IN PARTICULAR, PLEASE REVIEW THE MUTUAL ARBITRATION PROVISION IN SECTION 24.

1. INTRODUCTION TO BUILDER BREEZE

We provide services for tracking projects at your home or property. We connect you with potential contractors and service professionals (collectively, “Service Professional(s)”). You can receive bids from multiple Service Professionals, track the progress and work, and complete secure payments through the Services and Website. For Service Professionals: We provide a platform to connect you to potential jobs to bid on, help build your reputation and expand your business. You can big on multiple projects, track the progress and work, and receive secure payments through the Services and Website.

2. LOGIN SECURITY

If required, you will be provided an opportunity to create login credentials, which may include, but are not limited to, user name, password, and/or security information (collectively, “Credentials”). Upon creation of Credentials, you must treat such Credentials as confidential and not disclose them to any other person or entity. You also agree not to provide any other person with access to the Website using your Credentials. You assume all risks and losses associated with your Credentials. If you believe there was any unauthorized (or attempted) access to or use of your Credentials or any other breach of security, you must immediately reset and update your Credentials. We have the right to disable any Credentials or other identifier at any time and without prior notice to you.

3. CONTENT AND AVAILABILITY

We may, from time to time, introduce new Content to the Website or add to, remove, or change existing Content in our sole discretion and without notice. By using any new or modified Content as it becomes available, you agree to be bound by these Terms and Conditions. “Content” means all information, data, text, additional features, messages, software, sound, music, video, photographs, graphics, images, and any other materials that are included in the Website. The availability of the Website may be limited during periods of high volume, system upgrades and maintenance or for other reasons, as determined in our sole discretion. We will not be liable to you for any loss in connection with the availability/unavailability of all or part of the Website. If applicable, we will attempt to provide you with prior notice of any scheduled downtime; however, we will not be liable to you for failure to provide notice of any downtime or unavailability of the Website.

4. OUR STANDARD SERVICES

We are committed to making your experience with us a positive one. There are several ways you can find Service Professionals through us. The following is a list of Services that we provide to connect individuals and Service Professionals:

a. Start to Finish Project - is our Service where you submit the detail of project you would like completed and we may open your project to Professionals for them to review and bid online for the contract. From here once a bid is accepted the project and payments are managed through Builder Breeze until the project is completed. This format not only lets you and the contractor track the progress and payments but also creates a living Portfolio of your home project for any records you may need. However, we do not guarantee that we will be able to match your service needs with a Service Professional or that there are Service Professionals in your area that are either capable or willing to complete your service needs.

b. ProSearch (with ProReviews) - is our directory of Service Professionals along with their ratings and reviews. You can search, view and select Service Professionals in your selected zip code who provide services in the project categories that you select. These listings include ratings and reviews of those Service Professionals from their previous customers, when available.

We provide a messaging platform through the Website and/or our App to connect you directly with us and/or Service Professionals. You, us and our Service Professionals may use the messaging platform to communicate regarding the Services. You agree that you will not use the messaging platform to send any messages that are dishonest, fraudulent, misleading, deceptive, violate these Terms and Conditions, or violate of any applicable law, rule or regulation. We and our affiliates may view, store, access and disclose messages exchanged between you, us, and/or our Service Professionals transmitted via our messaging platform.

5. PROHIBITED USE

With the express exception of Service Professionals, you acknowledge and agree that your use of the Website and Services is for your personal use and not for advertising or commercial purposes. For Service Professionals: You acknowledge and agree that your use of the Website and Services is for your own internal business purposes, and may not use the Services or Website on behalf of any third party.

You agree not to copy and/or collect any Content via robots, spiders, scripts, scrapers, crawlers, or any automated or manual equivalent (e.g., by hand). You may not use the Website or Services to recreate or compete with us, to solicit or harass any individual or Service Professionals, or for any other purpose not contemplated herein. When you use the Website, you agree not to:

  • Use the website for any fraudulent or unlawful purpose;
  • Violate any federal, state, local, or international laws or regulations;
  • Use the website in any manner that could disable, overburden, damage, disrupt, or impair the website or the operation of the website, or interfere with any other party’s use of the website;
  • Impersonate any person or entity;
  • Transmit, introduce, or otherwise make available any viruses, Trojan horses, worms, logic bombs, or other material that is malicious and/or technologically harmful;
  • Restrict or inhibit any other person from using the Website, including by means of hacking or defacing any portion of the Website;
  • Interfere with or violate any other Website visitor's or user's right to privacy or other rights, or harvest or collect personally identifiable information about website visitors or users;
  • Sell, resell, transfer, license, or exploit for any commercial purposes any use of or access to the Website;
  • Modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the
    • Website;
  • Misuse passwords;
  • Frame or mirror all or any part of the Website without our express written authorization;
  • Attempt to gain unauthorized access to the account information of anyone else, or to any computer systems or networks connected to any of our servers;
  • Publish or disseminate any link to the contents of the Website without our express written consent;
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, database, or cloud connected to the Website; or
  • Otherwise attempt to interfere with the proper working of the Website.

You acknowledge that a violation of the foregoing could result in significant damages, and you agree that you are liable to us for any such damages, and will indemnify us in the event of any claims against us based on or arising from your violation of the foregoing. We reserve the right to revoke your access to the Website or any Services, products or properties at any time. All information about Service Professionals is confidential and for your personal use only. If it is determined or suspected by us, in our sole discretion, that you are using the Website or Services in violation of this Section to immediately terminate your access without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.

6. PAYMENTS

a. When a project has been completed, you may be offered the ability to pay your Service Professional directly via the Builder Breeze mobile application (“Payments”). If your Service Professional has opted-in to receive Payments, you will be able to log into the App, select which Service Professional you are paying, enter the amount of the payment, and input your method of payment. Acceptable forms of payment include: credit card, Android Pay, and Apple Pay. Acceptable forms of payment may be changed at any time, as determined by us, in our sole discretion. Your Service Professional may also initiate the payment request. By using Payments, even where you were not previously a member, you are agreeing to these Terms and Conditions.

b. How Payments works. In connection with Payments, you will enter your payment information and the amount of the payment onto the Website or App. Your payment will be processed in accordance with these Terms and Conditions and will be held in escrow in accordance with these Terms and Conditions. Your Service Professional will submit a request for payment/funding and you will be notified of such request. Your payment will be released to the Service Professional upon your approval of the payment/funding request. You agree to approve or disapprove all requests for payment within thirty (30) days of receipt of such request. If you do not approve of the request, the payment will remain in escrow until the earlier of (1) the date on which a resolution is reached between you and the Service Professional regarding the dispute, at which time the funds will be released in accordance with the resolution, or (2) 1 year from the date of disapproval, at which time the funds will be released to you. You acknowledge and agree that all disputes regarding payment are between you and the Service Professional, and not us, and that you are solely responsible for resolving, defending, and/or handling all disputes with such Service Professional. You acknowledge and understand that various states permit a claim of lien to be filed against real property as security against any money owed for certain services performed to real property. You acknowledge that it is your responsibility to understand your lien rights and obligations based on the state where your property is located and that you may be subject to a claim of lien if you do not pay for certain services performed by a Service Professional. You are responsible for compliance will all lien laws applicable to you.

c. By participating in Payments and agreeing to these Terms and Conditions, you agree that we are authorized to charge your method of payment for the amount selected by you in the App, and to for our payment processor to store such credit card information in case of future payments. The Service Professional will have sixty (60) days after you submit your payment to collect the payment. Should the Service Professional opt out of Payments at any time or fail to collect your payment within this sixty (60) day period, you will be notified and the payment will be refunded to you. You will then be responsible for paying the Service Professional directly, and you represent and warrant that you will promptly do so for the full amount owed for your project. We will have no liability to you or the Service Professional relating to your failure to pay the full amount owed to the Service Professional.

d. You authorize us to confirm that your method of payment is in good standing with the issuing financial institution, including, but not limited to, by submitting a request for a payment authorization and/or a low dollar credit and/or debit to the method of payment in accordance with the relevant card association as applicable. We, in our sole and absolute discretion, may refuse to approve or may terminate existing enrollments for Payments with or without cause or notice, other than any notice required by any applicable law, and not waived herein. Payments made through Payments are also subject to the terms and conditions governing your method of payment between you and the issuer of your method of payment. You are responsible for any charges and related fees that may be imposed under the terms and conditions of your method of payment.

e. You acknowledge and agree that your payments through Payments are transactions between you and the Service Professional and not with us or any of our affiliates. We are not a party to your payments unless expressly designated as such on the Website. You also agree that we may update your payment information, including expiration date and card number, due to information received under certain account updater programs created by payment networks. Under these programs, enrolled card issuers and merchants can provide and/or receive up to date payment card related information from payment networks regarding your method of payment stored by us. We may reflect these changes to your stored payment information to prevent payment failure or service termination.

f. You also agree that a Service Professional, or us acting on behalf of the Service Professional, may resubmit a payment for processing one or more times in the event that a prior payment made through Payments is declined or returned by the payment network.

g. Payments may not be used to process a payment, or otherwise transfer money between you and a Service Professional, that is unrelated to your purchase of services from the Service Professional. You may not use Payments to purchase any illegal goods or services or for any other underlying illegal transaction. You agree that you will not use Payments to purchase any services or products that violate these Terms and Conditions, other policies or rules applicable to Payments, or applicable law. Failure to comply with these limitations may result in suspension or termination of your use of Payments and/or your Builder Breeze account.

h. Except as set forth in these Terms and Conditions, all payments processed are non-refundable to you and are non-reversible by you through Payments. You may have additional refund or charge-back rights under your method of payment issuer agreement or applicable state and federal laws.

i. You agree to waive and release us, our affiliates, and their respective agents, contractors, officers and employees, from all claims, demands, causes of action and damages (actual and consequential) arising out of or in any way connected with your use of Payments, including, but not limited to, any payment uploaded to Payments, any payment being released to a Service Professional through Payments, or any disputes between you and a Service Professional. In addition, you agree to waive and release us, our affiliates, and their respective agents, contractors, officers and employees, from all claims of lien made on your property in connection with any services performed by any Service Professionals. You agree that you will not involve us in any litigation or other dispute arising out of or related to any transaction, agreement, or arrangement in connection with Payments or between you and a Service Professional. If you attempt to do so, (i) you shall pay all costs and attorneys' fees of us and our affiliates and shall provide indemnification as set forth below, and (ii) the jurisdiction for any such litigation or dispute shall be as set forth in Section 24. Notwithstanding the foregoing, nothing in these Terms and Conditions waives any rights, claims or defenses that you may have with respect to a payment under an agreement with your method of payment issuer, the card association rules or applicable state and federal laws. While we will use commercially reasonable efforts to ensure the security of all credit card and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to indemnify and hold us harmless for any damages that may result therefrom.

j. Payment processing services are provided by Stripe and are subject to the Stripe Connected Account Agreement, located at https://stripe.com/us/connect-account/legal, which includes the Stripe Terms of Service, located at https://stripe.com/us/legal (collectively, the “Stripe Services Agreement”). By agreeing to these Terms and Conditions and using Payments, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of participating in Payments, you agree to provide us with accurate and complete information about you, and you authorize us to share your information and transaction information related to your use of the payment processing services provided by Stripe with Stripe.

7. BUILDER BREEZE SAVINGS MEMBERSHIP.

a. We may from time to time offer consumers, at our sole discretion, the opportunity to purchase certain Services at a fixed (“Fixed Price Service”) or discounted price, which are subject to the purchase of an annual membership ("Builder Breeze Savings Membership"). Any discounts obtained through Builder Breeze Savings Membership cannot be combined or used with any other discounts, coupons or offers on the Services.

b. Billing and Autorenewal. When you first sign up and purchase Builder Breeze Savings Membership, you will be billed immediately upon enrollment for your initial Builder Breeze Savings Membership subscription period. BY ENROLLING IN BUILDER BREEZE SAVINGS MEMBERSHIP, IN ADDITION TO ANY PROFESSIONAL SERVICES YOU PURCHASE THROUGH THE BUILDER BREEZE SAVINGS MEMBERSHIP, YOU AUTHORIZE US TO CHARGE YOU FOR YOUR INITIAL BUILDER BREEZE SAVINGS MEMBERSHIP SUBSCRIPTION PERIOD AND A RECURRING ANNUAL MEMBERSHIP AT THE THEN CURRENT RATE, WHICH MAY CHANGE FROM TIME TO TIME. YOUR BUILDER BREEZE SAVINGS MEMBERSHIP WILL AUTOMATICALLY RENEW FOR SUCCESSIVE PERIODS OF THE SAME LENGTH AS YOUR INITIAL SUBSCRIPTION PERIOD. PRIOR TO THE START OF THE NEXT SUBSCRIPTION PERIOD, YOU WILL BE CHARGED THE APPLICABLE BUILDER BREEZE SAVINGS MEMBERSHIP FEE TO YOUR PROVIDED PAYMENT METHOD ON A RECURRING BASIS UNTIL CANCELED AS SET FORTH HEREIN. UNLESS YOU NOTIFY US BEFORE A CHARGE THAT YOU WANT TO CANCEL OR DO NOT WANT YOUR BUILDER BREEZE SAVINGS MEMBERSHIP TO AUTO RENEW, YOU UNDERSTAND THAT YOUR BUILDER BREEZE SAVINGS MEMBERSHIP WILL AUTOMATICALLY CONTINUE AND YOU AUTHORIZE US (WITHOUT NOTICE TO YOU UNLESS REQUIRED BY APPLICABLE LAW) TO COLLECT THE THEN APPLICABLE MEMBERSHIP FEE AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE HAVE ON RECORD FOR YOU.

c. Cancellation Fees. The cancellation and rescheduling of any Fixed Price Service while you are enrolled in Builder Breeze Savings Membership is subject to the cancellation policy, including the payment of any cancellation fees, as further described herein.

d.Declined Payments. If any payment made by you is decline, you must provide us with a new eligible payment method promptly or your Builder Breeze Savings Membership will be cancelled. If you provide us with a new eligible payment method and are successfully charged, your Builder Breeze Savings Membership period will be based on the original enrollment or renewal date and not the date of the successful charge.

e. CANCELLATION OF MEMBERSHIP. YOU WILL NOT BE CHARGED A BUILDER BREEZE SAVINGS MEMBERSHIP FEE FOR THE SUBSEQUENT PERIOD IF YOU CANCEL YOUR BUILDER BREEZE SAVINGS MEMBERSHIP AT LEAST THREE DAYS BEFORE YOUR NEXT BUILDER BREEZE SAVINGS MEMBERSHIP RENEWAL DATE. You may cancel your Builder Breeze Savings Membership by visiting the Builder Breeze Contact Center at https://BuilderBreeze.com/contact or by mailing a notice of cancellation to Builder Breeze, Inc. Attn.: Legal, 9120 Sussex Street, White Lake, MI 48386. Following cancellation of your Builder Breeze Savings Membership you will continue to have access to Builder Breeze Savings Membership through the end of your current Builder Breeze Savings Membership period. Should you cancel Builder Breeze Savings Membership, we reserves the right to cancel any Fixed Price Service appointments scheduled after the expiration of the current Builder Breeze Savings Membership period.

8. OFFERS AND DISCOUNTS.

We may from time to time offer discounts, coupons, or other promotions, at our sole discretion. We may discontinue any such programs at any time, in our sole discretion. The follow are examples of discount programs we may offer: a.Referral Discounts. In the event that you are given a code through which you may refer a friend to

a.Referral Discounts. In the event that you are given a code through which you may refer a friend to us in exchange for a referral discount, you shall not use any online marketing or advertising to promote such code or to artificially increase the amount of credits awarded, unless otherwise expressly agreed upon between us and you in writing. By way of example, you may not post, or cause, request or permit a third party to post any such code on a coupon website, nor use any paid search marketing, online advertising, forum posting, newsgroup posting or bulk email to disseminate such code. You may only share such code with your personal friends and acquaintances for legitimate referral purposes, as determined by us in our sole discretion. Our referral discounts are redeemable for Fixed Price Services or Service requests made through Payments on our App (you must download our App to use Payments and redeem your discount). Our referral discounts have no cash value and are not redeemable for cash unless otherwise required by law. Without limiting our other rights and remedies, we may terminate such code and/or your account for any breach of this Section.

Promotional Coupons

i. Promotional coupons are only eligible for the specific services designated by us. Promotional coupons are valid for a limited time only and expire on the date indicated when you receive the applicable promotional coupon. Failure to use promotional coupons before such expiration date will result in the forfeiture of the promotional coupon. We reserve the right to cancel promotional coupons at any time. No refunds will be granted for any expired or canceled promotional coupons.

ii. Our promotional coupons have no intrinsic value, are not redeemable for cash, have no cash value, and serve merely as a means to recognize and provide an incentive to use our Services. Promotional coupons may not be purchased for cash and we do not sell promotional coupons. Promotional coupons are nonrefundable.

iii. Promotional coupons will not be applied against any sales, use, gross receipts or similar transaction based taxes that may be applicable to you; nor will they be used for fees or charges for use of any ineligible services.

iv. Your account will be billed for all fees and charges for use of any ineligible services. Each promotional coupon can only be used once and your account will be billed for all fees and charges for use of any eligible service in excess of the amount of available promotional coupon. c. No other discount, promotion, coupon or offer of the Service Professional, displayed by, promoted

by, offered by, or obtained through us may be used in connection with any Service. Any discount, promotion, coupon or offer made by a Service Professional in connection with a service request, is made solely at the discretion of the Service Professional, and is made directly by and between the Service Professional and you

9. INFORMATION YOU PROVIDE TO US/TCPA CONSENT

Upon using our Website or Services, you will be prompted to disclose certain information about yourself and your service requirements, and you will be able to store information, such as home services records, on our Website or Apps. Some of this information will be sent to Service Professionals, who will need this information to respond to your request. All information you provide to us is subject to our Privacy Policy, available at https://BuilderBreeze.com/privacy. By providing this information to us, or by submitting a service request, you are requesting, and you expressly consent to being contacted by us and by our Service Professionals, via phone, fax, email, mail, text (SMS) messaging, push notifications, or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable "Do Not Call" list, for the purpose of providing the Services to you, to service your account, to reasonably address matters pertaining to your account, including but not limited to notifying you of, or confirming, appointments that you have scheduled, or for other purposes reasonably related to your service request and our business, including marketing related emails. You also authorize us to send you an automated prerecorded call confirming your service request, along with calls from up to four Service Professionals that can help you with your request to the land-line or mobile phone number you provided, and you understand that either us or the Service Professionals may use automated phone technology (including autodialed and prerecorded messages) to provide you with operational communications concerning your account or use of the Services, updates concerning new and existing features on our Website, communications concerning promotions run by us, and news concerning our and industry developments. You agree that by completing a service request, you are entering into a business relationship with us and/or a Service Professional and agree to be contacted by us and/or a Service Professional. You agree that all information you provide (including but not limited to your contact information, and any ratings and reviews of Service Professionals that you provide) will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to refuse any use of the Services (or any portion thereof) by you. You are responsible for any use of the Services by persons to whom you intentionally or negligently allow access to your password. If a contact number you have provided to us is no longer your number, you agree to notify us promptly that you can no longer be reached at that number. You represent that you have received, and are authorized to convey to us, the consent of any authorized users on your account to be contacted by us as described in this Section. You agree that all consents provided in this Section will survive cancellation of your account. You also acknowledge that we or our third party partners may record customer service calls after notice to you and with your consent, in order to assist you when you contact our customer support services. You agree to our use of a third party to mask your telephone number when you call or exchange text (SMS) messages with a Service Professional using a telephone number provided by us. During this process, we and our partners will receive in real time and store call data, including the date and time of the call or text (SMS) message, the parties' phone numbers, and the content of the text (SMS) messages. You agree to the masking process described above and to our use and disclosure of this call data for its legitimate business purposes.

TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE NUMBER, ADDRESS OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO THE COMPANY AND THE SERVICE PROFESSIONALS, AND TO CONSUMERS, AS WELL AS THE LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER, COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION IN A SERVICE REQUEST, INCLUDING BUT NOT LIMITED TO SOMEONE ELSE'S NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE NUMBER OR A RANDOM OR MADE UP NAME, ADDRESS, E-MAIL OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO US AND EACH SERVICE PROFESSIONAL WHO ACCEPTS SUCH SERVICE REQUESTS, UP TO AN AMOUNT EQUAL TO THE GREATER OF: (1) $11,000 TO THE COMPANY AND EACH OF THE AFFECTED SERVICE PROFESSIONALS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER SUBMISSION, OR (2) THE ACTUAL DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE FROM SUCH INTENTIONAL, MISLEADING, HARMFUL AND FRAUDULENT ACTIVITY, WHICH EVER IS GREATER, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE.

10. SMS AND TELEPHONE MESSAGING

a. We may provide you with an opportunity to opt in to receive recurring automated promotional and personalized marketing text (e.g., SMS and MMS) messages (e.g. cart reminders) from us (“SMS Service”), including text messages that may be sent using an automatic telephone dialing system, to the mobile telephone number you provided when signing up or any other number that you designate. Consent to receive automated marketing text messages is not a condition of any purchase. By enrolling in the SMS Service, you consent to receive recurring autodialed marketing texts from or on behalf of us at the mobile number you provided. Message frequency may vary per account and based on preferences. We reserve the right to alter the frequency of messages sent at any time, so as to increase or decrease the total number of sent messages. We also reserve the right to change the short code or phone number from which messages are sent and we will notify you when we do so. Reply HELP for help and STOP to cancel. Message and data rates may apply. Not all mobile devices or handsets may be supported and our messages may not be deliverable in all areas. We, our Service Professionals and the mobile carriers supported by the program are not liable for delayed or undelivered messages.

You can cancel the SMS Service at any time, just text STOP in response to any message received from us. After you send the SMS message STOP to us, we will send you 1 SMS message to confirm that you have been unsubscribed. After this, you will no longer receive promotional or marketing SMS messages from us. If at any time you need assistance, text HELP in response to an SMS message or support@BuilderBreeze.com. If you send the SMS message HELP to us, we will respond with instructions on how to use our service, as well as how to unsubscribe.

To participate in the SMS Service, you must have a wireless device of your own that is capable of two- way messaging and is on a compatible carrier’s network with text messaging service.

Compatible carriers include: Major carriers: AT&T, Verizon Wireless, Sprint, TMobile, MetroPCS, U.S. Cellular, Alltel, Boost Mobile, Nextel, and Virgin Mobile. Minor carriers: Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Cellular One of East Central IL (ECIT), Cellular One of Northeast Pennsylvania, Cincinnati Bell Wireless, Cricket, Coral Wireless (Mobi PCS), COX, Cross, Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless/PC Man), Mosaic (Consolidated or CTC Telecom), Nex-Tech Wireless, NTelos, Panhandle Communications, Pioneer, Plateau (Texas RSA 3 Ltd), Revol, RINA, Simmetry (TMP Corporation), Thumb Cellular, Union Wireless, United Wireless, Viaero Wireless, and West Central (WCC or 5 Star Wireless).

If you have any questions about your text or data plan, it is best to contact your wireless carrier. If you have any questions regarding privacy, please read our Privacy Policy.

11. DISPUTE RESOLUTION ASSISTANCE

We cannot and do not guarantee any work performed by a listed Service Professional, and we have no obligation to you with regard to your relationship with a Service Professional. Notwithstanding, We have developed a resolution process to try and assist you in resolving any disputes that may arise in the course of a home improvement repair or maintenance project with a Service Professional who you learned about through the Services. Without modifying our statements under these Terms and Conditions, we may, upon your request, provide limited assistance in resolving disputes between you and a Service Professional. You must participate and use good faith efforts to resolve problems through our resolution process. Such limited assistance in no way nullifies the release and indemnification described in these Terms & Conditions. We are not liable to you, and you waive any and all claims, obligations, or responsibility against us, relating to the resolution process, any failure to resolve a dispute, or any resolution that is agreed to by you and the Service Professional. You agree not to refuse to pay a Service Professional without a good faith basis for doing so. You agree that we are not responsible for the accessibility or unavailability of any Service Professional or for your interactions and dealings with a Service Professional.

12. CALL RECORDING

You acknowledge and agree that we may monitor and/or record any telephone calls between you and us.

13. USER GENERATED CONTENT.

You agree that all of the content and information posted by you or your agents or designees on the Website or in connection with the Services (“Posts”), including but not limited to: photographs or images, comments, questions and/or answers, or any other content, is the sole and exclusive property of the Company, and that you have no right to reproduce, post, publish, or otherwise use such information other than for your personal use relating to your service request.

a. Our Right to Use Your Posts. You acknowledge and agree that any Posts you post or provide may be viewed by the general public and will not be treated as private, proprietary or confidential. You authorize us and our affiliates, licensees and sub-licensees, without compensation to you or others, to copy, adapt, create derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or exploit such Posts throughout the world in any format or media (whether now known or hereafter created) for the duration of any copyright or other rights in such Posts, and such permission shall be perpetual and may not be revoked for any reason. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in any Posts posted or provided by you.

b. Grant of License. You hereby grant us and our users a perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, store, display, reproduce, modify, create derivative works, perform, distribute, print, publish, disseminate and place advertising near and adjacent to your Posts in any format or media (whether now know or hereafter created) on the Website and Apps in any manner that we deem appropriate or necessary, including, if submitted, your name, voice and likeness throughout the world, and such permission shall be perpetual and cannot be revoked for any reason.

c.Representation of Ownership and Right to Use Posts. By posting or providing any Posts to the Website, you represent and warrant to us that you own or have all necessary rights to use the Posts and to grant all rights in relation to such Posts, and do hereby grant to us the rights granted herein. In addition, if you post or otherwise provide any Posts that are protected by copyright, you represent that you have obtained any necessary permissions or releases from the applicable copyright owner.

d. Content Guidelines. We reserve the right, but not the obligation, to edit or abridge, or to refuse to post, or to remove any Posts that you or any other users post on the Website, the Apps, or any other website owned or operated by us, if we determine, in our sole discretion, that such content contains or features any of the following:

  1. Offensive, harmful and/or abusive language, including without limitation, expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech (e.g., racist/discriminatory speech);
  2. References to illegal activity;
  3. Language that violates the standards of good taste or the standards of the Website;
  4. Statements that are or appear to be false; or
  5. Comments that disparage us or our partners. With respect to ratings and reviews of Service Professionals, in addition to the foregoing, the following will also apply:
  6. Reviews that do not address the goods and services of the business or reviews with no qualitative value (e.g., "work has not started yet");
  7. Comments concerning a different Service Professional;
  8. Information not related to work requested in the service request; or
  9. If a dispute arises between you and Service Professional, the rating submitted may be held in pending status until resolution is reached. You represent and warrant that any rating and review provided by you is accurate and truthful, and that your will only provide a rating and review for a Service Professional that has performed services for you pursuant to your applicable service request.

14. SERVICE PROFESSIONAL PRESCREENING PROCEDURES AND DISCLAIMERS

The following does not apply to Fixed Price Services.

a.Unless otherwise noted on the screening tab of a Service Professional's profile page on the Website, we use the following criteria as a part of Service Professional’s registration with us ("Registration"). Notwithstanding the foregoing, we do not screen Corporate Accounts (defined below) or Service Professionals providing services in Canada applying for membership in our network.

i. Screening Criteria:

1. Licensing - We confirm that new Service Professionals have the applicable required state-level trade licensing for the services for which we match them to consumers. Certain states may require state-level licensing for projects above specified dollar amounts. In some states, licensing may be required by the county or local authority in which the work is being performed. We recommend you confirm these licensing requirements with the business and the applicable state and local licensing authorities before proceeding with your project. Larger projects often require the use of sub-contractors for specific types of work. We recommend you verify that all the subcontractors doing work on your project carry the appropriate licensing. We always recommend that you ask the business to provide you with a copy of their license.

a. For California Service Professionals: Given the unique nature of California licensing, we rely on representations of Service Professionals that are using a California General Building Contracting license to cover home improvement tasks that such Service Professionals are performing more than one task as defined and required by California licensing rules.

2. State Business Filings – We confirm that Service Professionals that are corporations or limited liability companies are registered business in the state in which the Service Professional is located.

3. Criminal Records Search - We use third party data sources to conduct criminal background searches in the state in which the Service Professional’s principal place of business is located for any relevant criminal convictions associated with the owner/principal of the Service Professional, within the three years prior to such Service Professional's application for Registration. Our third- party vendor uses a national criminal database ("NCD") to screen our Service Professionals. The comprehensiveness of the NCD varies by state. Reporting in the NCD is limited in the following states: AL, CO, DE, GA, ID, KS, LA, ME, MA, MI, MS, MT, NE, NV, NH, NM, SD, UT, VA, VT, and WY.

4. Sex Offender Search - We check the websites that consolidate state sex offender information in the state in which the Service Professional’s principal place of business is located to confirm that there is not a match based solely on the name of the owner/principal of the Service Professional. We do not run sex offender searches in any other states. Please note that only a fingerprint match can guarantee an accurate match for a sex offender search. We recommend that you check the applicable state sex offender websites for any individuals that will be performing work in your home.

ii. WE PERFORM THE ABOVE SCREENING BASED UPON INFORMATION PROVIDED TO US BY THE SERVICE PROFESSIONAL (E.G. NAME OF OWNER, BIRTHDATE).

iii. NOTE: WE PERFORM SCREENING SOLELY AT THE TIME THE SERVICE PROFESSIONAL APPLIES FOR REGISTRATION, AND THEREFORE A SERVICE PROFESSIONAL'S INFORMATION MAY CHANGE OR EXPIRE OVER TIME. WE CANNOT AND DO NOT WARRANT OR REPRESENT THAT PROFILE AND SCREENING INFORMATION IS UP TO DATE. WE ARE UNDER NO OBLIGATION TO UPDATE A SERVICE PROFESSIONAL'S SCREENING INFORMATION. WE RECOMMEND THAT BEFORE WORKING WITH A SERVICE PROFESSIONAL YOU VERIFY THAT INFORMATION PRESENTED IN THE SERVICE PROFESSIONAL'S PROFILE IS STILL ACCURATE, CURRENT AND ACCEPTABLE TO YOU.

b.Corporate Accounts. Some Service Professionals are employees, franchisees, dealers, or independent contractors ("Corporate SP(s)") of larger national or corporate companies or entities ("Corporate Accounts"). In such event, you may be matched with the Corporate Account or a Corporate SP. The above screening criteria is not applicable to Corporate Accounts or Corporate SPs.

WE DO NOT SCREEN CORPORATE ACCOUNTS OR CORPORATE SPs.

c.Service Professionals Profiles. We allow Service Professionals to post profiles about themselves and their business on the Website and our App. We do not review or verify the information or representations set forth in those profiles, except as expressly set forth above, as they are self- reported by the Service Professional. We make no representations or warranties regarding any information posted by a Service Professional, and assume no liability for such information.

d.The above procedures may change from time to time, as determined by us, in our sole discretion. We believe that we use commercially reasonable methods to check these matters but do not make any representations or warranties that members continue to meet the above screening criteria after the date of their Registration. We do not represent or warrant that the information received from state, provincial or other government agencies or from third party sources is accurate, error free, or that it is up to date or updated at the time that we check such information. Most agencies have periodic update cycles or schedules and this information may not be updated on a real-time basis by such agencies and third party sources.

e.DISCLAIMER: WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED RELATING TO THE SCREENING PROCESS, CRITERIA, PROCEDURES, OR INFORMATION OBTAINED OR PRESENTED IN THE SCREENING PROCESS OR DISCLOSURES INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR THAT THE SCREENING OR VERIFICATION PROCEDURES OR STANDARDS ARE SUFFICIENT OR THAT THE INFORMATION RECEIVED IN THESE SCREENING OR VERIFICATION PROCEDURES IS ACCURATE, TIMELY OR ERROR FREE.

f. You may be matched with a Service Professional from our third party partner, Angi. These Service Professionals have not been screened per the procedure set forth this Section, but have undergone the screening set forth at www.angi.com/screening.

15. RATINGS & REVIEWS

All ratings and reviews of a Service Professional displayed reflect the opinions of other consumers, and do not reflect or represent the opinions or representations of us. We disclaims any and all representations or warranties with regard to the ratings and reviews. We do not assume responsibility or liability for any rating or review.

16. DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND GUARANTEES

a.We do not warrant that the operation of the Website or Services will be error-free or uninterrupted, nor will We be liable for any damages arising out of any errors or the unavailability of the Website or Services, unless such errors or unavailability of the Service are due to our gross negligence or willful misconduct. YOU ACKNOWLEDGE THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT THE WEBSITE OR ANY FILES AVAILABLE FOR DOWNLOAD ON THE SITE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE RESPONSIBLE FOR INSTALLING AND IMPLEMENTING SUFFICIENT ANTI-VIRUS PROTECTION AND FOR MAINTAINING A MEANS EXTERNAL TO OUR SITE FOR ANY RECONSTRUCTION OF ANY LOST DATA. YOU ACKNOWLEDGE AND AGREE THAT WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE (DDoS) ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE, YOUR DOWNLOADING OF ANY WEBSITE MATERIAL, OR ON ANY WEBSITE LINKED TO THE SITE. YOU AGREE THAT NEITHER WE NOR OUR SERVICE PROFESSIONALS WILL BE LIABLE FOR ANY ERRORS OR DELAYS IN THE CONTENT, OR FOR ANY ACTIONS TAKEN IN RELIANCE. YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER WE, NOR ANY PERSON ASSOCIATED WITH US, MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. EXCEPT AS EXPRESSLY STATED IN THESE TERMS AND CONDITIONS, WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, OR AS TO THE RESULTS YOU MAY OBTAIN ON ACCOUNT OF THE PROVISION OF OR YOUR USE OF OR ACCESS TO THE WEBSITE OR SERVICES. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

b. No Guarantees or Endorsements. We do not guarantee that the Service Professionals will be on time for, or show up for, any such booked appointments, as the Service Professionals are not the employees, contractors or agents of us. We are solely providing the platform to facilitate scheduling of appointments between you and the Service Professionals. Although we take certain steps to examine the credentials of the Service Professionals listed on our Website or whom you may book using our Services, we make no guarantees, warranties or representations regarding the skills or undertakings of such Service Professional or the quality of the job that he or she may perform for you if you elect to retain their services. We do not endorse or recommend the services of any particular Service Professional. Except as set forth in Section 14, we do not independently verify Service Professionals’ representations about their services, nor validate any reviews. It is entirely up to you to evaluate the Service Professional and the Service Professional's qualifications, and to enter into a direct contract or otherwise reach agreement with a Service Professional. We do not guarantee or warrant any Service Professional's performance on the job or the outcome or quality of the services performed. The Service Professionals are not employees or agents of us, nor are we an agent of the Service Professionals.

c. No Contracting via the Website. We may inform you of certain offers or discounts provided by a Service Professional. Such offers or discounts are made solely by the Service Professional, and we do not guarantee or warrant the pricing or discounts that a Service Professional may offer you. Any quotes provided by Service Professionals via the Website or Apps, or which you find on the Website or Apps, are not contractually binding offers, are for informational purposes only, and cannot be accepted on or via the Website. No contractual arrangement is created based upon the quotes provided to you from Service Professionals (or your scheduling of an appointment with a Service Professional) via the Website. To contract with a Service Professional, you must work directly with the Service Professional. We do not perform, and are not responsible for, any of the Services requested by you in your service request. Your rights under contracts you enter into with Service Professionals are governed by the terms of such contracts and by applicable federal, state, provincial and local laws. We are not a party to such agreements. All payments and applicable taxes must be made to the Service Professional in accordance with your agreement with the Service Professional.

d. Release from Damages or Claims. Should you have a dispute with respect to any services provided by a Service Professional or the fees charged by any Service Professional, you must address such dispute with the Service Professional directly (although you may copy us on the fee disputes). YOU HEREBY AGREE TO RELEASE US (AND OUR OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, EMPLOYEES AND AGENTS) FROM ANY DAMAGES OR CLAIMS (INCLUDING CONSEQUENTIAL AND INCIDENTAL DAMAGES) OF EVERY KIND OR NATURE, SUSPECTED AND UNSUSPECTED, KNOWN AND UNKNOWN, AND DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES AND YOUR DEALINGS WITH SERVICE PROFESSIONALS.

e. Sole Remedy. Your sole and exclusive remedy, and our sole obligation to you or any third party for any claim arising out of your use of the Website, Apps, or the Services is that you are free to discontinue your use of the Website or Services or the at any time.

17. ARTICLES AND OTHER CONTENT

We provide certain content relating to home improvement, repair, maintenance ("Articles"), on the Website or Apps. Such Articles are provided "As-Is", without any warranties or representations, and you assume all liability and responsibility for your use of such Articles. You understand and agree that the Articles do not provide advice, and that such Articles are no substitute for the advice of a professional.

18. LIMITATION OF LIABILITY

Neither we nor our officers, directors, shareholders, affiliates, employees, or agents will have any liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against us or our officers, directors, shareholders, affiliates, employees, or agents giving rise to any liability) arising out of any injury to individuals or property as a result of the use the Website or Apps, or ownership, possession, nor use of any product or Service sold, purchased, installed, or delivered by us or any of its affiliates.

Subject to the above, our aggregate liability to you for any reason, and upon any cause of action, will be limited up to 100% of the fees actually paid to us by you for the applicable Services in the immediately preceding 6 months. This limitation applies to all causes of action in the aggregate, including, without limitation, breach of contract, breach of warranty, negligence, strict liability, misrepresentations, and other contractual or tortious claims.

IN NO EVENT WILL WE, NOR ANY OF OUR PARTNERS, HAVE ANY LIABILITY TO YOU FOR ANY LOSS OF DATA, LOST PROFITS, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR INDIRECT DAMAGES ARISING FROM THE WEBSITE OR SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19. LINKS TO THIRD PARTY SITES

Links on the Website or Apps may let you leave the Website. The linked sites are not under our control and we are not responsible for the contents or functionality of any linked site or any link contained in a linked site, or any changes or updates to such sites. Your use of such third party linked sites is governed by the terms and conditions, and privacy policies, of such linked sites. We are not responsible for webcasting or any other form of transmission received from any linked site. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the site.

20. THIRD PARTY COPYRIGHTS AND OTHER RIGHTS AND LIMITATIONS.

We respect the intellectual property rights of others. If you believe that your copyright or other intellectual property rights have been infringed, please send us a notice to support@BuilderBreeze.com. You acknowledge that we may use a third party for the delivery of some or part of the Services (“Licensor”). You agree that these Terms and Conditions are concluded between you and us only and not with any Licensor, that (i) you have no contractual relationship whatsoever with any Licensor with respect to the Services; (ii) you are not a third party beneficiary of any agreement between us and any Licensor; (iii) any Licensor has no obligation to provide any direct support or services to you with respect to the Services; and (iv) you have no right to seek remedy or recourse against any Licensor pertaining to the Services or these Terms and Conditions. We disclaim any and all warranties with respect to the Services provided to you, including any part of the Services provided by a Licensor.

21. NOTICE SPECIFIC TO DOCUMENTS AND INFORMATION AVAILABLE ON THE WEBSITE.

We grant you permission to use documents (such as press releases, datasheets, content, informational items and FAQs) from the Website provided that (1) the appropriate Company copyright notice appears on all copies, (2) use of such documents from the Website is for your informational and non- commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any documents are made. Educational institutions (specifically K-12, universities and state community colleges) may download and reproduce the documents for distribution in the classroom. Distribution outside the classroom requires our express written consent. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Documents specified above do not include the design or layout of the Website or Apps.

Elements of the Website or Apps are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from the Website may be copied or retransmitted unless expressly permitted by us in writing. You may not use any deep-link, page-scrape, spider, robot, crawl, index, Internet agent or other automatic device, program, algorithm or technology which does the same things, to use, access, copy, acquire information, generate impressions, input information, store information, search, generate searches or monitor any portion of the Website.

WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE WEBSITE FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE WEBSITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. WE MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED HEREIN AT ANY TIME.

22. INDEMNIFICATION

You acknowledge and agree that you are personally responsible for your conduct while using the Website and Services, and agree to waive, defend, indemnify, and hold harmless the Company, its affiliates, licensors, subsidiaries, parents, partners and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your use of the Website or Services, any dispute between you and a Service Professional, your violation of these Terms and Conditions, your violation of any rights of a third party, or information obtained from the Website other than as expressly authorized in these Terms and Conditions. Your obligation under this paragraph will survive termination of these Terms and Conditions.

23. OUR INTELLECTUAL PROPERTY RIGHTS.

We own and will retain all rights, title, and interest to all of our Intellectual Property, as well as, any suggestions, ideas, enhancements request, feedback or recommendations by you. “Intellectual Property” means any and all technology, software, guidance, marketing assets, branding, advertising, promotional material, trademarks, copyrights, works of authorship, unpatented inventions, patent applications, patents, design rights, service marks, trade names, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world. You agree not to reproduce, derive, decompile, modify, damage, or utilize our Intellectual Property outside of the scope of the Services and these Terms and Conditions.

24. AGREEMENT TO ARBITRATE ALL DISPUTES AND GOVERNING LAW

a. The exclusive means of resolving any dispute between you and us or any claim or controversy arising out of or relating to use of the Website and/or the Services (including any alleged breach of these Terms and Conditions) shall be BINDING ARBITRATION administered by the American Arbitration Association (“AAA”), EXCEPT AS EXPRESSLY PROVIDED BY APPLICABLE FEDERAL OR STATE LAW. You may not under any circumstances commence, participate in or maintain against us any class action, class arbitration, or other representative action or proceeding.

b. By using the Website and/or Services, you agree to the above arbitration provision. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and us. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

c. If a dispute, controversy, or claim arises out of or relates to the Website, Services, or these Terms and Conditions, you will notify us at the information provided under the Contact Us paragraph below. Upon receipt of such notice, the parties will attempt in good faith to negotiate a resolution prior to pursuing other available remedies. If the dispute is not resolved within 90 days from the date of notice, the parties will submit such dispute to binding arbitration in accordance with the Expedited Procedures of the Commercial Arbitration Rules of the AAA and aim to resolve the dispute within 90 days. The resolution of the arbitrator will be final and binding on the parties. Judgment upon the award rendered by such arbitration may be entered in any court having jurisdiction thereof. Both parties will share the costs of the arbitration equally, except that each party shall bear its own costs and expenses, including but not limited to, attorney’s fees, witness fees, travel expenses, and preparation costs. Any and all mediations will take place in the Oakland County, Michigan. All discussions, correspondence, and negotiations pursuant to the dispute will be treated as confidential information developed for the purpose of settlement and shall be exempt from discovery or production and shall not be admissible.

d. Any proceeding to enforce this arbitration provision, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration provision is for any reason held to be unenforceable, any litigation against us may be commenced only in the federal or state courts located in Oakland County, Michigan. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.

e. These Terms and Conditions, and any dispute between you and us, shall be governed by the laws of the state of Michigan without regard to principles of conflicts of law.

25. GENERAL PROVISIONS.

These Terms and Conditions will inure to the benefit of our successors, assigns and licensees. If any provision of these Terms and Conditions shall be deemed unlawful, void or unenforceable, for any reason, by any court of competent jurisdiction that provision shall be modified in order to make it enforceable, while maintaining the spirit of the provision. Alternatively, if modification is not possible, such provision shall be stricken and shall not affect the validity and enforceability of the remaining terms. The failure of the Company to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. 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 Services or the Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect. These Terms and Conditions constitute the entire agreement between you and us and supersede all oral and written negotiations or representations of the parties with respect to the subject matter hereof.

26. CONTACT US

If you have any questions or concerns, please contact us at:

Builder Breeze

9120 Sussex St

White Lake, MI 48386

support@BuilderBreeze.com

© 2020-2021 Builder Breeze, Inc. All rights reserved.