5starclient Terms of Use
1. Your Acceptance of These Terms of Use Constitutes Your Contract with 5starclient to Access and Use 5starclient's Website; You Cannot Access or Use 5starclient's Website if you do not Accept these Terms of Use
By accessing 5starclient's web site ("Website"), you ("You") are agreeing to be bound by these terms and conditions of use ("Terms"), all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these Terms, you are prohibited from using or accessing this Website. 5starclient may modify these Terms at any time effective immediately upon posting new Terms. If you do not agree to the new Terms, you must immediately stop using and accessing the Website because your continued use of the Website after the posting of the new Terms means you accept and agree to be bound by them.
2. Purpose of the Website
The Website exists to give construction professionals a place to input and receive truthful factual information regarding construction customers to improve construction professionals' relationships with customers ("Purpose"). Any use that does not comply with this Purpose is prohibited and will result in denial of access to and use of the Website.
3. Eligibility and User Account; Delays or Failures in Website Access
You must be at least 21 years of age and be a resident of the United States to use and access the Website. You must create an account to use and access the Website. You are responsible for maintaining the confidentiality of Your username and password and You are fully responsible for all activities that occur under Your username and password. 5starclient retains the right to delete Your account at any time, with or without reason or notice to You. Access to and use of the Website may be subject to technical limitations, delays, failure, and other problems inherent in the use of the internet. You agree that 5starclient is not responsible for any such limitations, delays, failures or damages or other problems resulting from such failings.
4. Ownership of and License to Use and Access the Website
5starclient owns all content on the Website and all intellectual property rights in such content, other than User-Submitted Content (defined in Section 5.1 below). 5 starclient hereby grants You a limited, United States-wide, revocable, fee-bearing, non-exclusive, non-sublicenseable, non-transferable license to access and use the Website (including the User-Submitted Content) solely for the purpose of conducting your construction business. You may not copy, modify, distribute, transmit, disclose or provide to any third party in any manner, any content on the Website, including User-Submitted Content. You agree that You will not reverse engineer any part of the Website. You agree that you will not access or use the Website or User-Submitted Content to create a website or service competitive to 5starclient or the Website. The Website may include technical, typographical, or photographic errors for which the parties agree 5starclient has no liability. 5starclient may make changes to the Website at any time without notice, but does not make any commitment to update the Website.
5. Website User-Submitted Content; Rules
5.1 "User-Submitted Content" shall mean any ratings and comments submitted by anyone other than 5starclient who accesses and uses the Website, including the rating and comments submitted by You ("Your User-Submitted Content").
5.2 "Rules" shall mean those rules for use, access and submission of User-Submitted Content set forth in Section 5.4.1 below.
5.3 You Agree to Comply with The Terms and Rules with Respect to Your User-Submitted Content. You agree that You will comply with these Terms and the Rules with respect to Your submission of Your User-Submitted Content, Your use of other User-Submitted Content and Your use of and access to the Website. You agree that You have no right to have Your User-Submitted Content removed once posted or retained once removed.
5.4 Your Responsibility with Respect to Your User-Submitted Content; Rules. You are solely responsible for and You assume all risks associated with Your User-Submitted Content.
5.4.1 Rules.
(a) You represent and warrant that You have all the necessary permissions to use and authorize 5starclient and its other users to view and use Your User-Submitted Content.
(b)You assume the risk that others will rely on the truthfulness, accuracy and fairness of Your User-Submitted Content. If You are in any way uncertain whether Your User-Submitted Content is unlawful or exposes You to liability, we strongly recommend You consult an attorney. Generally, You may expose Yourself to liability if:
(i) You do not have permission to use Your User-Submitted Content;
(iii) Your access or use of the Website is for the purpose of threatening, intimidating, impersonating, misleading, abusing or unlawfully discriminating against others or
(iii) Your User-Submitted Content:
(A) is fraudulent, false, misleading, defamatory or untruthful;
(B) violates a third party's privacy or other rights;
(C) infringes or misappropriates a third party's patents, copyrights, trade secrets, moral rights, rights of publicity or moral rights or other intellectual property rights;
(D) discloses any private or confidential information of a third party that You do not have permission to disclose;
(E) is intended to intentionally harm another, unlawfully discriminate against them or cause them emotional distress;
(F) is or contains material that is unlawful, including pornography or any speech that is Constitutionally prohibited;
(G) exploits or otherwise harms minors; or
(H) violates or advocates the violation of any law or regulation.
(c) 5starclient Has No Liability for User-Submitted Content, Does Not Monitor or Endorse User-Submitted Content But Has Absolute Discretion to Remove it. Under no circumstances will 5starclient be liable in any way for any User-Submitted Content, including, but not limited to, any errors, omissions, defamatory statements, or confidential or private information therein or for any loss or damage of any kind incurred as a result of the use of the same. 5starclient does not have any obligation to, nor does it, control, review, screen, monitor or approve any User-Submitted Content. 5starclient does not endorse User-Submitted Content in any way, including its accuracy, integrity, quality or appropriateness. 5starclient may, in its sole discretion, choose to remove, screen, edit, or reinstate any User-Submitted Content, for any reason or no reason, without notice to You, but shall not be obligated to do so. To the extent permitted by law, You hereby release 5starclient from any and all claims or liability related to any User-Submitted Content and waive any rights and claims against 5starclient with respect to the same. The inclusion of links on the Website to any third party website does not imply endorsement of that third party website and Your use of such third party website is at Your own risk.
(d) Your User-Submitted Content Must Be Truthful and Based Your First Hand Experience. Your User-Submitted Content must be: (i) based upon your actual first-hand experiences with the person/entity you are reviewing and (b) accurate, honest, truthful, and complete in all respects.
6. The License You Grant to 5starclient and Others to Your User-Submitted Content.
You irrevocably grant (meaning you cannot take it back) a license to 5starclient a world-wide, perpetual, non-exclusive, royalty-free, assignable, sub licensable, transferable rights to use, copy, adapt, publicly perform and display, reproduce, distribute, transmit, modify, translate, sell, offer to sell, import, remove and prepare derivative works of Your User-Submitted Content for any purpose. You also irrevocably grant the other users of the Website the right to access and use Your User-Submitted Content for the Purpose and any other purpose connected to using the Website. These license grants include your irrevocable waiver of all moral rights, attributions or similar intellectual property rights.
7. DISCLAIMER OF ALL WARRANTIES
THE WEBSITE, INCLUDING ALL USER-SUBMITTED CONTENT, IS PROVIDED "AS IS" AND "WITH ALL FAULTS. 5STARCLIENT MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. 5STARCLIENT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, AVAILABILITY OR RELIABILITY OF THE USE OF THE WEBSITEOR THE USER-SUBMITTED CONTENT. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE WEBSITE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF USE AND ACCESS TO THE WEBSITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES THESE LIMITATIONS MAY NOT APPLY TO YOU.
8. EXCLUSION OF DAMAGES AND LIMITATION OF LIABILITY
8.1 EXCLUSION OF CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL 5STARCLIENT BE LIABLE TO ANYONE FOR (I) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (II) LOSS OF PROFITS, (III) BUSINESS INTERRUPTION, (IV) REPUTATIONAL HARM, (V) LOSS OF INFORMATION OR DATA OR (VI) SIMILAR DAMAGES OF THIS NATURE ARISING OUT OF THE ACCESS OR USE OF THE WEBSITE, TERMS OR THE USER-SUBMITTED CONTENT, EVEN IF 5STARCLIENT OR AN AUTHORIZED REPRESENTATIVE OF 5STARCLIENT HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THESE LIMITATIONS MAY NOT APPLY TO YOU.
8.2 LIMITATION ON MAXIMUM AMOUNT OF DAMAGES YOU MAY EVER RECOVER. NOTWITHSTANDING ANYTHING ELSE HERE OR OTHERWISE, IN NO EVENT WILL 5STARCLIENT'S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY AND ALL LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE WEBSITE, TERMS OR THE USER-SUBMITTED CONTENT EXCEED THE AMOUNT OF FEES PAID BY YOU TO 5STARCLIENT TO USE AND ACCESS THE WEBITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY.
9. Indemnity.
You hereby agree to indemnify, defend and hold harmless 5starclient, its directors, officers, owners, employees, agents, subsidiaries, affiliates and any related companies from and against any and all claims, demands or actions, including costs, liabilities, damages, losses and reasonable attorneys' fees, arising out of or relating in any way to (i) Your access to or use of the Website, (ii) Your violation of these 5starclient Terms, (iii) Your User-Submitted Content and Your use of others' User-Submitted Content and (iv) any violation of rights or harm caused to another. 5starclient reserves the right to assume the exclusive defense and conduct of any claim, action or matter for which You are required to indemnify it; provided however, that You shall be liable for any and all damages, costs, liabilities, damages, losses and reasonable attorneys' fees incurred by 5starclient to do so.
10. Governing Law and Agreed Place to Sue; 1 Year Statute of Limitations on Claims
Any claim You have relating to the Website, any User-Submitted Contents (including Your User-Submitted Content), your use and access thereof, these Terms and/or 5starclient shall be governed by the laws of the State of California without regard to its conflict of law provisions. FOR ANY CLAIM BROUGHT BY YOU OR 5STARCLIENT, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN SANTA CLARA COUNTY, CALIFORNIA AND YOU HEREBY WAIVE ALL OBJECTIONS TO SUCH JURISDICTION AND VENUE. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out or related to Your access and use of the Website (including User-Submitted Content and these Terms) shall be filed within one (1) year after such claim or cause of action arose or will forever be barred.
11. General.
You may terminate these Terms at any time by closing Your account, discontinuing Your access and use of the Website, and providing 5starclient with a notice of termination. 5starclient can send You legal notice at the email address You provide to sign up for an account and You may send legal notice to 5starclient at the following email address: info@5starclient.com. These Terms contain the entire agreement between 5starclient and You regarding the access and use of the Website, and supersede any prior agreement between us on this subject matter. The parties agree that no reliance is placed on any representation made but not expressly contained in these Terms. Any failure to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision and herein shall not be deemed a waiver of any further rights hereunder. If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties' intention or eliminated to the minimum extent necessary and the remainder of the Terms shall remain in full force and effect and enforceable. You may not assign, transfer or sublicense any rights or obligations without 5starclient's prior written consent, but 5starclient may assign, transfer or sublicense any rights or obligations hereunder without restriction. Any attempted assignment by You shall violate these Terms and be void.
Copyright © 2017 ICO, Inc. a California corporation, doing business as 5starclient.