A. ACCEPTANCE OF TERMS
B. ACCESSIBILITY, ELIGIBILITY, AND USE
LICENSE TO ACCESS
Use of the Website is available only to individuals who are at least 18 years old and can form legally binding contracts under applicable law. You represent, acknowledge, and agree that you are at least 18 years of age, and that: (a) all registration information that you submit is truthful and accurate, (b) you will maintain the accuracy of such information, and (c) your use of the Website and Services offered through this Website do not violate any applicable law, rule, regulation, or ordinance.
You acknowledge and agree that you shall comply with the following policies (the “Account Policies”):
- You will not copy or distribute any part of the Website in any medium without Choice Roof Contractor Group’s prior written authorization.
- You will provide accurate and complete information when creating your Account.
- You will not use any automated system, including but not limited to, “robots,” “spiders,” “offline readers,” “scrapers,” etc., to access the Website for any purpose without Choice Roof Contractor Group’s prior written approval.
- You will not in any manual or automated manner collect any information on or about any Service Professional or Service User, including but not limited to, names, addresses, phone numbers, or email addresses, copy copyrighted text, or otherwise misuse or misappropriate Website information or content, including but not limited to, use on a “mirrored,” competitive, or third party site.
- You will not in any way transmit more request messages to the Choice Roof Contractor Group servers, or any server of a Choice Roof Contractor Group subsidiary or affiliate, in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material. Choice Roof Contractor Group reserves the right to revoke these exceptions either generally or in specific cases.
- You will not recruit, solicit, or contact in any form any Service Professional or Service User for employment or contracting for a business not affiliated with Choice Roof Contractor Group without express written permission from Choice Roof Contractor Group.
- You will not take any action that (i) unreasonably encumbers or, in Choice Roof Contractor Group’s sole discretion, may unreasonably encumber the Website’s infrastructure; (ii) interferes or attempts to interfere with the proper working of the Website or any third-party participation in the Website; or (iii) bypasses Choice Roof Contractor Group’s measures that are used to prevent or restrict access to the Website.
- You will not collect or harvest any personally identifiable data, including without limitation, names or other Account information, from the Website, nor use the communication systems provided by the Website for any commercial solicitation purposes.
If you do not meet, or are unable to comply with, any of the above-referenced eligibility criteria or Account Policies, please do not use the Website. Should Choice Roof Contractor Group find that you violated any terms of the eligibility criteria, Account Policies, or any other terms stated herein, Choice Roof Contractor Group reserves the right, at its sole discretion, to immediately terminate your use of the Website.
C. WEBSITE RULES FOR SERVICE PROFESSIONALS
PROFILES AND OFFERS MUST NOT BE FRAUDULENT
PROFILES AND OFFERS CANNOT USE TECHNIQUES TO AVOID OR CIRCUMVENT OUR FEES
SANCTIONS FOR VIOLATING ANY OF THE RULES FOR SERVICE PROFESSIONALS
If a Service Professional violates any of the above-referenced rules, Choice Roof Contractor Group, in its sole discretion, may take any of the following actions individually or collectively: (a) cancel the Posting; (b) limit the Service Professional’s Account privileges; (c) suspend the Service Professional’s Account; and/or (d) cause the Service Professional to forfeit any fees earned on a canceled Posting.
D. RULES FOR SERVICE USERS
SERVICE USERS SHALL NOT TAKE ANY OF THE FOLLOWING ACTIONS:
(a) commit to purchasing or using a Service without paying; (b) sign up for, negotiate a price for, use, or otherwise solicit a Service with no intention of following through with your use of or payment for the Service; (c) agree to purchase a Service when you do not meet the Service Professional’s terms as outlined in the Posting, or agree to purchase a Service with the intention of disrupting a Posting; or (d) misuse any options made available now or in the future by Choice Roof Contractor Group in connection with the use or purchase of any Service.
SANCTIONS FOR VIOLATING ANY OF THE RULES FOR SERVICE USERS
If a Service User violates any of the above-referenced rules, Choice Roof Contractor Group, in its sole discretion, may take any of the following actions individually or collectively: (a) cancel the Posting; (b) limit the Service User’s Account privileges; and/or (c) suspend the Service User’s Account.
UNDERSTAND THE LIMITATIONS OF OUR SERVICE
Before becoming a Member or Leader, Service Professionals are required to meet specific criteria of Choice Roof Contractor Group, which may include training and an application process depending on the level of association. Although we take these actions to protect our reputation and Service Users, Choice Roof Contractor Group does not have any part in the actual service agreement between the Service User and Service Professional, all of whom are independent businesses separate and apart from Choice Roof Contractor Group. Furthermore, when a Service Professional is not available or a director decides to use an alternative, we may connect you with a substitute contractor that is not required to meet the same criteria, and it will be up to that substitute to explain what relationship he/she has with Choice Roof Contractor Group. Please also review the “Disclaimer of Warranties” and “Limitations of Liability” sections below.
E. USE OF SUBMITTED CONTENT
The Website may now or in the future permit the submission of videos or other communications submitted by you and other users, including without limitation, your Profile, your Offer, your Wants, any Feedback, and all Submitted Content, and the hosting, sharing, and/or publishing of such Submitted Content. You understand that whether or not such Submitted Content is published, Choice Roof Contractor Group does not guarantee any confidentiality with respect to any Submitted Content.
You agree that any Submitted Content you provide which you authorize to be searchable by Registered Users who have access to the Website is provided on a non-proprietary and non-confidential basis. You also agree that Choice Roof Contractor Group shall be free to use or disseminate such freely searchable Submitted Content on an unrestricted basis for the purpose of providing the Services.
YOUR REPRESENTATIONS AND WARRANTIES
YOUR OWNERSHIP RIGHTS AND LICENSE TO CHOICE ROOF CONTRACTOR GROUP
You acknowledge and understand that the technical processing and transmission of the Website, including your Submitted Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You may remove your Submitted Content from the Website at any time. If you choose to remove your Submitted Content, the license granted above will automatically expire.
CHOICE ROOF CONTRACTOR GROUP’S DISCLAIMERS AND RIGHT TO REMOVE
- You acknowledge and understand that when using the Website, you will be exposed to Submitted Content from a variety of sources, and that Choice Roof Contractor Group is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Submitted Content. You further acknowledge and understand that you may be exposed to Submitted Content that is inaccurate, offensive, indecent, objectionable, or illegal, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Choice Roof Contractor Group or any of its owners, members, managers, operators, directors, officers, agents, subsidiaries, affiliates, employees, representatives, attorneys, and/or licensors with respect thereto, and agree to indemnify and hold Choice Roof Contractor Group, its owners, members, managers, operators, directors, officers, agents, subsidiaries, affiliates, employees, representatives, attorneys, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Website.
- You are solely responsible for the photos, images, audio, video, profiles, and other content, including, without limitation, Submitted Content, that you publish or display on or through the Website, or transmit to other Website users. You understand and agree that Choice Roof Contractor Group may, in its sole discretion and without incurring any liability, review and delete or remove any Submitted Content that violates this Agreement or which might be inaccurate, offensive, indecent, objectionable, or illegal, or that might violate the rights of Website users or others, or cause or threaten harm to or the safety of Website users or others.
If you send or transmit any communication, comment, question, suggestion, or related material to Choice Roof Contractor Group, whether by letter, email, telephone, or otherwise (collectively, “Suggestions”), suggesting or recommending changes to the Website, including, without limitation, new features or functionality relating thereto, all such Suggestions are, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in and to, and Choice Roof Contractor Group is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Suggestions, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and/or selling, directly or indirectly, products and services using such Suggestions. You understand and agree that Choice Roof Contractor Group is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, techniques, or other intellectual property contained in the Suggestions, and you have no right to compel such use, display, reproduction, or distribution.
F. MODIFICATIONS TO OR TERMINATION OF WEBSITE
MODIFICATION OR CESSATION OF WEBSITE
Choice Roof Contractor Group reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice and in its sole discretion. You agree that Choice Roof Contractor Group shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Website or Choice Roof Contractor Group Services.
TERMINATION BY CHOICE ROOF CONTRACTOR GROUP
TERMINATION BY YOU
EFFECT OF TERMINATION
Upon Termination of Service, all licenses granted to you hereunder will immediately terminate; and you shall promptly destroy all copies of Choice Roof Contractor Group Data, Marks, and other content in your possession or control. You further acknowledge and agree that Choice Roof Contractor Group shall not be liable to you or any third party for any termination of your access to the Website. Upon Termination of Service, Choice Roof Contractor Group retains the right to use any data collected from your use of the Website for internal analysis and archival purposes, and all related licenses you have granted to Choice Roof Contractor Group hereunder shall remain in effect for the foregoing purpose. In no event is Choice Roof Contractor Group obligated to return any Submitted Content to you.
You agree to indemnify and hold Choice Roof Contractor Group, and its owners, officers, managers, members, affiliates, successor, subsidiaries, assigns, operators, directors, agents, Service Professionals, suppliers, representatives, attorneys, licensors, and/or employees harmless from any claim, demand, loss, cost, and/or expense, including reasonable attorneys’ fees and court costs, arising from or relating to the modification or termination of the Website or any action related thereto.
G. EMAIL TRANSMISSION DISCLAIMERS
Choice Roof Contractor Group accepts no liability for the content of this email, or for the consequences of any actions taken on the basis of the information provided, unless that information is subsequently confirmed in writing. If you are not the intended recipient you are notified that disclosing, copying, distributing or taking any action in reliance on the contents of this information is strictly prohibited.
Any views or opinions presented in emails are solely those of the author and do not necessarily represent those of Choice Roof Contractor Group. Employees and subcontractors of the company are expressly required not to make defamatory statements and not to infringe or authorize any infringement of copyright or any other legal right by email communications. Any such communication is contrary to company policy and outside the scope of the employment of the individual concerned. The company will not accept any liability in respect of such communication, and the employee or subcontractor responsible will be personally liable for any damages or other liability arising.
H. INTELLECTUAL PROPERTY RIGHTS
CHOICE ROOF CONTRACTOR GROUP OWNS OR HOLDS THE LICENSES TO ALL DATA AND MARKS ON THE WEBSITE
All content on the Website (exclusive of all Submitted Content), including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features, and the like (“Data”) and the trademarks, service marks, trade dress, and logos contained therein (“Marks”), are owned by Choice Roof Contractor Group, subject to copyright, trademark, and other intellectual property rights under United States and foreign laws and international treaties and conventions. Other trademarks, service marks, names, and logos on the Website are the property of their respective owners.
Data on the Website is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Choice Roof Contractor Group reserves all rights not expressly granted in and to the Website and the Data. You agree not to use, copy, distribute, reproduce, transmit, broadcast, display, sell, license, or otherwise exploit any of the Data other than as expressly permitted herein, including any use, copying, distribution reproduction, transmission, broadcast, display, sale, licensing, or other exploitation of Submitted Content obtained through the Website for any commercial purposes. If you download or print a copy of the Data for personal use, you must retain all copyright, trademark, and other proprietary notices contained thereon. You agree not to circumvent, disable, or otherwise interfere with security features of the Website or features that prevent or restrict use or copying of any Data or enforce limitations on use of the Website or the Data therein.
CHOICE ROOF CONTRACTOR GROUP’S LICENSE TO YOU FOR THE USE OF DATA AND MARKS
The Website may also contain Data of other users or licensors, which you shall not copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, display, sell, license, or otherwise exploit.
Choice Roof Contractor Group may authorize you to use an “Embeddable Player” feature, which you may incorporate into your own personal, non-commercial websites for use in accessing the materials on the Website; provided, however, that you provide a link back to the Website on any pages that contain the Embeddable Player. Choice Roof Contractor Group reserves the right to discontinue any aspect of the Website at any time.
I. NEGOTIATION OF TERMS OF SERVICE
NEGOTIATION WORKSHEET AND CONTRACT TEMPLATE
As a courtesy to Registered Users, to facilitate the negotiation and confirmation of an agreement for Service between a Service Professional and its customer, Choice Roof Contractor Group provides a general framework for negotiating the terms of Service (e.g., rate) (“Negotiation Worksheet”) and for a written contract for Services (“Agreement for Service”). Registered Users acknowledge and agree that (i) they are solely responsible for addressing all issues that exist now or may arise in the future in connection with the applicable Service; and (ii) it is solely up to such Registered Users, if they so desire, to enter into a signed, written contract with their customer, that addresses all of the issues they deem relevant and which may or may not contain all items memorialized in the Negotiation Worksheet and/or Agreement for Service.
You should not rely on the any information or resources contained on the Website, including, without limitation, the Negotiation Worksheet or Agreement for Service, as a replacement or substitute for any professional, financial, legal, or other advice or counsel. Choice Roof Contractor Group makes no representations and warranties, and expressly disclaims any and all liability, concerning actions taken by a user following the use of information resources offered or provided on or through the Website, including, without limitation, the Negotiation Worksheet or Agreement for Service. In no way will Choice Roof Contractor Group be responsible for any actions taken or not taken based on the information or resources provided on this Website. If you have a situation that requires professional advice, you should consult a qualified professional. Do not disregard, avoid, or delay obtaining professional advice from a qualified person because of information or resources that are provided on this Website, however provided.
CHOICE ROOF CONTRACTOR GROUP IS NOT A PARTY TO ANY SERVICE CONTRACT
Each Registered User hereby acknowledges and agrees that Choice Roof Contractor Group is NOT a party to any oral or written Agreement for Service, Negotiation Worksheet, or any contract entered into between Registered Users in connection with any Service offered, directly or indirectly, through the Website.
NO AGENCY OR PARTNERSHIP
LIFETIME SERVICE GUARANTEE
The “Lifetime Service Guarantee” is a retired program that assured all customers of lifetime access through a nationwide network to a Choice Roof Contractor Group contractor who will be available to assess and evaluate all their roof conditions and problems relating to a Conklin roof system installed by a Choice Roof Contractor Group contractor, and provide service as needed under a separate agreement. The “Lifetime Service Guarantee” was never an unlimited guarantee of lifetime service work free of charge. To obtain benefits under the “Lifetime Service Guarantee” the customer must first be in compliance with all terms, conditions, and requirements of all manufacturer’s factory, material, and product warranties. To make a claim under the “Lifetime Service Guarantee” the customer must call Choice Roof Contractor Group at 800-670-5583 or submit a request via the following webpage: https://www.choiceroofcontractors.com/contact. Please note that we will require the lifetime service guarantee certificate issued by Choice Roof Contractor Group staff.
The term “group-wide accountability” means that anyone is able and encouraged to alert Choice Roof Contractor Group of any wrongdoing and/or unethical practice to start a re-evaluation process. If a member or leader is found to be doing something wrong or not abiding by ethical practices, they will be asked to correct the situation in the manner deemed by a Choice Roof Contractor Group director or else lose their association with Choice Roof Contractor Group.
J. DISPUTE RESOLUTION; GOVERNING LAW
Aspects of the Website and other Choice Roof Contractor Group services may be supported by advertising revenue. As such, Choice Roof Contractor Group may display advertisements and promotions on the Website. The manner, mode, number, and extent of advertising by Choice Roof Contractor Group on the Website are subject to change and the appearance of advertisements on the Website does not necessarily imply endorsement by Choice Roof Contractor Group of any advertised products or services. You agree that Choice Roof Contractor Group shall not be responsible or liable for any loss or damage of any sort incurred by you as a result of any such dealings or as the result of the presence of such advertisers or advertisements on the Website, all of which are at Choice Roof Contractor Group’s sole and absolute discretion.
L. THIRD-PARTY LINKS, CONTACT FORMS, AND PHONE NUMBERS
M. DISCLAIMER OF WARRANTIES AND COMPENSATION
YOU AGREE THAT YOUR USE OF THE WEBSITE SHALL BE AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, CHOICE ROOF CONTRACTOR GROUP AND ITS OWNERS, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, SUBSIDIARIES, AFFILIATES, SERVICE PROFESSIONALS, SUPPLIERS, REPRESENTATIVES, ATTORNEYS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND MAKE NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES IN CONNECTION WITH THIS WEBSITE, THE SERVICES OFFERED ON OR THROUGH THIS WEBSITE, ANY DATA, MATERIALS, SUBMITTED CONTENT, RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS WEBSITE, INCLUDING WITHOUT LIMITATION THE MATERIALS, DATA, AND SUBMITTED CONTENT OF OTHER USERS OF THIS SITE OR OTHER THIRD PARTIES. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS WEBSITE, THE SERVICES OFFERED ON OR THROUGH THIS WEBSITE, DATA, MATERIALS, SUBMITTED CONTENT, AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS WEBSITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE,” AND “WHEREIS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. CHOICE ROOF CONTRACTOR GROUP DOES NOT PROVIDE ANY WARRANTIES AGAINST ERRORS, MISTAKES, OR INACCURACIES OF DATA, CONTENT, INFORMATION, MATERIALS, SUBSTANCE OF THE WEBSITE, OR SUBMITTED CONTENT, ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, ANY DEFAMATORY, OFFENSIVE, INAPPROPRIATE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, OR ANY LOSS, COST, OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA, CONTENT, INFORMATION, MATERIALS, SUBSTANCE OF THE WEBSITE, OR SUBMITTED CONTENT POSTED, EMAILED, TRANSMITTED, DISPLAYED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE. CHOICE ROOF CONTRACTOR GROUP DOES NOT ENDORSE, WARRANT, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE OR ANY HYPERLINKED SITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISEMENT. CHOICE ROOF CONTRACTOR GROUP WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY PARTY, INCLUDING THIRD PARTY SERVICE PROFESSIONALS OF PRODUCTS OR SERVICES. PLEASE NOTE THAT CHOICE ROOF CONTRACTOR GROUP AND/OR ITS OWNERS, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, SUBSIDIARIES, AFFILIATES, SERVICE PROFESSIONALS, SUPPLIERS, REPRESENTATIVES, ATTORNEYS, AND/OR AGENTS MAY BE PROVIDED WITH A COMMISSION ON PRODUCT, EQUIPMENT, AND/OR SERVICE SALES, SO RELY ON YOUR OWN INDEPENDENT RESEARCH TO DETERMINE IF THE PRODUCTS, EQUIPMENT, AND/OR SERVICES OFFERED BY CHOICE ROOF CONTRACTOR GROUP OR THE COMPANIES MENTIONED ON THIS WEBSITE ARE THE BEST CHOICE FOR YOUR ENDEAVORS. AS WITH THE USE OF ANY PRODUCT, EQUIPMENT, OR SERVICE, AND THE PUBLISHING OR POSTING OF ANY MATERIAL THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. FURTHERMORE, LOGOS, COMPANY NAMES, AND PERSONAL NAMES ON THE WEBSITE DO NOT INDICATE THAT THERE IS A CURRENT CONNECTION OR WAS A PREVIOUS CONNECTION IN PLACE WITH THESE BRANDS, ENTITIES OR PERSONS. TO ENSURE ACTIVE MEMBERSHIP OR RECEIVE EXPLANATION OF WHY CERTAIN BRANDS, ENTITIES OR PERSONS ARE MENTIONED ON THE WEBSITE, YOU MUST SPEAK TO A DIRECTOR OF CHOICE ROOF CONTRACTOR GROUP.
N. LIMITATIONS OF LIABILITY
- IN NO EVENT SHALL CHOICE ROOF CONTRACTOR GROUP, OR ITS RESPECTIVE OWNERS, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, SUBSIDIARIES, AFFILIATES, SERVICE PROFESSIONALS, SUPPLIERS, ATTORNEYS, REPRESENTATIVES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER RESULTING FROM ANY (I) ACCESS TO OR USE OF THE WEBSITE OR ANY SERVICES OFFERED BY ANY SERVICE PROFESSIONALS VIA THE WEBSITE, INCLUDING SERVICES PROVIDED PURSUANT TO AN AGREEMENT FORMED INDEPENDENTLY OF THE WEBSITE, WHETHER OR NOT AN AGREEMENT FOR SERVICE FORMED VIA THE WEBSITE IS IN EFFECT; (II) ERRORS, MISTAKES, OR INACCURACIES OF DATA, MARKS, CONTENT, INFORMATION, MATERIALS, OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY; (V) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (VI) ANY ERRORS OR OMISSIONS IN ANY DATA, CONTENT, INFORMATION, MATERIALS, OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT; (VII) ANY FAILED NEGOTIATIONS FOR A SERVICE, ANY DISPUTES THAT ARISE DURING OR AFTER THE NEGOTIATION FOR A SERVICE OR THE FORMATION OF A CONTRACT FOR A SERVICE, OR ANY OTHER DISPUTE THAT ARISES BETWEEN USERS OF THE WEBSITE; (VIII) ANY DEFAMATORY, OFFENSIVE, INAPPROPRIATE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY; (IX) INCORRECT OR OUTDATED INFORMATION (ALTHOUGH WE DO OUR BEST TO ENSURE ONLY TIMELY AND ACCURATE INFORMATION IS POSTED, IT IS YOUR RESPONSIBILITY TO INDEPENDENTLY VERIFY ALL STATEMENTS BEFORE TAKING ANY ACTION); OR (X) ANY USE OF ANY DATA, MARKS, CONTENT, INFORMATION, MATERIALS, OR SUBSTANCE OF THE WEBSITE OR SUBMITTED CONTENT POSTED, EMAILED, TRANSMITTED, DISPLAYED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CHOICE ROOF CONTRACTOR GROUP IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
- IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF CHOICE ROOF CONTRACTOR GROUP, OR ANY OF THE ABOVE-REFERENCED RESPECTIVE PARTIES, ARISING FROM OR RELATING TO THE WEBSITE, AND/OR SUBMITTED CONTENT EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO CHOICE ROOF CONTRACTOR GROUP BY YOU HEREUNDER.
- YOU HEREBY ACKNOWLEDGE AND AGREE THAT CHOICE ROOF CONTRACTOR GROUP SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, INAPPROPRIATE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU FURTHER ACKNOWLEDGE AND AGREE THAT CHOICE ROOF CONTRACTOR GROUP SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER RESULTING FROM OR RELATING TO ANY CONTRACT BETWEEN WEBSITE USERS ENTERED INTO INDEPENDENTLY OF THE WEBSITE.
O. INDEMNIFICATION AND RELEASE
IF YOU HAVE A DISPUTE WITH ONE OR MORE WEBSITE USERS, YOU FOREVER RELEASE CHOICE ROOF CONTRACTOR GROUP (AND ITS OWNERS, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, SUCCESSORS, ASSIGNS, SUBSIDIARIES, AFFILIATES, SERVICE PROFESSIONALS, SUPPLIERS, AGENTS, SUBSIDIARIES, ATTORNEYS, AND REPRESENTATIVES) FROM ANY AND ALL CLAIMS, ACTIONS, CAUSES OF ACTION, LIABILITIES, DEMANDS, DAMAGES, LOSSES, COSTS, AND/OR EXPENSES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE WEBSITE AND/OR ANY SUBMITTED CONTENT.
- If you are a California resident, you waive California Civil Code Section 1542, which provides the following:
- A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.
- If you are not a California resident, you waive your rights under any statute similar to California Civil Code section 1542 that governs your rights in the jurisdiction of your residence.
P. NO THIRD-PARTY BENEFICIARIES
R. GENERAL INFORMATION
STATUTE OF LIMITATIONS
You agree that any cause of action arising out of or related to the Website must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
S. ADDITIONAL TERMS AND CONDITIONS APPLICABLE TO LEADERS AND MEMBERS
- “Leader” means each person or entity designated as a Leader by Choice Roof Contractor Group and which is a party to a written Group Leader Agreement with Choice Roof Contractor Group.
- “Member” means each person or entity designated as a Member by Choice Roof Contractor Group and which is a party to a written Membership Agreement with Choice Roof Contractor Group.
- “Member” often means both Leaders and Members on this page as well as other areas of the website. If there is any confusion about a particular instance and clarity of the level of association being referred to is needed, please contact a director of Choice Roof Contractor Group for clarification.
- “CRC” means Choice Roof Contractor Group.
- Description of the Choice Roof Contractor Group Basic Member Services.
A Member shall be entitled to the benefits available to Leaders or Members once officially accepted into the network in writing. Acceptance in CRC’s network requires Leaders and Members to maintain a good reputation and professionally market themselves to reflect CRC’s high-quality standards.
- Each Member is further entitled to receive the benefits listed below:
- Approval to use the Choice Roof Contractor Member logo for the purposes of increasing credibility.
- Assistance from experienced commercial roof contractors.
- Access to presentations, photos and flyers to help their business.
- Each Leader is further entitled to receive the benefits listed below:
- Approval to use the Choice Roof Contractor Leader logo for the purposes of increasing credibility.
- Assistance from experienced commercial roof contractors.
- The contact information of inquiring contractors nearby and selective access to database of contractors displaying interest in the group and/or its materials in the past with understanding that there is an agreement in place the contact information will only be used to respectfully grow Choice Roof Contractor Group in an ethical manner.
- Each Member is further entitled to receive the benefits listed below:
- Grant of License; Use of Marks; Marketing and Publicity.
- CRC Marks. CRC hereby grants to the Member, during the Term, a limited, revocable, non-exclusive, nontransferable, non sub-licensable license to use any trademark, service mark, trade name, trade dress, or simulation thereof provided to the Member by CRC (the “CRC Marks”) in order to promote the Services as described in this Agreement.
- The Member’s Marks. The Member hereby grants to CRC, during the Term, a limited, revocable, non-exclusive, non-transferable, non sub-licensable license to use any trademark, service mark, trade name, trade dress, or simulation thereof provided to CRC by the Member (the “Member’s Marks”) to promote roofing services to current or prospective customers or group membership to contractors.
- Before using any of the CRC Marks and before publication, distribution, display, or other use of any advertising, marketing, or promotional materials (“Promotional Materials”) using any of the CRC Marks or referring to any of the Services, the Member will submit such Promotional Materials and examples of the proposed use of the CRC Marks to CRC for its review and approval, and the Member will not use any Promotional Materials or CRC Marks without CRC’s prior written approval. The Member acknowledges that all Promotional Materials and usage of any CRC Marks must be consistent with the high-quality image, reputation, and standards of CRC and the Services.
- Confidentiality. In connection with the Services and membership in the Group, the Member will have access to confidential information including but not limited to trade secrets, data, business plans, customer information, marketing information, business and marketing plans, strategies, pricing, quoting, sales or marketing methods, techniques and processes, product data and specifications, manufacturing data and specifications, application methods and specifications, past or current customers or clients, prospective customers or clients (including, without limitation, the names, addresses, telephone numbers, contact names, purchasing history, property information of such past or current customers or clients or prospective customers or clients), customer/client lists, identity of vendors and suppliers, compilations of data or information, records, specifications, programs, finances, costs, development plans, computer programs, computer systems, know how or confidences, and financial matters which are made available by CRC and/or Conklin and any information, document, and knowledge which CRC does not actively make known to the public (as stored in paper and/or electronic formats or otherwise) (collectively, “Confidential Information”) and which the Member shall protect in the same manner as it protects its own confidential information of like kind. The Member will only use the Confidential Information to exercise its rights or carry out its obligations under this Agreement and will protect the Confidential Information by using the same degree of care as it uses to safeguard its own confidential or proprietary information of a like nature from unauthorized use, disclosure, or dissemination, but no less than a reasonable degree of care. The Member will restrict access to Confidential Information to only its employees or contractors who require such access in the course of their assigned duties. In the event that any Confidential Information is required to be disclosed pursuant to an order of a court of competent jurisdiction, the Member will give CRC immediate notice thereof and will use reasonable efforts to obtain a protective order prohibiting further disclosure of the Confidential Information or to cooperate with CRC in seeking to obtain a protective order. The Member expressly agrees that the terms and conditions of this Agreement shall be considered Confidential Information and shall not be disclosed without CRC’s written consent.
- Representations and Warranties.
- The Member represents and warrants that all its roofing services will be provided in a professional manner in accordance with customary practice in the roofing industry and will substantially conform to any written specifications provided herein.
- By entering into a Leader Agreement or Membership Agreement with CRC, the Member further represents and warrants that it has the full power and authority to enter into and perform such Agreement; that the execution, delivery, and performance of such Agreement has been duly authorized and constitutes a valid and binding agreement; and that the execution, delivery, and performance of such Agreement will not result in the breach of, or constitute a default under, or violate any provision of, any agreement or other instrument to which the Member is a party.
- Liability; Release.
- Disclaimer of Liability. CRC shall have no liability in regard to any services provided, or to be provided, by any Member or non-affiliated third-party sponsor, affiliate, or vendor (collectively “Vendor”). All Vendors are independent contractors or business owners and not employees, partners, or joint venture partners with CRC. CRC shall have no liability in regard to any services provided, or to be provided, by any Vendor. The Member agrees that claims with regard to services provided shall be made against the Vendor providing or performing such services and not CRC. Although CRC, upon request by the Member, will endeavor to intervene in conjunction with a Member experiencing a problem or discrepancy with a Vendor, in the event any product or service purchased by a Member is canceled, modified, defective, or otherwise unsatisfactory to the Member, the Member will look solely to the provider, seller, merchant, or manufacturer of the product or service for any repair, exchange, refund, or satisfaction of any claim.
- Limitation of Liability. CRC shall not be liable for any damages, losses, costs, and/or expenses to any member or third party and/or for any lost profits, consequential, special, or incidental damages to the Member or any third party, arising out of or in connection with the Member’s performance of its obligations hereunder, even if CRC has been advised of the possibility of such damages.
- General Release. The Member, for itself and on behalf of any person or entity who uses the benefits or services available through CRC (“Membership Beneficiary”), hereby forever releases, acquits, and discharges CRC and CRC’s committees, owner(s), directors, officers, managers, members, employees, volunteers, independent contractors, affiliates, subsidiaries, agents, and attorneys from any and all actual or potential losses, costs, expenses, liabilities, obligations, claims, demands, suits, actions, and causes of action that such Member or such Member’s legal representatives may have or may claim to have by reason of any monetary damage, bodily injury, property damage, or personal injury sustained as a result of or during the use of any and all benefits or services available through CRC. The sole recourse available to a Member, Membership Beneficiary, or their legal representatives shall be the cancellation of the Membership.
- Indemnification and Insurance.
- Indemnification. The Member agrees to defend (from the inception of any claim, suit, or demand), indemnify, and hold harmless CRC and its committees, directors, officers, owners, managers, members, agents, affiliates, subsidiaries, distributors, representatives, employees, volunteers, representatives, and attorneys from any and all claims, suits, demands, liabilities, obligations, losses, costs, and expenses, including reasonable attorney fees, that CRC may suffer, sustain, or become subject to, in connection with, incident to, resulting from, or arising out of or in any way relating to or arising out of or as a result of (i) the Member’s negligence, gross negligence, or willful misconduct in the performance of its duties and obligations hereunder, (ii) the Member’s negligence, gross negligence, or willful misconduct in the performance of any roofing services for any customer, (iii) any misrepresentation made by the Member or any of its employees, contractors, or agents and/or any false, deceptive, or misleading statement or action to any other person or in connection with any roofing services provided or to be provided, (iv) any bodily injury, property damage, or personal or advertising injury to any other person or entity, (v) infringement of a third party’s intellectual property rights by the Member, or its products and services (vi) the Member’s material breach of any duty, representation, or warranty under this Agreement, or (vii) any violation of applicable law by the Member (all referred to as “the Indemnified Claims”).
- In the event that CRC is made a defendant or party to any action or proceeding, judicial or administrative, instituted by any third party for any claim, suit, liability, cost, or expense which is an Indemnified Claim (any such third party action or proceeding being referred to as a “Third Party Claim”), CRC shall give the Member prompt written notice thereof. The failure to give such notice shall not affect CRC’s ability to seek indemnification. The Member shall contest and defend such Third Party Claim through counsel of its choice. Notice of the intention to so contest and defend shall be given by the Member to CRC within twenty (20) days after CRC gives notice of such Third Party claim (but in all events, at least five (5) business days prior to the date that an answer to such a Third Party Claim is due to be filed, if applicable) CRC shall be entitled at any time, at its own cost and expense, to participate in such contest and defense and to be represented by attorneys of its own choosing. If CRC elects to participate in such defense, CRC will cooperate with the Member in the conduct of such defense, and the Member will cooperate with CRC. The Member may not concede, settle, or compromise any Third Party Claim without the written consent of CRC (which consent will not be unreasonably withheld, conditioned, or delayed) unless (i) there is no finding or admission of any violation of applicable law against CRC and (ii) the sole relief provided is monetary damages that are paid in full by the Member.
- Relationship of the Parties. The Member is an independent business owner and not an agent, employee, partner, or representative of CRC. Nothing contained in this Agreement shall be construed as creating a joint venture, partnership, agency, or employment relationship between CRC and the Member. The Member does not have the authority to bind CRC except to the extent approved in writing by CRC.
- Disclaimer of Warranties. Except as expressly set forth in the Agreement, CRC hereby specifically disclaims any representations or warranties, express or implied, regarding the Services, including any implied warranty of merchantability or fitness for a particular purpose or implied warranties arising from course of dealing or course of performance. CRC is not a merchant, manufacturer, or direct provider of any products from Conklin or any other manufacturer. ACCORDINGLY, ALL PRODUCTS, SERVICES, ADVICE, MERCHANDISE, AND INFORMATION AVAILABLE TO MEMBERSARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE ABOVE, NO WARRANTY OR GUARANTY IS GIVEN REGARDING THE COMPLETENESS, ACCURACY, RELIABILITY, OR QUALITY OF ANY INFORMATION, CONTENT, DATA, SERVICE, ADVICE, PRODUCT, OR MERCHANDISE PROVIDED OR AVAILABLE TO, OR PURCHASED BY, MEMBERS THROUGH THE CRC WEBSITE OR OTHERWISE THROUGH MEMBERSHIP IN CRC. MEMBERS AGREE TO NEVER IMPLY OR STATE THAT CRC PROVIDES ANY KIND OF WARRANTY OR GUARANTEE OF THEIR WORKMANSHIP OR PRODUCTS.”
- Notices. All notices hereunder shall be in writing and shall be sent by (i) e-mail with return receipt; (ii) certified mail, return receipt requested; or (iii) by overnight courier service (FedEx or UPS), to the address set forth below for CRC, and to the address for the Member on file with CRC. Unless otherwise provided, notice shall be effective on the date it is officially recorded as delivered by return receipt or equivalent.
Notices to CRC should be sent to:
Choice Roof Contractor Group, LLC
1421 Lexington Avenue,#115
Mansfield, OH 44907
ATTN: Jonathan Keim
- Governing Law. All agreements and dealings between the Member and CRC shall be governed by and construed and enforced in accordance with the internal laws of the State of Ohio without regard for any of its choice of law principles. Any disputes between the Member and CRC shall be decided solely by the state courts and/or tribunals located in Richland County Ohio. The Member shall not commence any action, at law or in equity, for any matter or assert any claims relating to or arising from any agreement or dealings with CRC, in any courts other than those located in Richland County, Ohio. The Member consents to the jurisdiction of the state courts located in Richland County, Ohio, for the litigation of any claims that exist or arise between itself and the Member. Further, the Member agrees that Richland County, Ohio shall be the sole venue for any litigation between the Member and CRC.