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Terms of Service

Last updated: January 13 2025

 

BuildMaster Terms of Service

Effective Date: [November 16, 2024]

Welcome to BuildMaster, provided by BuildMaster LLC (referred to as “BuildMaster,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern home service businesses ("you", "your")  and their business partners ("Affiliates") access to and use of the BuildMaster platform, including associated services, applications, websites, and any other features provided by BuildMaster (collectively, the "Service" or “Services”).

By accessing or using the Services, you have read, understood and agree to these Terms. If you do not agree to these Terms, do not use the Services. These Terms constitute a binding agreement between you and BuildMaster.

You acknowledge and agree that we may amend this Agreement at any time by posting a revised version of this Agreement on the Service or Our Website or by notifying you directly in our sole discretion. Your continued use of the Service after any changes are made to this Agreement shall constitute your consent to such changes. We do not and will not assume any obligation to notify Users of any changes to this Agreement. You are responsible for remaining knowledgeable about the terms of the Agreement.

You further acknowledge that BuildMaster’s services are designed solely for businesses, and not for consumers, and that purchase and use of BuildMaster’s services constitutes a business-to-business transaction.

1. BuildMaster Services

BuildMaster provides a comprehensive web and/or mobile platform tailored for contractors and construction professionals, offering, but not limited to, tools and features for project management, scheduling, invoicing, payment processing, vendor/3rd party integrations, and client communication. Services are subject to various subscription, usage, and add-on fees. Your use of our Service is solely authorized for supporting your business, and for consumers, solely for your personal use. BuildMaster may update the content, functionality, and user interface of the Services from time to time at its sole discretion.

USE OF THE SERVICE

The Service is offered to Users who are 18 years of age or older and reside in the United States or Canada. Use of the Service is permitted only by individuals who can form legally binding contracts under applicable law. If you do not qualify, do not use the Service. By using the Service, you represent and warrant that you are 18 years of age or older and otherwise meet all eligibility requirements herein. You further represent that all information you provide to us (including any customer and employee information) or any of our Third-Party Providers and vendors shall be accurate, and that you shall have all necessary rights to provide and use such information for use as contemplated herein. In addition you represent and warrant that you will comply with all applicable federal, state and local laws, rules and regulations with respect to your use of the Service.

LICENSE

To access features of the Services, you must create an account. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You agree to notify BuildMaster immediately of any unauthorized use of your account. BuildMaster will not be liable for any loss or damage resulting from your failure to safeguard your account. BuildMaster grants you a non-exclusive, non-transferable, revocable license to access and use the Services in accordance with these Terms. User understands and agrees that the Service is provided under license to User, not being sold to User, and User does not gain any ownership interest of any kind in the Service under this Agreement. User shall not (a) make the Services available to, or use the Services for the benefit of, anyone other than User and its Affiliates; (b) rent, sublicense, re-sell, assign, transfer, distribute, time share, or similarly exploit the Services; (c) reverse engineer, disassemble, decompile, create derivative works from, copy, modify, adapt, hack the Services, or otherwise attempt to gain unauthorized access to the Services or their related systems or networks; (d) publicly display or distribute the Services, including, but not limited to, distribution of screenshots, screen captures, or videos of the Services; (e) access the Services or BuildMaster’s Confidential Information to build a competitive product or service; (f) alter, hide or remove, or permit any third party to alter, hide or remove, any proprietary trademark or copyright markings incorporated in, marked on, or affixed to the Services; (g) purchase anything through the Services that are prohibited in User’s jurisdiction; (h) use any software, devices, scripts, crawlers, robots, or other automated processes to copy, scrape, or systematically acquire any content contained within the Services without the express written consent of BuildMaster, or (i) access or use the Services: (1) to send or store infringing, obscene, threatening, or otherwise unlawful material, including material violative of third-party privacy rights; (2) in violation of applicable laws; (3) to send or store material knowingly or intentionally containing software viruses, worms, Trojan horses or other harmful computer code, files, or scripts; or (4) in a manner that interferes with or disrupts the integrity or performance of the Services (or the data contained therein).

SUBSCRIPTION AND FEES

BuildMaster offers subscription-based access to the Services. Subscription fees are charged annually or monthly, as specified during registration. All fees are non-refundable, except as expressly stated in these Terms. You may cancel your subscription by contacting BuildMaster support. Cancellation will be effective at the end of the current billing cycle. You are responsible for all applicable taxes, duties, or other governmental charges associated with your use of the Services.

ARTIFICIAL INTELLIGENCE, MACHINE LEARNING AND/OR SIMILAR TECHNOLOGIES

BuildMaster may offer or integrate with certain artificial intelligence, machine learning, and/or similar technologies (each an “AI Tool”) as part of the Website, Apps, and/or Service. The purpose(s) of each AI Tool may include, but is not limited to, the following:

  • Creating content or generating responses based on input provided by you;
  • Analyzing or generating content based on your use of the Website, App, and/or Service;
  • Providing, operating, maintaining, and improving the Website, App, and/or Service; and
  • Detecting, preventing, or otherwise addressing fraud, security, or technical issues.

Your use of the AI Tools is subject to these Terms of Service, together with any additional terms applicable to a specific AI Tool. You are responsible for ensuring that any User Content you provide to an AI Tool is appropriate and permissible under these Terms of Service. Notwithstanding the fact that safeguards have been implemented, outputs generated by an AI Tool (collectively, “Outputs“), which, for the avoidance of any doubt, are also your “User Content” for the purposes of these Terms of Service, may not always be accurate or contextually relevant, and BuildMaster makes no representations or warranties, express or implied that the AI Tools or any Outputs are free from error or bias. You must carefully review and verify Outputs before relying on them, and you acknowledge, understand, and agree that (a) your use of and reliance on the AI Tools is at your own risk, appropriate, permissible under these Terms of Service; and (b) the AI Tools cannot provide legal, medical, or professional advice, and users are cautioned against relying on the AI Tools for critical decisions or sensitive matters, and that consultation with a qualified professional is advised.

Any personal information provided by you in connection with the AI Tools will be used and stored in accordance with the BuildMaster privacy policy, located at https://www.getbuildmaster.com/privacy/. Please refrain from sharing sensitive personal information with the AI Tools, as any information shared with an AI Tool may be logged for analysis, improvement, and security purposes.

Users of the AI Tools acknowledge, understand, and agree that they are prohibited from using the AI Tools in certain prohibited manners, which include, but are not limited to, bypassing filters or otherwise making an AI Tool perform unanticipated actions, exposing any information used in an AI Tool’s training data, overriding the privacy or security controls in an AI Tool, creating or exacerbating biases in an AI Tool, or otherwise negatively impacting an AI Tool’s safeguards or extracting personal information in the course of using an AI Tool.


2. Data Collection & Usage

SERVICE DATA

In order to properly utilize the Service, You will provide us, directly or indirectly, with information about you or your business, including but not limited to the following types of information (which shall be referred to collectively as “Service Data”):

  • Business Profile

We require Users to complete a profile (“Company Profile”). We do not review or verify the information or representations set forth in Company Profiles.

  • Customer Data

Individual customer data entered or imported by Users & Affiliates shall remain the property of the User. User grants BuildMaster and its affiliates and service providers the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such customer data as may be necessary to provide the Service, including any third-party Apps you use with the Service, to you and other customers, and for BuildMaster’s internal business uses, and any other uses permitted by law, subject to the BuildMaster privacy policy, located at https://www.getbuildmaster.com/privacy/.

  • Service Pricing Data

Service pricing data entered or imported by Users shall remain the property of the User. We will not share the individual price data with a third party without the consent of the User, however, we reserve the right to anonymize and aggregate pricing data, and use such data for our business purposes.

  • Feedback

In the event that you provide us with any feedback regarding the Service, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Service (“Feedback”), you hereby assign to us all rights, including intellectual property rights, in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.

  • Data from Other Accounts

We may have access to financial and transactional data that you provide us via an import from your accounts with one or more other service providers, including Quickbooks, including data in such an account that is captured before or after any integration with BuildMaster (“Other Account Data”). You authorize us to share your Other Account Data with our Third-Party Providers for the purposes of providing the Services and Third-Party Services to you.

  • Geolocation Data

We may have access to certain geolocation data of you and/or your vehicles, obtained from mobile devices including mobile phones, and third-party vehicle tracking devices, offered as a service by us. You acknowledge that you have all necessary consents and rights to convey any and all rights granted hereunder to us.

  • Payment Processing Information

You may provide certain payment processing information including but not limited to dates, amounts and forms of payments you receive. Users warrant that all information they provide or submit, including but not limited to Service Data, is complete, accurate and current.

  • Third-Party Vendor Login

In the event you elect to share your login and password information for a vendor of yours with BuildMaster to allow BuildMaster to take actions on your behalf upon your instructions, you represent and warrant that you are authorized to share such information with us, and that you are hereby authorizing us to take any actions that you direct us to take.

LICENSE TO SERVICE DATA / HOW WE USE SERVICE DATA

By submitting Service Data or any other content on or through our Service, you hereby grant us a non-exclusive, royalty-free, perpetual, irrevocable, worldwide, fully paid license (with the right to sublicense) to use, copy, transmit, modify, display and distribute such content (i) to the extent necessary to provide the Service; (ii) for internal business purposes; (iii) to evaluate your eligibility to use our Service and Third-Party Services, in our sole discretion, as well as to create and present to you relevant new offerings from BuildMaster and our partners, (iv) to improve, modify and adapt our Service, and (v) for any other lawful purpose. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to the Service Data and any content or materials that you submit to your BuildMaster account or the Service.

Such use is subject to our rights and obligations set forth in our privacy policy in effect as posted at www.getbuildmaster.com/privacy. Examples of use may include, without limitation, the following:

  1. Provide relevant data to our Service and Third-Party Providers (defined below), vendors and applications (“Apps”) that utilize functionality from your account to fulfill their services and evaluate your eligibility for additional services;
  2. Send communications on your behalf to effect the intended purposes of the applicable Service, e.g., sending job scheduling emails, sending en-route text notifications, offering your marketing promotions;
  3. Make your services available on our and third-party Booking Services that we partner with;
  4. Generate invoices to you and collect payment thereon;
  5. Verify your identity, and prevent fraud or other unauthorized or illegal activity;
  6. Analyze and create anonymized aggregate industry trends and analytics to improve the Service and create new features and offerings;
  7. Provide customer support to you;
  8. Use the names, trademarks, service marks and logos associated with your company to promote the Service;
  9. Provide you with job applicants potentially looking for jobs in your industry;
  10. Send you offers and marketing materials from BuildMaster and any of our partners or affiliates that we believe may be of interest to you, and
  11. Any other use that we, or a third-party App or Third-Party Provider, describes at the point where we collect data or information with your consent.

AGGREGATED & STATISTICAL SERVICE DATA RIGHTS

Notwithstanding any other provision of this Agreement, BuildMaster shall own all right, title and interest to any anonymized, aggregated and statistical data created, generated and/or derived from the Service Data and use of the Service. If BuildMaster does not automatically own any anonymized aggregated and statistical data upon its creation, you hereby assign all right, title and interest, including intellectual property rights, in and to such aggregated and statistical data to BuildMaster.

We also reserve the right to use any version of your website from our future BuildMaster Website Builder service (or any part thereof) for any of our marketing or promotional activities, online or offline, and to modify it as reasonably required for such purposes, and you hereby waive any claims against us or anyone acting on our behalf relating to any past, present or future moral rights, artists’ rights or any other rights you may have in or to such content with respect to such uses.

You hereby grant to BuildMaster  a non-exclusive, irrevocable, perpetual, unlimited, worldwide license to use and permit others to use, at no cost, your name, photograph, video and voice (from any recordings you provide or upload, or recordings made by us that include you), statements, likeness, and personal characteristics (“Materials”) in connection with BuildMaster's business purposes, including but not limited to, advertising and commercial exploitation, in any format now known or hereafter developed at BuildMaster’s sole discretion. Such uses of the Materials may include, but are not limited to: use on Our Website, use on social media, use of Materials within advertising, promotional, and educational communications, use for training, and any other public use in furtherance of BuildMaster’s business purposes.

FRANCHISES

If you are a franchisee, and you subscribe to BuildMaster through an offer or or in conjunction with your franchisor, you authorize BuildMaster to provide access to your BuildMaster account, and all information therein, to your franchisor. You also authorize us to act on, and follow instructions from your franchisor with regard to your account.

COMMUNICATING WITH YOU/TCPA CONSENT; WITHDRAWING CONSENT; HELP

You authorize BuildMaster, inclusive of its agents, affiliates and independent contractors, to contact you at the email address(es) and telephone number(s) that you have provided to BuildMaster for advertisement, telemarketing, solicitation or other purposes, using an automated telephone dialing system or a pre-recorded or artificially-generated voice to deliver a message, or texting you, even if you have previously requested to be placed on our Do-Not-Call list, or your phone number appears on a state or federal Do-Not-Call list, or you have previously opted-out from receiving marketing emails from us. You can withdraw your consent to receive text messages at any time by replying with a text saying “STOP”. After you send a message “STOP” to us, we may send you a text message to confirm that you have been unsubscribed. After this, you will no longer receive text messages from us, unless you thereafter provide consent. If you are experiencing issues with the text messaging program you can reply with the keyword “HELP” for more assistance, or you can get help directly at support@getbuildmaster.com. Neither the carriers, nor BuildMaster are liable for delayed or undelivered messages. As always, message and data rates may apply for any messages sent to you from us, and to us from you. Message frequency may vary. If you have any questions about your text or data plan, it is best to contact your wireless provider. If you have any questions regarding privacy, please read our privacy policy at https://www.getbuildmaster.com/privacy. Consent to receive marketing messages is not a condition to using our services, and if you choose not to consent, you may opt out by calling 210-903-2602.

You also agree that all personal information you provide to register with the Service is governed by our Privacy Policy, and you consent to all actions BuildMaster takes with respect to your personal information consistent with its Privacy Policy. Where it is permitted by law, BuildMaster may rely on implied consent. You also represent and warrant that you have obtained all necessary consents for any communications to your employees and customers that are facilitated by or delivered via our Service.

3. Payment Processing Terms of Service

You may have the option, at our discretion, of taking advantage of our payment processing offering ("BM Payments”) to process your customers’ payments via credit or debit card or ACH or EFT, subject to our approval of your eligibility for such offerings. Such offerings are subject to certain fees as disclosed to you at the time of sign up. By using BM Payments, you acknowledge and agree that we may use third-party payment processors or other service providers (“Third-Party Payment Processors”) and that the terms and privacy policies of any such Third-Party Payment Processors are applicable to you. We currently use Zum Rails Inc. as our payment processor. By registering for or using BM Payments, you agree to be bound by all terms Zum Rails Inc also contains therein. BuildMaster is not liable for the acts or omissions of any third-party, including any Third-Party Payment Processor. See below for additional terms and conditions regarding your access to and use of BM Payments.

CARD NOT PRESENT

You acknowledge that all payment or financial card (“Card”) transactions are processed as “card not present” transactions, even where the consumer is at the physical point of sale and a consumer has different Chargeback rights for “card not present” transactions than for transactions where the buyer physically presents the card to the seller.

UNDERWRITING

We will review some or all of the information that you submit in connection with your request to sign up for MasterPay. We will forward such information to Third-Party Payment Processors. After you submit your application, we or our payment processor may conclude that you will not be permitted to use the Service.

PAYMENT PROCESSING TRANSACTION & ACCOUNT REVIEWS

From time to time, and in our sole discretion, we review account and transaction activity, including when bank transfers are initiated, to evaluate your eligibility, or continued eligibility, to access our processing and other financial related product offerings. This review checks for, among other things, suspicious or illegal activity, and whether your account activity and the activity of users with whom you’ve transacted comply with this Agreement. In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity, business information, or financial standing. We also may obtain information from third parties, including but not limited to consumers and banks, and we may contact your customers to obtain relevant information. We may limit your account and your access to money in it or that is sent to you until verification is completed.

Reviews may result in:

– delayed, blocked or canceled transfers;

– money or payments being held by us;

– money or payments being applied to amounts you owe to us or used to offset loss incurred by us;

– account limitation, suspension or termination;

– money or payments being seized to comply with a court order, warrant or other legal process; and/or

– money or payments you previously received being reversed (i.e., sent back to the sender or to the card or bank account that was used to fund the payment).

Among other reasons, we may take the above actions if you knowingly or unknowingly were a participant in a payment that was made from a stolen card, compromised bank account, or compromised BuildMaster account, or if you were a participant in a transaction for goods and services between two personal accounts.

TRANSACTION LIMITS

We may impose various transaction limits and rules on Users. If you believe that the transaction limits are interfering with your business, please contact our support to request higher limits. We may require more information about your business to evaluate your request and will decide at our sole discretion whether to honor such requests. We will consider a variety of factors in making our decision, including but not limited to a proprietary set of rules, Chargeback rates, transaction behavior, and other supplemental data about your business.

RESTRICTIONS ON CERTAIN TRANSACTIONS

You may not use Card transactions for activities unrelated to the activities described in your Business Profile. Without limiting the generality of the foregoing, you may not use Card transactions for shipping products, for selling products not related to on-site work in the business described in your Business Profile, for making or receiving payments on loans, for cash advances, or for transactions involving motor vehicles.

PAYMENT PROCESSING FEES

You agree to pay payment processing or other transaction-related fees (“Payment Processing Fees”). We reserve the right to change our Payment Processing Fees at any time in our sole discretion.

ACCESS TO YOUR FUNDS

We will deposit to your bank account (defined as the bank account as specified in your MasterPay account) the amounts actually received by us for transactions submitted through the Service (less any applicable Payment Processing Fees). We reserve the right to revise our payout schedule. Once your US or Canada bank account information is verified, we will automatically initiate a payout to your designated bank account at the end of every business day except as provided below. Payouts to your bank account will normally register within 2-3 business days subject to your bank’s policies. We may offer you the ability to direct funds to multiple accounts.

Funds for any given transaction will not be deposited until the transaction is deemed complete. Transactions will be deemed complete when we or the designated financial institutions have accepted the transaction or funds. We will attempt to rectify processing errors that we discover, and may withhold funds pending our investigation of any such errors. You are responsible for monitoring your transactions and ensuring that our payments to you are correct. You must notify us of any errors in payments made to you within sixty (60) days of the error first appearing on your electronic transaction history, and failure to do so will be deemed a waiver of any right to amounts owed to you. However, notification within such sixty (60) day period does not ensure that any such error will be able to be corrected.

RESTRICTIONS ON THE AVAILABILITY OF FUNDS

Should we need to conduct an investigation or resolve any suspicious activity or pending dispute related to a Pro account, we may delay payout or restrict access to your funds for the entire time it takes for us to do so. We also may delay payout or restrict access to your funds as required by law or court order, or if otherwise requested by law enforcement or governmental entities.

CHARGEBACKS

The amount of a transaction may be reversed or charged back to your bank account (a “Chargeback”) if the transaction (a) is disputed, (b) is reversed for any reason by the Card Associations (defined below), our processor, or a payer’s or our financial institution, (c) was not authorized or we have any reason to believe was not authorized, or (d) is allegedly unlawful, suspicious, or in violation of the terms of this Agreement.

There is a non-refundable $25 fee for each Chargeback regardless of the outcome of the dispute.

Contesting Chargebacks; Our Collection Rights for Chargebacks. For any transaction that results in a Chargeback, we may withhold the Chargeback amount in a Reserve (defined below). In the event a consumer charges back a payment that we have processed and caused funds to be delivered to your account, (i) our payment processor Zum Rails Inc may withhold or take back such amounts while the charge is in dispute and (ii) you will be solely responsible for refunding to the customer the amount of any and all Payment Processing fees from the original transaction (and you authorize BuildMaster to refund such amounts to the consumer from your account). In such event, if your account does not have sufficient funds, we may be required to advance such funds to Zum Rails Inc on your behalf. If this occurs, you agree that we are entitled to be reimbursed by you immediately, and that your sole remedy lies with your customer and your customer’s bank. We may deduct the amount of any Chargeback and any associated fees, fines, or penalties assessed by the card-issuing bank or organization (“Card Association”) or our processor from your bank account (including without limitation any Reserve), from any proceeds due to you, your bank account, or from any other payment instruments registered with us. If you have pending Chargebacks, we may delay payouts to your bank account. Further, if we reasonably believe that a Chargeback is likely with respect to any transaction, we may withhold the amount of the potential Chargeback from payments otherwise due to you under this Agreement until such time that (a) a Chargeback is assessed due to a customer’s complaint, in which case we will retain the funds, (b) the period of time under applicable law or regulation by which the customer may dispute that the transaction has expired or (c) we determine that a Chargeback on the transaction will not occur. If we are unable to recover funds related to a Chargeback for which you are liable, you will pay us the full amount of the Chargeback immediately upon demand. You agree to pay all costs and expenses, including without limitation attorneys’ fees and other legal expenses, incurred by or on behalf of us in connection with the collection of all the Users account deficit balances unpaid by you.

Any bank account or Card information may be held by BuildMaster in order to satisfy any of your account balances, disputes, refunds, Chargebacks or other liabilities or obligations after leaving or terminating the Service.

EXCESSIVE CHARGEBACKS

If we determine, in our sole discretion, that you are incurring an excessive amount of Chargebacks, we may establish controls or conditions governing your account, including without limitation, by (a) establishing new Payment Processing Fees, (b) creating a Reserve in an amount reasonably determined by us to cover anticipated Chargebacks and related fees, (c) delaying payouts and (d) terminating or suspending your access to the Service.

RESERVE

If we have reasonable suspicion of misuse, we may temporarily suspend or delay payments to you and/or designate an amount of funds that we must maintain in a separate reserve account (a “Reserve”) to secure the performance of your payment obligations under this Agreement. We may require a Reserve for any reason, including if you have a high rate of Chargebacks or refunds, or other indications of performance problems related to your use of the Service. The Reserve will be in an amount as reasonably determined by us to cover anticipated Chargebacks, returns, unshipped merchandise and/or unfulfilled products or services or credit risk based on your processing history or such amount designated by our processor. The Reserve may be raised, reduced or removed at any time by us, in our sole discretion, based on your payment history, a credit review, the amount of any arbitration award or court judgment against you in our favor, or otherwise as we or our processor may determine or require. If you do not have sufficient funds in your Reserve, we may fund the Reserve from any funding source associated with your account, including but not limited to any funds (a) due to you under this Agreement or (b) available in your bank account, or other payment instrument registered with us. You grant us a security interest in and lien on any and all funds held in any Reserve, and also authorize us to make any withdrawals or debits from the Reserve, without prior notice to you, to collect amounts that you owe us under this Agreement, including without limitation for any reversals of deposits or transfers made to your bank account.

TAXES - WITHHOLDING

You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason in connection with your use of our Service (“Taxes”). You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority. It is your responsibility to ensure that your business name and Tax Identification Number as provided to BuildMaster are accurate and up to date.

REFUNDS & RETURNS

You agree to process returns, and provide refunds and adjustments, for your goods or services through your User account in accordance with these terms and any applicable Card Association Rules. Card Association Rules may require that you will (a) maintain a fair return, cancellation or adjustment policy, (b) disclose your return or cancellation policy to customers at the time of purchase, (c) not give cash refunds to a customer in connection with a Card sale, unless required by law and (d) not accept cash or any other item of value for preparing a Card sale refund. You are responsible for knowing and adhering to the Card Association Rules applicable to you, and BuildMaster will not be liable for any violation by you of the Card Association Rules. The amount of the refund/ adjustment must include any associated taxes required to be refunded, and all Payment Processing Fees, and cannot exceed the amount shown as the total on the original sales data except by the exact amount required to reimburse the customer for postage that the customer paid to return merchandise. If you accept returns and are making an uneven exchange of merchandise (e.g., the sales price is not the same), you must issue a credit for the total amount of the merchandise being returned and complete a new sale for any new merchandise. Please be aware, if your refund policy prohibits returns or is unsatisfactory to the buyer, you may still receive a Chargeback relating to such sales. You can process a refund through your account up to sixty (60) days from the day you accepted the payment. If the balance in your account is insufficient to cover the refund, we will withdraw up to the requested refund amount from your bank account and credit it back to your customer’s Card. Because you are responsible for all Payment Processing Fees, in the event of a refund, BuildMaster may retain the Payment Processing Fees previously paid for the transaction, however, you are responsible for refunding to your customer the full amount paid by your customer (including the Payment Processing Fees), and you authorize BuildMaster to refund all such amounts to the consumer from your account. We have no obligation to accept any returns of any of your goods or services on your behalf.

ACCOUNT HISTORY

We provide you an online transaction history of all of your authorized transactions. Except as required by law, you are solely responsible for (a) compiling and retaining permanent records of all transactions and other data associated with your account and your use of the Service and (b) reconciling all transactional information that is associated with your account.

RELATED FINANCIAL SOLUTIONS TERMS OF SERVICE

You may have the option of taking advantage of related financial products and services offered through the Service (each a “Financial Solution”). Such offerings may be subject to certain fees as disclosed to you at the time of sign up. By using Financial Solutions, you acknowledge and agree that we may use third-party technology and service providers (“Third-Party Financial Partners”) and that the terms and privacy policies of any such Third-Party Financial Partners are applicable to you. BuildMaster is not liable for the acts or omissions of any third-party, including any Third-Party Financial Partners. See below for additional terms and conditions regarding your access to and use of Financial Solutions.

NOTE: We may request that Third-Party Financial Partners establish accounts for you to enable the provision of payment processing and other Financial Solutions, including accounts for Financial Solutions which you are not currently using, but for which you may be or become eligible. Such accounts will not become fully activated for you until you request such access and have agreed to the applicable partner terms and conditions. If you wish not to have any Financial Solutions enabled on your behalf, you may submit a request in writing via email to support@getbuildmaster.com with such request and, within 10 business days of receipt, any such accounts enabled on your behalf that you are not currently using will be closed and no further such accounts will be enabled on your behalf. If you do not fully activate an account for a Financial Solution enabled on your behalf within six (6) months of such Financial Solution being enabled, we may close the account at our sole discretion. BuildMaster is not liable for the acts or omissions of any third-party, including any Third-Party Financial Partners.


4. Intellectual Property & Website Content

OWNERSHIP

We or our licensors or partners own the intellectual property rights in the content and materials displayed on Our Website(s), including but not limited to any materials to which you have access to. You may use Our Website(s) (including any Site Content) for your own personal, non-commercial use, but you may not use it for commercial purposes. You may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any Site Content unless explicitly authorized in these Terms of Service or by the owner of the materials. You may, however, from time to time, download and/or print one copy of individual pages of Our Website for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices.

COPYRIGHT

We respect the intellectual property rights of others and act in accordance with the Digital Millennium Copyright Act (“DMCA”). If you believe that any of your work has been copied or was otherwise used in a way that constitutes copyright infringement, please immediately notify our designated Copyright Agent using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please include the following information in writing to our designated Copyright Agent: (a) a physical or electronic signature and the contact information of the person authorized to act on behalf of the owner of the copyright, (b) a description of the copyrighted work you claim has been infringed, (c) a description of the material that you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information sufficient to permit us to locate the material (including the URL address), (d) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law, and (e) a statement that the information in the Notification is accurate, and, under penalty of perjury, a statement that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed. Please be advised that pursuant to federal law you may be held liable for damages if you make a material misrepresentation in the Notification. Thus, if you are not certain that your copyright has been infringed, you should consider consulting an attorney.

Our Copyright Agent can be reached at the following address:

BuildMaster LLC

30 N Gould St

Sheridan, WY 82801

Attention: Copyright Agent

Ownership: BuildMaster retains all rights, title, and interest in and to the Services, including all intellectual property rights.

  1. Restrictions: You may not copy, modify, distribute, or create derivative works of the Services without prior written consent from BuildMaster.

5. Acceptable Use of our Service

Certain uses of our Service are inconsistent with our mission to improve the experience of our Users. The following activities are prohibited:

  1. Child exploitation: You may not post or upload Materials that exploit or abuse children, including but not limited to images or depictions of child abuse or sexual abuse, or that present children in a sexual manner.
  2. Harassment, bullying, defamation and threats: You may not post or upload Materials that harass, bully, defame or threaten any person.
  3. Hateful content: You may not use the Service to promote or condone hate or violence against people based on race, ethnicity, color, national origin, religion, age, gender, sexual orientation, disability, medical condition, veteran status or other forms of discrimination. You may not use the Service to promote or support organizations, platforms or people that: (i) promote or condone such hate; or (ii) threaten or condone violence to further a cause.
  4. Illegal activities: You may not post or upload Materials that violate any applicable laws.
  5. Privacy or Intellectual property: You may not post or upload Materials that infringe on the privacy or intellectual property rights of others.
  6. Obscene or offensive content. You may not post or upload any Materials that we find in our sole discretion to be obscene, indecent or offensive in any way.
  7. Malicious and deceptive practices: You may not use the Service to transmit malware or host phishing pages. You may not perform activities or upload or distribute Materials that harm or disrupt the operation of the Service or other infrastructure of BuildMaster or others, including any of our third-party providers. You may not use the Service for deceptive practices or activities.
  8. Personally identifiable or confidential information. You may not post or upload any Materials that contain personally identifiable information, sensitive personal information, or confidential information, such as credit card numbers, or account passwords unless you have consent from the person to whom the information belongs or who is otherwise authorized to provide such consent.
  9. Self-harm: You may not offer goods or services, or post or upload Materials that promote self-harm.
  10. Spam: You may not use the Services to transmit unsolicited commercial electronic messages.
  11. Terrorist organizations: You may not offer goods or services, or post or upload Materials that imply or promote support or funding of, or membership in, a terrorist organization.
  12. Service Bureau: You may not, directly or indirectly, use any of our Services for timesharing or service bureau purposes or otherwise for the benefit of a third party, other than as specifically authorized herein;

We may, at any time and without notice, remove any Materials, and suspend or terminate your Account or your access to the Service if you engage in activities that violate this Agreement.

6. SMS Notification, Chat, & Phone Number

DEFAULT SPEC NOTIFICATION PHONE NUMBERS

You will be able to, and may be required to, add a company specific phone number feature for an additional monthly charge, at BuildMaster’s discretion, if your BuildMaster subscription includes access to the feature. You may be able to choose the area code in which the company specific phone number is located. In order to be able to receive or send SMS messages, you will be required to register your ten-digit phone number with our carrier via your BM account (A2P Registration). Based on your configuration of the Services, job related notifications will be sent to your customers from the applicable above phone number when notifications are turned on. You agree that you are the sender of these communications, not BuildMaster, and that you have obtained all necessary consents from the recipients of such text messages to receive such text messages. You also agree that BuildMaster is not liable to you, your employees or independent contractors, or your potential or actual customers for any such communications. You further agree that you will indemnify, defend and hold harmless BuildMaster from any claims that these communications violate any federal, state, or provincial law or regulation.

NOTIFICATION PHONE NUMBER TRANSFERABILITY

Platform specific notification phone numbers may not be transferable. Your Platform specific notification phone number will be held for ninety (90) days after you cancel your subscription.

RESTRICTIONS & LIMITATIONS

If we have reasonable suspicion of misuse, we may temporarily suspend or deactivate your phone number functionality for any period of time, in our sole discretion.

7. Communication on your Behalf

In the event you instruct or authorize BuildMaster to communicate to third parties on your behalf (including your customers and prospects), whether via telephone calls, SMS messaging, emails or otherwise, you hereby represent and warrant that you and BuildMaster are authorized to engage in such communications, that you shall be deemed to be the sender or originator of such communications, and that such communications shall comply with all applicable laws, rules and regulations, including but not limited to the Telephone Consumer Protection Act, the Telemarketing Sales Rule, CANSPAM, and Federal, State, Provincial and internal Do-Not-Call lists, and any applicable privacy laws and regulations.

8. Interactions & Disputes with Consumers

NO WARRANTY OR ENDORSEMENT OF USERS SERVICES

WE DO NOT ENDORSE OR RECOMMEND THE SERVICES OF ANY PARTICULAR USER. THE DECISION TO ENTER INTO AN AGREEMENT FOR WORK BELONGS ENTIRELY TO THE CONSUMER. WE DO NOT WARRANT USERS PERFORMANCE ON THE JOB OR THE QUALITY OF GOODS, MATERIALS, EQUIPMENT OR SERVICES FURNISHED BY USER. WE DO NOT CONTRACT FOR OR PERFORM, AND ARE NOT RESPONSIBLE FOR, ANY OF THE SERVICES REQUESTED BY THE CONSUMER IN THE SERVICE REQUEST. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF ANY USERS OR THE USERS ABILITY TO PROVIDE A SERVICE COMPLIANT WITH THE CONSUMER’S SERVICE REQUEST. YOU EXPRESSLY ACKNOWLEDGE THAT WE MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING THE QUALITY OF SERVICES RENDERED BY ANY USER.

RELATIONSHIP BETWEEN USER AND CONSUMER

USERS ARE SOLELY RESPONSIBLE FOR THEIR INTERACTIONS WITH CONSUMERS. CONSUMERS’ RIGHTS UNDER CONTRACTS A CONSUMER ENTERS INTO WITH USERS ARE GOVERNED BY THE TERMS OF SUCH CONTRACTS AND BY APPLICABLE FEDERAL, STATE, PROVINCIAL AND LOCAL LAWS. SHOULD A CONSUMER HAVE A DISPUTE WITH ANY USER, THE CONSUMER MUST ADDRESS SUCH DISPUTE WITH THE USERS DIRECTLY. WE ARE NOT A PARTY OR THIRD- PARTY BENEFICIARY TO THE CONTRACTS BETWEEN CONSUMERS AND USERS. YOU AGREE THAT ANY DISPUTE BETWEEN YOU AND A CUSTOMER OF YOURS DOES NOT INVOLVE BUILDMASTER. YOU EXPRESSLY AGREE THAT BUILDMASTER IS ENTITLED TO BE REIMBURSED FROM ANY MONEY OWED TO YOU, OR IN YOUR ACCOUNT, IN THE EVENT BUILDMASTER IS REQUIRED TO ADVANCE FUNDS ON YOUR BEHALF DUE TO A CONSUMER CHARGING BACK A CREDIT CARD PAYMENT PROCESSED BY BUILDMASTER AND PAID TO YOU. YOU AGREE TO FULLY COOPERATE IN THE EVENT WE RECEIVE A COMPLAINT FROM A CONSUMER ABOUT YOU OR YOUR SERVICES.

9. Release

IN EXCHANGE FOR THE SERVICE PROVIDED BY US AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, USER EXPRESSLY AGREES TO RELEASE BUILDMASTER, ITS OFFICERS, DIRECTORS, AFFILIATES, PARENT COMPANIES, PARTNERS, EMPLOYEES AND AGENTS FROM ANY CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES AND DAMAGES (DIRECT AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DISPUTE YOU HAVE, EXCEPT THAT THIS RELEASE DOES NOT APPLY TO CLAIMS BY YOU DIRECTLY ARISING OUT OF BUILDMASTER’S MATERIAL BREACH OF THIS AGREEMENT, OR TO THE EXTENT THE FOREGOING RELEASE IS PROHIBITED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”


10. No Representations or Warranties

WE MAKE NO REPRESENTATION ABOUT THE SUITABILITY OF THE CONTENT ON OR SERVICES OF THIS SERVICE FOR ANY PURPOSE. WE DO NOT PROMISE THAT THE SERVICE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SERVICE OR ANY CONTENT, SEARCH OR LINK ON IT. WE SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS SERVICE, DOWNTIME OF THE SERVICE, FOR YOUR ACTION OR INACTION IN CONNECTION WITH THIS SERVICE OR FOR ANY DAMAGE TO YOUR COMPUTER OR DATA OR ANY OTHER DAMAGE YOU MAY INCUR IN CONNECTION WITH THIS SERVICE. WE SPECIFICALLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE MAKE NO GUARANTEES OF ANY SPECIFIC RESULT FROM USE OF THIS SERVICE. YOUR USE OF THIS SERVICE IS AT YOUR OWN RISK.

WE MAY FROM TIME TO TIME RECOMMEND, PROVIDE YOU WITH ACCESS TO, OR ENABLE THIRD-PARTY SOFTWARE APPLICATIONS, PRODUCTS, SERVICES, CONTENT OR WEBSITE LINKS INCLUDING THIRD-PARTY SERVICES (“ADDITIONAL SERVICES”) FOR YOUR CONSIDERATION OR USE. SUCH ADDITIONAL SERVICES ARE FOR YOUR CONVENIENCE ONLY AND WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER REGARDING SUCH ADDITIONAL SERVICES.

11. No Advice

WE MAY PROVIDE YOU WITH ACCESS TO CERTAIN CONTENT, MATERIALS, INFORMATION, COACHING, AND PARTNER AND THIRD-PARTY SERVICES, REGARDING OR RELATING TO YOUR BUSINESS, TAXES, ACCOUNTING, PAYROLL, HUMAN RESOURCES COMPLIANCE, RETIREMENT PLAN SERVICES, BUSINESS AND OTHER INSURANCE SERVICES OR LEGAL INFORMATION, BUT YOU ACKNOWLEDGE AND AGREE THAT NEITHER WE, NOR ANY OF OUR PARTNERS OR THIRD-PARTY SERVICE PROVIDERS ARE PROVIDING ANY TAX, LEGAL, ACCOUNTING, BUSINESS OR OTHER ADVICE TO YOU, AND YOU AGREE AND ACKNOWLEDGE THAT YOU ARE NOT ENTITLED TO RELY UPON ANY SUCH INFORMATION YOU RECEIVE FROM US OR OUR PARTNERS OR THIRD-PARTY SERVICE PROVIDERS, WHETHER VIA OUR WEBSITE, THE SERVICE OR ANY COMMUNICATIONS WITH US, OR ANY SOCIAL MEDIA OR OTHER INTERNET POSTS. YOU AGREE THAT YOU WILL CONSULT APPLICABLE OUTSIDE PROFESSIONALS WITH REGARD TO ANY TAX, ACCOUNTING, LEGAL OR BUSINESS ADVICE.

12. Limitations of Liability

IN NO EVENT SHALL WE, OUR OFFICERS, DIRECTORS, AFFILIATES, PARTNERS, PARENT COMPANIES, EMPLOYEES AND/OR AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, GENERAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATING TO (1) THIS AGREEMENT, OR THE USE OF, CONTENT IN, DELAY OR INABILITY TO USE, OR OTHERWISE ARISING IN CONNECTION WITH THIS SERVICE, (2) THE CONDUCT OF A USER OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. WE ARE NOT LIABLE FOR ANY LOST DATA RESULTING FROM THE OPERATION OF THE SERVICE OR THE ENFORCEMENT OF THE TERMS. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD-PARTY PROVIDERS, THIRD-PARTY USERS, CONSUMER USERS, ADVERTISERS AND/OR SPONSORS ON THE SERVICE, IN CONNECTION WITH THE SERVICE OR OTHERWISE RELATED TO YOUR USE OF THE SERVICE. BY USING THE SERVICE, YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SERVICE. IN NO EVENT WILL BUILDMASTER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR STRICT LIABILITY, EVEN IF FORESEEABLE, EXCEED THE SUM OF ALL FEES PAID BY YOU TO BUILDMASTER IN THE PREVIOUS SIX (6) MONTHS. TO THE EXTENT YOUR STATE DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

13. Security

We have implemented technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will not be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide such information at your own risk, and that we have no liability to you or any third parties due to any unauthorized access to your BuildMaster account.

BLOCKING OF IP ADDRESSES AND UDIDS

In order to protect the integrity of the Service, we reserve the right, at any time, in our sole discretion, to block Users from certain IP addresses and UDIDs from accessing the Service.

14. Termination of Account

This Agreement will remain in full force and effect while you use the Service and if applicable, after termination of such use. Some provisions of this Agreement survive termination. Unless otherwise explicitly agreed to, you may terminate your account at any time, for any reason. To cancel an account, please send an email to support@getbuildmaster.com. If you terminate your account, your account will be disabled within 7 days, however, you shall not receive any refund of any fees, including but not limited to subscription fees, unless explicitly stated otherwise herein. We may terminate your account or this Agreement at any time, with or without cause, by sending notice to you at the email address you provide in your account registration, or such other email address as you may later provide to us. All decisions regarding the termination of accounts shall be made in our sole discretion. We are not required to provide you notice prior to terminating your account. We are not required, and may be prohibited, from disclosing a reason for the termination of your account. The provisions of these Terms of Service shall survive and continue to apply after our relationship expires or has been terminated for any reason, except where otherwise required by the context. If you are due a refund for canceling your paid account, a refund will generally be issued to you within 14 days of request to cancel. Upon termination of your account, we may retain your information, including Service Data, but we have no obligation to do so.

15. Jurisdiction & Choice of Law

This Agreement is governed by and construed in accordance with the laws of the State of Wyoming without giving effect to any choice or conflict of law provision or rule. If there is any legal suit, action, proceeding or other dispute arising out of this Agreement or the use of the Service, by using the Service you expressly agree that any such dispute shall be governed by the laws of the State of Wyoming, without regard to its conflict of law provisions. You further agree that any dispute that is not required or eligible to be submitted to arbitration, as described below, shall be resolved in the state and federal courts located in Cheyenne, Wyoming, and you agree to sole and exclusive jurisdiction in Wyoming. The Service is controlled and operated by BuildMaster from its offices within the United States and is intended only for use by users in the United States and Canada. The Service is not intended to subject BuildMaster to any non-U.S. jurisdiction or law. BuildMaster makes no representation that the information or materials on or linked through the Service is appropriate or available for use in other locations. If a User chooses to access the Service from other locations, it does so on its own initiative and at its own risk and is responsible for compliance with all applicable laws, rules and regulations in its respective location in doing so.

16. Dispute Resolution: Mandatory Arbitration

Please read the following arbitration agreement (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with BuildMaster and limits the manner in which you can seek relief from us.

  1. a) Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access to or use of our Services, Our Website, our platform, and to any products sold or accessed via the Service or Our Website, or to any aspect of your relationship with BuildMaster, including any claim regarding the applicability, interpretation, scope, or validity of this Arbitration Agreement, will be resolved by individual (not class or class-wide), confidential, binding arbitration, rather than in court, except that (i) you may assert claims in small claims court if your claims qualify; and (ii) you or we may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before or after the effective date of this Agreement or any prior version of this Agreement.
  2. b) Pre-Arbitration Dispute Resolution. BuildMaster prefers to resolve any disputes amicably and efficiently, and we believe most customer concerns can be resolved quickly by emailing customer support at support@getbuildmaster.com. If we are unable to resolve the dispute via our customer support, prior to commencing arbitration, a party must first send to the other, by certified mail, a written notice which must (i) describe in detail the nature and basis of the claim or dispute and (ii) set forth what specific relief is being sought (“Notice”). If sent to BuildMaster, the Notice should be sent to BuildMaster LLC, 30 N Gould St, Sheridan, WY 82801 (the “BuildMaster Address”) with a copy to legal@getbuildmaster.com. If we and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by us or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or we are entitled.
  3. c) Arbitration Rules and Forum. The arbitration shall be administered by the American Arbitration Association (“AAA”) in accordance with the then-current Commercial Arbitration Rules and Mediation Procedures of the AAA (the “AAA Rules”), including any expedited procedures. To initiate an arbitration proceeding, an arbitration claim must be submitted by the claimant (the “Claimant”) to the AAA, and a written Demand for Arbitration must be provided to the other party (the “Opposing Party”), pursuant to the AAA Rules. Arbitration hearings will be held in Cheyenne, WY or any other location that is mutually agreed upon by you and BuildMaster. A single arbitrator will be mutually selected by BuildMaster and you and shall be (i) a practicing attorney licensed to practice law in Wyoming or a retired judge; and (ii) selected from the arbitrators on the AAA’s roster of commercial dispute arbitrators who have a background in online SaaS business-to-business providers (or if there are no such arbitrators, then from the arbitrators on the AAA’s roster of commercial dispute arbitrators) (collectively, the “Arbitrator Requirements”). If BuildMaster and you cannot mutually agree upon an arbitrator within ten (10) days of the Opposing Party’s receipt of the Demand for Arbitration from the Claimant, then the AAA shall appoint a single arbitrator that satisfies the Arbitrator Requirements. The arbitrator will follow the law and will give effect to any applicable statutes of limitation. The prevailing party shall be entitled to an award of the costs and expenses of the arbitration, including reasonable attorneys’ fees and expert witness fees. The award rendered by the arbitrator shall be final and binding upon you and BuildMaster. A judgment on the award may be entered and enforced in any court of competent jurisdiction. BuildMaster may, in its sole discretion, commence an action in any state or federal court of competent jurisdiction within the County of Laramie, Wyoming, for any monetary amounts that you owe to BuildMaster (each, an “Action”). You hereby waive any objection to jurisdiction or venue, or any defense claiming lack of jurisdiction or improper venue, in any Action brought by BuildMaster in such courts.

You and BuildMaster agree and acknowledge that this Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act (Title 9 of the United States Code) shall govern the interpretation, enforcement, and proceedings pursuant to the arbitration clause in this Agreement. YOU FURTHER ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT YOU AND BUILDMASTER ARE EACH WAIVING YOUR RESPECTIVE RIGHTS TO A TRIAL BY JURY AS TO DISPUTES HEREUNDER AND THAT YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE IN ANY CLASS ACTION PROCEEDING ARISING FROM THIS AGREEMENT.

  1. d) Authority of Arbitrator. The arbitrator shall award to the prevailing party, if any, costs and attorney’s fees reasonably incurred by the prevailing party in connection with the arbitration. If a party prevails on some but not all of the claims and counterclaims, that arbitrator shall award the prevailing party an appropriate percentage of the costs and attorney’s fees reasonably incurred by the prevailing party in connection with the arbitration. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
  2. e) Waiver of Jury Trial. YOU AND BUILDMASTER HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and BuildMaster are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in subsections (a) and (c) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
  3. f) Waiver of Class or Other Non-Individualized Relief. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this subsection’s limitations as to a given claim for relief, then the claim must be severed from the arbitration and brought into the state or federal courts located in Cheyenne, Wyoming. All other claims shall be arbitrated. The parties further agree that if for any reason a claim does not proceed in arbitration, the foregoing class action waiver shall remain in effect, and a court may not preside over any action joining, coordinating, or consolidating the claims of multiple claimants against BuildMaster in a single proceeding, except that the foregoing class action waiver shall not prevent you or BuildMaster from participating in a classwide, collective, and/or representative settlement of claims.
  4. g) 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the BuildMaster Address in subsection (b) above, within 30 days after first becoming subject to this Arbitration Agreement and by email to BuildMaster at legal@getbuildmaster.com. Your notice must include your name and address, your BuildMaster username (if any), the email address you used to set up your BuildMaster account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms of Service will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
  5. h) Severability. Except as provided in subsection (a), if any part or parts of this Arbitration Agreement (other than subsection (f) above titled “Waiver of Class or Other Non-Individualized Relief”) are found under the law to be invalid or unenforceable, the parties agree to replace such part or parts with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable part or parts, and this Arbitration Agreement will be enforceable as so modified. If any of the provisions of subsection (f) above titled “Waiver of Class or Other Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms of Service will continue to apply.
  6. i) Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with BuildMaster.
  7. j) Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if BuildMaster makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing BuildMaster at the BuildMaster Address. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
  8. k) Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties, subject to any legally required disclosures.

17. Indemnification

You agree to indemnify, defend and hold harmless BuildMaster, its parents, subsidiaries, affiliates, officers, agents, partners and employees, from and against any loss, liability, claim, demand or suit, including reasonable attorney’s fees, resulting from or arising out of (a) any of your acts or omissions, (b) any violation or breach by you of this Agreement, (c) claims from your employees or customers, or (d) any of the Materials, or your use of the Service or any Third-Party Services, violates any law or regulation or any right of any third party, including any right of privacy, or infringes upon any intellectual property rights of any third party.

18. No Third-Party Beneficiaries

Except as otherwise set forth expressly herein, nothing contained in this Agreement, express or implied, is intended to confer upon any person or entity, other than BuildMaster and the Users, any benefit, right or remedy.

19. Relationship of the Parties

BuildMaster and users are separate and independent entities, and the employee of one of those entities is not an employee of the other entity. We are not an agent of the Users and vice versa. In no event will BuildMaster be considered a general contractor, construction manager, project manager, joint employer, joint venturer, or partner of Users or any of its affiliates or their respective personnel.

20. Entire Agreement

These Terms of Service constitute the entire agreement between you and BuildMaster and supersede all oral and written negotiations, communications or representations of the parties, whether verbal or in writing, with respect to the subject matter hereof, except as may provided in a written agreement signed by you and an authorized officer of BuildMaster. These Terms of Service may not be modified or amended other than by an agreement signed by both parties. No employee, agent, or other representative of BuildMaster has any authority to bind BuildMaster with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in these Terms of Service.

21. Miscellanous

If any provision of this Agreement is found to be unlawful or unenforceable, then that provision will be deemed severable from this Agreement and will not affect the enforceability of any other provisions. The failure by BuildMaster to enforce any right or provision of this Agreement will not prevent BuildMaster from enforcing such right or provision in the future. No delay, failure or default, other than a failure to pay fees when due, will constitute a breach of this Agreement to the extent caused by an acts of war; terrorism, hurricanes, earthquakes and other acts of God or of nature, fire or flood; strike or labor unrest; degradation of telecommunications service; degradation of computer services not under the direct control of such party; or other causes beyond the performing party’s reasonable control. BuildMaster may assign its rights and obligations under this Agreement, including in connection with a merger, acquisition, sale of assets or equity, any other business combination or restructuring, or by operation of law. Users may not assign rights and obligations under this Agreement, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law, without BuildMaster’s prior written consent. BuildMaster may send notices pursuant to this Agreement to User’s email and phone number contact points provided by User, and such notices will be deemed received at the time they are sent. It is the User’s obligation to keep User’s contact information up to date. Users may send notice pursuant to this Agreement to the email address below.

Any and all dollar amounts in this Agreement refer to U.S. dollars.

CONTACT INFORMATION

If you have questions or comments about the Service or this Agreement, please contact us at termsofservice@getbuildmaster.com.

 

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