Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY

The parties to these Terms of Service are: (i) You, and (ii) the owner of the Services, CHECKTOBUILD, Inc. and its affiliates (hereinafter collectively referred to as “CHECKTOBUILD”). All references to “We,” “Us,” “Our,” or “Our Server” shall be construed to mean CHECKTOBUILD. If You are using the Services on behalf of a legal entity or similar organization, “You” and “Your” shall be construed to mean that separate legal entity or organization. “Services” means the Web-based software, desktop software programs, mobile applications, website, server-side processing and hosting service, and any other services We provide from time to time.

By accepting these Terms of Service (“Terms”) during Your account registration or subscription process, or by accessing or using the Services, You confirm Your acceptance of these Terms and Your agreement to be a party and bound by these Terms. If You do not have the right, authority, or capacity to legally bind You to these Terms, You do not have the right to access or use the Services. If You will use the Services on behalf of a legal entity or similar organization, You represent and warrant that You have the right, authority, and capacity to act on behalf of and bind such legal entity or similar organization. All access and/or use of the Services by You will be governed by these Terms. All rights not expressly granted in these Terms are reserved by Us and Our licensors.

    1. Definitions

    The following capitalized terms shall have the meanings ascribed to them below:

    “Your Content” means, collectively, any files, designs, models, data sets, images, videos, audio documents, or similar material submitted or uploaded to the Services by You, Your Users or other third parties on Your behalf, together with any personal identifiable information (“PII”) associated therewith.

    “User” means; (i) You (ii) Your authorized users, including but not limited to Your employee(s), the employee(s) of Your affiliated companies and the third-party collaborators to whom You grant permission; and (iii) any other individuals who will be using the Services with Your permission; provided the number and type of User shall be specified in CHECKTOBUILD’s written quotation to You.

    “Content” or “Our Content” means all of Our content made available by CHECKTOBUILD or for CHECKTOBUILD by third parties for use with the Services including the design rights, data, databases, tools, code, graphics, photographs, pictures, video, logo, interfaces, web-pages, designs, text, images, information, software and other media files, their selection and arrangement, materials and all other intellectual property rights. All of Our Content is owned by Us or are licensed to Us by a third party.

    “Subscription Period” means the period during which You have agreed to subscribe to the Services.

    “Paid Services”  means certain Services subject to payments as specified on the quotation/order form. Free plans, including but not limited to free trials, are not Paid Services.

    2. Service Generally

    2.1 Registration

    To use the Services, You must register with Us to establish an account (“Registration”). You agree: (i) to provide certain current, complete and accurate information about You (“Registration Data”); and (ii) to maintain and update such Registration Data as required to keep such information current, complete and accurate. You warrant that You are authorized to provide such Registration Data. You authorize Us to verify Your Registration Data at any time. If any Registration Data that You provide is untrue, inaccurate, incomplete or not current, We retain the right to suspend access to Your Services account pending Your prompt rectification of the Registration Data, and failing such rectification, to terminate Your account and your access to the Services. You are solely responsible for managing Your Registration Data under Your Services account. We will not be responsible or liable for loss or damage of any kind incurred by You as a result of Your failure to safeguard your Registration Data against unauthorized access, use, or disclosure.

    2.2 License to Your Content

    During the Subscription Period, You grant to Us a limited, non-exclusive, non-sublicensable, non-transferable license to use, copy, store, and display Your Content solely to the extent necessary to provide the Services to You.

    2.3 Aggregation

    You agree that We may aggregate information provided by or for You under these Terms (other than PII) with information provided by or on behalf of others and use and disclose that information in a sanitized, anonymized format as part of research, improving existing service offerings or creating new service offerings, including, without limitation, benchmarks and comparisons, provided such anonymized information is not an expression that is substantially similar to the information originally provided by You and that You cannot be derived as the source of such information. You shall bear no responsibility for Our use of such anonymized information.

    2.4 Modify the Services

    We reserve the right to update and modify the Services from time to time, provided such updates and/or modifications will not materially degrade their functionality.

    2.5 Access

    Subject to these Terms and Our Privacy Policy, you may access and use the Services for Your own internal purposes.

    2.6 Authorized Login Protocol

    You will be granted authorized login protocols for the Services, and You agree not to use the Services in excess of Your authorized login protocols. You agree not to access, (or attempt to access), the Services by any means other than through the interface We provide, unless You have been specifically allowed to do so in a separate agreement. You agree not to access (or attempt to access) the Services through any automated means (including use of scripts).

    2.7 Restriction

    You are not authorized to; (i) resell, sublicense, transfer, assign or distribute the site, its Services or Our Content; (ii) modify or make derivative works based upon the Services or the Content; (iii) “frame” or “mirror” its Services or the Content on any other server or Internet-enabled device; or (iv) reverse engineer, decompile, or disassemble the Services or the Content for any purpose.

    2.8 Restriction of Creation

    Due to geographical licensing restrictions, You must receive Our written permission prior to photographing objects located in the following geographical regions for the following purposes: (1) South Korea and using the Services for the following purposes: to use for (i) residential real estate information platform, (ii) arbitration, mediation, sale, rent, lease or any residential premises-related actions, (iii) the interior design of the residential premises, and (iv) commercial residential accommodation, including hotels, motels, inns and boarding houses, etc.; and (2) United States and using the Services for the following purposes: (i) new and used automotive vehicle sales. We have the right to block Your access to the Services if You use the Services for the foregoing purposes without Our permission. You shall fully and promptly indemnify Us for all financial loss, damages or proceedings resulting
    from a third party’s claim based on Your use of the Services without Our permission.

    2.9 Usage Restrictions

    You may not, nor allow any third party to, do any of the following: (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or its content in any way; (ii) modify or make derivative works based upon the Services or its content; (iii) “frame” or “mirror” any content available through the Services; (iv) reverse engineer the Services or its content; (v) access the Services in order to (a) build a competitive product or service, or (b) copy any ideas, features, functions or graphics of the Services; (vi) circumvent, disable or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or its content.

    You may not (i) send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of duplicative or unsolicited messages, whether commercial or otherwise; (ii) harvest, collect, gather or assemble information or data regarding other users, including email addresses, without their consent; (iii) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks; (iv) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means; (v) harass or interfere with any other user’s use and enjoyment of the Services; or (vi) use software or automated agents or scripts to produce multiple accounts on the Services, or to generate automated searches, requests, or queries to the Services.

    2.10 Account Information
    You are required to furnish us with accurate and complete account information, including billing and payment details, and ensure that this information remains current. It is your responsibility to safeguard the confidentiality of your Registration Data. If you knowingly share your Registration Data with an unauthorized individual, we reserve the right to terminate these Terms for just cause. You also commit to promptly informing us of any unauthorized access or use of your Registration Data. In case we detect a security breach that significantly impacts your access to and use of the Services or your Content, we will promptly notify you.

    3. Accounts

    3.1 Account & Password
    To access and use certain features of the Services, You may be required to create an account with Us. When You create an account, You agree to: (a) provide accurate, current, and complete information; (b) maintain and promptly update such information to keep it accurate, current, and complete; (c) maintain the security of Your account and accept all risks of unauthorized access to Your account; and (d) immediately notify Us if You discover or otherwise suspect any security breaches related to the Services.

    You agree that the information You provide to Us in connection with Your account and Your use of the Services will be governed by Our Privacy Policy, which is incorporated into these Terms by reference.

    3.2 Monitoring Your Access
    We retain the prerogative to monitor your utilization of the Services without prior notice to you. Our monitoring activities may include logging or tracking your usage in accordance with the procedures outlined in our Privacy Policy, which can be accessed through the Privacy Policy link on this website’s homepage.

    3.1 Third-party Content
    Certain services or Content provided by third parties may be integrated into our Services. These third parties bear the responsibility for their services or Content and are subject to the relevant third-party license terms.

    4. Pricing, Payment and Refunds

    4.1 Payment
    The fees associated with our Services can be found on the pricing page within the Services. Unless stated otherwise in this agreement, all Paid Services require prepayment for the chosen Subscription Period and are non-refundable.

    You have the flexibility to settle fees using a credit card through our online platform or any other payment method approved by us. Fees are generally non-refundable unless explicitly stipulated otherwise in these Terms. If, for any reason, we encounter difficulties in processing the full fee amount on your credit card or face chargebacks for previously billed fees, you consent to us pursuing all available remedies to enforce the payment obligation, which may include suspending or terminating your account.

    4.2 Pricing Changes

    CHECKTOBUILD may change the pricing for the Services from time to time and will communicate any price changes to You in advance and, if applicable, how to accept those changes. Price changes for Paid Services will take effect at the start of the next subscription period following the date of the price change. If You do not agree with the price changes, You have the right to reject the change by unsubscribing from the Paid Services prior to the price change going into effect. Your continued use of the Paid Services after the price change goes into effect constitutes Your agreement to pay the changed amount for the Paid Service.

    4.3 Taxes

    All amounts payable by You for the Services are exclusive of any sales, use, value-added, withholding, and other taxes and duties. You agree to pay any such taxes (excluding taxes based on CHECKTOBUILD’s income), and any related penalties and interest, as well as any other applicable government charges, whether assessed directly against You or CHECKTOBUILD, or indirectly against CHECKTOBUILD, as required by the tax authorities or as CHECKTOBUILD may be required to collect. CHECKTOBUILD may collect geographical location information to determine Your location, which may be used for tax purposes. You may review CHECKTOBUILD’s tax compliance documentation upon reasonable advance notice.

    4.4 Refunds

    Refunds are not provided for any fees or charges, including, but not limited to, partially used periods or unused Paid Services. You may cancel Your Paid Services at any time, but You won’t be issued a refund except at Our sole discretion and as required by applicable law.

    5. Alpha/Beta Services

    In the event that we offer you access to alpha or beta versions of certain or all of the Services (referred to as the «Alpha/Beta Services»), please note the following:
    i. The Alpha/Beta Services are provided «as is» and come without any warranties.

    ii. We hold the right to suspend, restrict, or terminate access to the Alpha/Beta Services at any time, with prior notice to you.

    iii. We shall not be held liable for any damages arising from your use of the Alpha/Beta Services. If we communicate additional terms and conditions applicable to your utilization of the Alpha/Beta Services, these terms will also be binding.

    iv. We may request that your involvement remains confidential, and we may seek your feedback regarding your experience with the Alpha/Beta Services. You agree that we possess full rights to use and integrate your feedback into our services and products without the need for compensation or attribution to you.

    6. Intellectual Property

    6.1 Ownership

    All right, title, and interest in and to the Services and Our Content, including all associated intellectual property rights, remain with Us, and, except as expressly set forth in these Terms, nothing herein shall be construed to convey any right or license under any of CHECKTOBUILD’s intellectual property rights.

    6.2 Feedback

    You may provide Us with feedback concerning the Services, including, without limitation, how to improve the Services. We will own exclusive rights, including all intellectual property rights, to any feedback, suggestions, ideas, or other information or materials regarding CHECKTOBUILD or the Services that You provide, whether by email, posting through the Services, or otherwise, and You irrevocably assign to Us all such rights.

    6.3 User Content

    CHECKTOBUILD claims no ownership over Your Content. You retain copyright and any other rights You already hold in Your Content. By submitting, posting, or displaying Your Content in or through the Services, You give Us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute such Content in any and all media or distribution methods now known or later developed (for clarity, these rights include, for example, curating, transforming, and translating).

    7. Data Privacy and Security

    7.1 Data Security

    We take data privacy and security seriously. While We use reasonable efforts to safeguard Your data, no system can be guaranteed to be 100% secure. Consequently, You should always use caution when transmitting or storing Your data. Please refer to Our Privacy Policy for additional information on how We handle and protect Your data.

    7.2 Privacy Policy

    Your use of the Services is subject to Our Privacy Policy, which can be accessed on Our website. The Privacy Policy describes how We collect, use, and disclose information when You use the Services, including information You provide when You create an account, access or use the Services, and when You contact Us.

    7.3 Retention of Personal Data

    We will retain your Personal Data for as long as necessary to fulfill the purposes outlined in this Privacy Policy. We will also retain Usage Data for internal analysis, typically for shorter periods, unless it is required for enhancing security or Service functionality or due to legal obligations necessitating longer retention.

    7.4 Transfer of Personal Data

    Your information, including Personal Data, may be processed at the Company’s operating offices or locations of other processing parties. This may entail transferring information to computers outside your state, province, country, or other governmental jurisdiction, where data protection laws may differ from those in your jurisdiction. By agreeing to this Privacy Policy and submitting your information, you consent to such transfers. The Company will take appropriate steps to ensure your data’s security and adherence to this Privacy Policy, ensuring adequate controls are in place, including data security and personal information protection, before transferring Personal Data to any organization or country.

    7.5 Data Deletion

    You have the right to request the deletion of Personal Data collected about you. Our Service may provide the means to delete specific information directly. Alternatively, you can contact us to request access, correction, or deletion of personal information you’ve provided. Please note that certain information may need to be retained for legal or legitimate reasons.

    7.6 Access to Data

    Upon reasonable request, We will provide You with access to Your Content and Personal Data in Our possession. CHECKTOBUILD will have no obligation to maintain or provide any of Your Content and Personal Data beyond the duration of Your Subscription Period and the 30 days thereafter.

    7.7 Security Breach

    In the event of a Security Breach, We shall promptly notify You and shall provide reasonable assistance to You in responding to the Security Breach. In addition, We will investigate and provide You with all reasonably available and relevant information regarding the Security Breach and take reasonable steps to remediate the cause of the Security Breach to the extent it is caused by CHECKTOBUILD. You acknowledge and agree that the Security Breach notification obligation is not an acknowledgment that You are entitled to any remedy, including damages, in the event of a Security Breach.

    8. Termination

    8.1 Termination by Us

    We may suspend or terminate Your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately. If We terminate Your subscription for Paid Services without cause, We will refund You on a pro-rata basis for the remainder of Your subscription period. If We terminate Your subscription for cause, Your subscription will terminate immediately, and You will not be entitled to any refund. We will have no liability for any change to Your Content or any harm You suffer as a result of termination of Your Services.

    8.2 Termination by You

    You may cancel Your account and/or stop using the Services at any time. If You cancel Your account before the end of Your current paid up month, Your cancellation will take effect immediately, and You will not be charged again. There will be no refunds or credits for partial months of service, or for months unused with an open account.

    8.3 Effect of Termination

    Upon termination of Your account, Your right to use the Services will immediately cease, and We shall have no obligation to maintain or forward any content in Your account. All of Your Content may be permanently deleted by Us upon termination of Your account. If You terminate Your account, We will have no obligation to maintain or forward any content in Your account. We may terminate Your access to all or any part of the Services if We determine, in Our sole discretion, that You have breached these Terms. Termination of Your access to and use of the Services shall not relieve You of any obligations arising or accruing prior to such termination or limit any liability that You otherwise may have to Us or any third party.

    8.4 Liability of Termination
    Except for Our breach of confidentiality, We will not be liable for any loss or damage which may be incurred by You or any third parties as a result of the termination or deletion of Your account in connection with the use of the Services. Further, You agree that We will not be liable to You or any third-party for any termination by Us of Your account or access to Services as permitted by these Terms.

    9. Confidential Information

    The term «Confidential Information» encompasses all proprietary, non-public information exchanged by either You or Us (referred to as the «Disclosure») to the other party (referred to as the «Receiver»), whether conveyed orally or in writing. This information is considered confidential when it is explicitly labeled as such by the Disclosure or should reasonably be recognized as confidential by the Receiver, considering the nature of the information and the context in which it is disclosed. Not included in Confidential Information are: (i) information that becomes publicly known without any violation of obligations to the Disclosure, or (ii) information that was already known to the Receiver prior to receiving it from the Disclosure.

    9.1 Safeguarding and Disclosure of Confidentiality
    The Receiver commits to the following:

    i. Safeguarding the confidentiality of the Confidential Information with a level of care equivalent to that applied to its own confidential information of a similar nature, but no less than reasonable care.

    ii. Restricting the use of Confidential Information to purposes directly related to these Terms.

    iii. Not disclosing Confidential Information to any third party, except for Our third-party service providers.

    iv. Limiting access to Confidential Information to employees, contractors, advisors, and agents with a legitimate need to know such information. We shall retain responsibility for ensuring that Our third-party service providers comply with these Terms.

    The Receiver acknowledges that a breach of this Section 9.1 and the unauthorized disclosure, reproduction, or use of Confidential Information by itself, its employees, contractors, advisors, agents, and/or third-party service providers could result in irreparable harm to the Disclosure. Monetary damages may be inadequate to compensate the Disclosure for such a breach. Consequently, the Receiver agrees that, in the event of such a breach, the Disclosure is entitled to seek injunctive or other equitable relief from a court with jurisdiction, without the necessity of posting a bond. The Receiving Party will not contest the issuance of an injunction or other equitable relief on the grounds of an adequate legal remedy. This remedy is supplementary to any other remedies available to the parties under these Terms or in accordance with the law.

    10. Disclaimers

    10.1 No Warranty

    UNLESS EXPLICITLY PROVIDED OTHERWISE IN THESE TERMS OR IN SEPARATE WRITTEN AGREEMENTS SIGNED BY BOTH PARTIES, THE SERVICES, CONTENT, AND SOFTWARE ARE PROVIDED ON AN «AS-IS» BASIS. NEITHER WE NOR OUR LICENSORS MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING SUCH SOFTWARE, SERVICES, AND/OR CONTENT. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR LICENSORS SPECIFICALLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, COMPLETENESS, TIMELINESS, CORRECTNESS, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SOFTWARE, SERVICES, AND/OR CONTENT. WE AND OUR LICENSORS DO NOT GUARANTEE THAT THE SOFTWARE, SERVICES, AND/OR CONTENT WILL BE SECURE, TIMELY, UNINTERRUPTED, ERROR-FREE, OR COMPATIBLE WITH OTHER HARDWARE, SOFTWARE, SYSTEMS, OR DATA, OR THAT THEY WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. THESE DISCLAIMERS ARE AN INTEGRAL PART OF THESE TERMS. YOU ARE NOT AUTHORIZED TO MAKE ANY PURCHASE OR USE ANY ITEMS OFFERED BY US EXCEPT UNDER THE CONDITIONS OUTLINED IN THESE DISCLAIMERS. IF IMPLIED WARRANTIES CANNOT BE DISCLAIMED UNDER APPLICABLE LAW, THEN ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THE PERIOD REQUIRED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

     

    10.2 Assumption of Risk

    You assume all risk when using the Services, including but not limited to all of the risks associated with any online or offline interactions with others, including meeting or engaging with other users or accessing and using any third-party content. You agree to take all necessary precautions, including following the recommendations of healthcare professionals, and using personal protective equipment as recommended by health authorities, to protect Yourself and others from illness or injury in connection with Your use of the Services.

    10.3 Limitation of Liability

    TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CHECKTOBUILD, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL CHECKTOBUILD BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHECKTOBUILD ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL CHECKTOBUILD, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO CHECKTOBUILD HEREUNDER, IN CONNECTION WITH THE SERVICE DURING THE THREE (3) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR FIFTY DOLLARS ($50.00), WHICHEVER IS GREATER.

    THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF CHECKTOBUILD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

    11. Indemnity

    You agree to defend, indemnify, and hold CHECKTOBUILD, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, Your violation of these Terms or any other CHECKTOBUILD policies, including without limitation, the Acceptable Use Policy or Privacy Policy.

    If either party becomes aware of a matter giving rise, or likely to give rise, to a claim against it in relation to which it is entitled to be indemnified by the other party under these Terms, it shall: (a) to the extent legally permissible to do so, notify the other party of the claim as soon as practicable and consult with the other party with respect to the claim; (b) provide such assistance as the other party may reasonably request to dispute, resist, appeal, compromise, defend, remedy or mitigate the claim or enforce the other party’s rights in relation to the matter, and, if the other party requests, allow the other party the exclusive conduct of any related proceedings, and (c) not admit liability, incur any expense, make any offer in compromise in respect of or settle the claim without first obtaining the indemnifying party’s written consent, such consent not to be unreasonably withheld or delayed.

    12. Governing Law and Dispute Resolution

    12.1 Governing Law

    These Terms shall be governed by and construed in accordance with the laws of the state of Florida, without regard to its conflict of law principles. Any legal suit, action or proceeding arising out of or relating to these Terms or the Services shall be instituted in the federal courts of the United States or the courts of the state of Florida in each case located in the city of Miami and county of Miami, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.

    12.2 Dispute Resolution

    (a) Informal Resolution. If You have any dispute with Us, You agree that before taking any formal action, You will contact Us at info@checktobuild.com and provide a brief, written description of the dispute and Your contact information (including Your username, if Your dispute relates to an account). Except for intellectual property claims, You and We agree to use best efforts through good faith negotiations to settle any dispute, claim, question, or disagreement and engage in informal resolution discussions before initiating any court proceeding.

    (b) Arbitration Agreement. If the parties are unable to resolve a dispute through informal resolution within sixty (60) days after the date of Your initial contact, then either party may elect to have the dispute resolved by binding arbitration as set forth in this paragraph. Unless otherwise agreed, any arbitration will take place in Miami County, Florida.

    (i) Right to Opt Out of Arbitration. You may opt out of this dispute resolution procedure. If You do so, neither You nor CHECKTOBUILD can require the other to participate in an arbitration proceeding. To opt out, You must notify Us in writing within thirty (30) days of the date that You first became subject to this arbitration procedure. You must use this address to opt out:

    CHECKTOBUILD, Inc.
    Attn: Arbitration Opt-out
    120 NE 27th St Ste 900
    Miami, FL 33137
    You must include Your name and residence address, the email address You use for Your CHECKTOBUILD account (if any), and a clear statement that You want to opt out of this arbitration agreement.

    (ii) Small Claims Court. As an alternative to opting out of the arbitration procedure, any dispute may be resolved in small claims court, if the claim qualifies, in accordance with the Florida Code of Civil Procedure.

    (c) Binding Arbitration. Any

    dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of these Terms to arbitrate, shall be determined by arbitration in Miami, Florida before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitrator is bound by the terms of these Terms.

    (d) No Class Actions. To the fullest extent permitted by applicable law, You and CHECKTOBUILD each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If for any reason a claim proceeds in court rather than in arbitration, We each waive any right to a jury trial.

    13. Miscellaneous

    13.1 Force Majeure

    CHECKTOBUILD shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials.

    13.2 Severability

    If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.

    13.3 Assignment

    These Terms are not assignable, transferable or sublicensable by You except with CHECKTOBUILD’s prior written consent. We may transfer, assign or delegate these Terms and its rights and obligations without consent.

    13.4 Entire Agreement

    These Terms are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein.

    13.5 No Agency

    No agency, partnership, joint venture, or employment is created as a result of these Terms and You do not have any authority of any kind to bind CHECKTOBUILD in any respect whatsoever.

    13.6 Notices

    Except as otherwise stated in Section 11, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to info@checktobuild.com.

    13.7 No Waiver

    Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms.

    13.8 Headings

    The section and paragraph headings in these Terms are for convenience only and shall not affect their interpretation.

    13.9 Export Control

    You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which You obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country, and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture, or production of missiles, nuclear, chemical or biological weapons.

    13.9 Equitable Remedies

    You hereby agree that CHECKTOBUILD would be irreparably damaged if the terms of these Terms were not specifically enforced, and therefore You agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of these Terms, in addition to such other remedies as we may otherwise have available to us under applicable laws.

    14. Changes to Terms

    We may revise these Terms from time to time. The most current version will always be on this page (or such other page as the Services may indicate). If the revision, in our sole discretion, is material, we will notify you via an email to the email address associated with your account or through the Services. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.

    15. Language

    15.1 Language of Terms
    Where We have provided You with a translation of the English language version of these Terms, You agree that the translation is provided for Your convenience only and that the English language version of these Terms will govern Your relationship with us.

    15.2 Language Precedence
    If there is any contradiction between what the English language version of these Terms says and what a translation says, the English language version shall take precedence.

    CONTACT US

    If you have any questions about these Terms and Service, please contact us.

    Email: info@checktobuild.com