” or the “Agreement
“) set forth the binding legal agreement between you and Houzz Inc. The Agreement governs your use of buildalberta.com
and all of the related websites, mobile apps, products and services offered by BuildAlberta, including our plug-ins and embedded content made available on other sites (collectively, the “BuildAlberta Platform
“). These Terms provide important information to you, including your agreement to grant rights to your content, our limitation of liability to you, your agreement to resolve any disputes by individual arbitration and to waive the right to participate in a class action (described in Section 8 below) and, if you choose to provide us with your phone number, your agreement to receive calls and text messages from us in accordance with applicable law. By agreeing to these Terms, you agree to resolve all disputes through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or any type of representative actions.
We encourage you to review this Agreement carefully. Any use of the BuildAlberta Platform, including browsing buildalberta.com
, shall be governed by the Agreement. If you do not agree to any of the Terms, you should stop using the BuildAlberta Platform.
1. Using the BuildAlberta Platform
- Who can use it. You must be at least the age of majority in the state where you live to use the BuildAlberta Platform. Use of the BuildAlberta Platform by anyone under 13 years of age is strictly prohibited!
- Profile for Professionals. If you are a professional services provider, you may set up a Professional Profile. If you do, you give us the right to list your Professional Profile in our directory of service providers, and you will be able to connect with others on the BuildAlberta Platform while identified by your professional profile. Your professional profile is subject to our Professional Profile Policy.
- Prohibited Products Policy. If you are a professional, a vendor, or a seller, who is authorized to offer products through the BuildAlberta Shop, you agree to abide by the Prohibited Products Policy.
- Termination. You may close your account at any time by going to account settings and disabling your account. We may permanently or temporarily suspend your use of the site or the service at any time for any reason, without any notice or liability to you. We may terminate your account at any time for any or no reason, including if you violate any BuildAlberta policy (including the Acceptable Use Policy. or Prohibited Products Policy). Upon termination of your use of the service, certain provisions will survive termination, as detailed in Section 10(m).
- Feedback. We welcome your feedback and suggestions about how to improve the BuildAlberta Platform. Feel free to submit feedback at [email protected], By submitting feedback in this or in any other manner to us, you agree to grant us the right, at our discretion, to use, disclose and otherwise exploit the feedback, in whole or part, without any restriction or compensation to you.
2. Your Content.
- Definition of Your Content. The BuildAlberta Platform enables you to post materials, including without limitation photos, profile pictures, messages, and commentary. You may also post reviews of third-party service providers, third-party products, or third-party services (“Reviews“). All materials that you post on the BuildAlberta Platform will be referred to collectively as “Your Content.” You acknowledge and agree that, as part of using the BuildAlberta Platform, Your Content may be viewed by the general public and will not be treated as private or confidential.
- License and Permission to Use Your Content. You hereby grant to us and our affiliates, licensees and sublicensees, without compensation to you or others, a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute Your Content, or any portion thereof, throughout the world in any format, media or distribution method (whether now known or hereafter created) for the duration of any copyright or other rights in Your Content. Such permission will be perpetual and may not be revoked for any reason, to the maximum extent permitted by law. Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in Your Content. If you identify yourself by name or provide a picture or audio or video recording of yourself, you further authorize us and our affiliates, licensees and sublicensees, without compensation to you or others, to reproduce, print, publish and disseminate in any format or media (whether now known or hereafter created) your name, voice and likeness throughout the world, and such permission will be perpetual and cannot be revoked for any reason, except as required by the applicable law. You further agree that we may use Your Content in any manner that we deem appropriate or necessary.
- Ownership. We acknowledge and agree that you, or your licensors, as applicable, retain ownership of any and all copyrights in Your Content, subject to the non-exclusive rights granted to us in the paragraph above, and that no ownership of such copyrights is transferred to us under this agreement. Further, with respect to Your Content in the form of photos, and subject to BuildAlberta product and user experience considerations: (a) we will use commercially reasonable efforts to maintain the attribution of such photos as submitted by you, and (b) we will not license or sublicense to third parties individual photos or collections of photos, except in each case for BuildAlberta Business Purposes. “BuildAlberta Business Purposes” means any use in connection with a BuildAlberta-branded or co-branded website, application, publication or service, or any use which advertises, markets or promotes the BuildAlberta Platform, the services or the information it contains, BuildAlberta, or its affiliates. BuildAlberta Business Purpose specifically includes the use of Your Content on the BuildAlberta Platform in connection with features and functions offered by BuildAlberta to our users that enable them to view and interact with Your Content (such as Sketch, View in My Room and the embed tool).
- Your Responsibilities for Your Content. By posting Your Content on the BuildAlberta Platform, you represent and warrant to us that you have the ownership rights, or you have obtained all needed licenses or permissions from any necessary parties, to use Your Content in this manner. This includes obtaining the right to grant us the rights to the use of Your Content in accordance with this agreement. You are in the best position to judge whether Your Content is in violation of intellectual property or personal rights of any third-party. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with Your Content.
- Limits. We reserve the right to edit, abridge, or remove Your Content, in whole or part, for any reason (which may include a reported violation of our Acceptable Use Policy or Prohibited Products Policy, or Copyright and Trademark Policy). We reserve the right to edit, refuse to post or remove Your Content submitted by you for any reason without notice. We do not guarantee that we will publish all of Your Content. If you seek to publish a Review, the requirements will be governed by our Review Policy.
3. Our Content and Materials.
- Definition of Our Content and Materials. All intellectual property in or related to the BuildAlberta Platform (specifically including, but not limited to, our software, the BuildAlberta marks, the BuildAlberta logo, and BuildAlberta buttons, badges, and widgets, but excluding Your Content), is the property of BuildAlberta Inc., its subsidiaries and affiliates or its licensors (“Our Content and Materials“).
- No Endorsement or Verification. Please note that the BuildAlberta Platform enables access to third-party content, products and services, and it offers interactions with third-parties over which we have no control. We assume no responsibility for, nor do we endorse or verify the content, offerings or conduct of third-parties (including but not limited to the products or services offered by third-parties or the descriptions of the products or services offered by third-parties). For example, BuildAlberta does not conduct background checks or otherwise vet the professionals listed on the BuildAlberta Platform. Participation or availability on the BuildAlberta Platform does not amount to endorsement or verification by us. We make no warranties or representations with respect to the accuracy, completeness or timeliness of any content posted on the BuildAlberta Platform by anyone.
- Restrictions. Except as expressly provided in these Terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Our Content and Materials without our express written permission. BuildAlberta’s permission to you for your use of the BuildAlberta Platform expressly excludes commercial use by you of any information concerning product descriptions or professional listings for the benefit of another merchant. You expressly are prohibited from any use of data mining, robots, or similar data gathering and extraction tools in your use of the BuildAlberta Platform. You may view and print a reasonable number of copies of web pages located on the BuildAlberta Platform for your own personal use, provided that you retain all proprietary notices contained in the original materials, including attribution to BuildAlberta.
- Ownership. You acknowledge and agree that the BuildAlberta Platform and BuildAlberta marks will remain the property of BuildAlberta. The content, information and services made available on the BuildAlberta Platform are protected by Canadian and international copyright, trademark, and other laws, and you acknowledge that these rights are valid and enforceable. You acknowledge that you do not acquire any ownership rights by using the BuildAlberta Platform.
- The availability of such links does not indicate any approval or endorsement by us.
4. Reporting Violations of Your Intellectual Property Rights, BuildAlberta Policies, or Applicable Laws
We have a special process for reporting violations of your intellectual property rights or other violations of BuildAlberta policies or applicable laws.
- Copyright and Trademark Policy. We have adopted and implemented a Copyright and Trademark Policy. For more information, including detailed information about how to submit a request for takedown if you believe content on the BuildAlberta Platform infringes your intellectual property rights, please read our Copyright and Trademark Policy. For your convenience, we provide you a Copyright or Trademark Infringement Claim Form, which you should use for fastest processing.
- Reports of Other Violations. If you believe content on the BuldAlberta Platform violates Houzz’s Acceptable Use Policy, Prohibited Products Policy, or otherwise violates applicable law, you may submit the following Infringement Claim Form (for claims other than copyright or trademark).
We have no obligation to delete content that you personally may find objectionable or offensive. We endeavor to respond promptly to requests for content removal, consistent with our policies described above and applicable law.
5. Disclaimers and Limitations of Liability. PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF BUILDALBERTA ENTITIES TO YOU.
THE “BUILDALBERTA ENTITIES” MEANS BUILDALBERTA.COM, AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND REPRESENTATIVES OF EACH OF THEM. EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:
- WE ARE PROVIDING YOU THE BUILDALBERTA PLATFORM, SERVICES, INFORMATION, PRODUCTS, PRODUCT DESCRIPTIONS, AND THIRD-PARTY CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, THE HOUZZ ENTITIES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR TRADE USAGE.
- THE BUILDALBERTA ENTITIES MAKE NO PROMISES WITH RESPECT TO, AND EXPRESSLY DISCLAIM ALL LIABILITY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOR: (i) CONTENT POSTED BY ANY THIRD-PARTY ON THE BUILDALBERTA PLATFORM, (ii) THE PRODUCT DESCRIPTIONS OR PRODUCTS, (iii) THIRD-PARTY SITES AND ANY THIRD-PARTY PRODUCT OR SERVICE LISTED ON OR ACCESSIBLE TO YOU THROUGH THE SITE, (iv) PLANTS OR SEEDS FROM THE EXCHANGES, AND (v) THE QUALITY OR CONDUCT OF ANY THIRD-PARTY YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE SITE.
- YOU AGREE THAT UNDER THE MAXIMUM EXTENT PERMITTED BY LAW, THE BUILDALBERTA ENTITIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE BUILDALBERTA ENTITIES SPECIFICALLY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF DATA (EVEN IF THE BUILDALBERTA ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE) ARISING OUT OF AND IN ANY WAY CONNECTED WITH YOUR USE OF, OR INABILITY TO USE, THE BUILDALBERTA PLATFORM OR PRODUCTS. YOUR USE OF THE BUILDALBERTA PLATFORM, PRODUCTS, INFORMATION, OR SERVICES IS AT YOUR SOLE RISK.
You agree to fully indemnify, defend, and hold the BuildAlberta Entities and their directors, officers, employees, consultants, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of any part of this agreement, including but not limited to the Acceptable Use Policy and Prohibited Products Policy; (b) any allegation that any materials you submit to us or transmit to the BuildAlberta Platform infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) your activities in connection with the BuildAlberta Platform or other websites to which the BuildAlberta Platform is linked; and/or (d) your negligent or willful misconduct.
7. Dispute Resolution.
If you have a dispute with BuildAlberta, you agree to contact us @ [email protected]
to attempt to resolve the issue informally first. If we are not able to resolve the dispute informally, then this section will govern any legal dispute that relates to the BuildAlberta Platform or involves our services.
- Binding Arbitration. You and Houzz agree that any dispute, claim or controversy arising out of or relating to this Agreement or to your use of the BuildAlberta Platform (collectively “Disputes“) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. This means that you and BuildAlberta both agree to waive the right to a trial by jury. Notwithstanding the foregoing, you may bring a claim against Houzz in “small claims” court, instead of by arbitration, but only if the claim is eligible under the rules of the small claims court and is brought in an individual, non-class, and non-representative basis, and only for so long as it remains in the small claims court and in an individual, non-class, and non-representative basis.
- Class Action Waiver. You and BuildAlberta agree that any proceedings to resolve Disputes will be conducted on an individual basis and not in a class, consolidated, or representative action. This means that you and BuildAlberta both agree to waive the right to participate as a plaintiff as a class member in any class action proceeding. Further, unless you and BuildAlberta agree otherwise in writing, the arbitrator in any Dispute may not consolidate more than one person’s claims and may not preside over any form of class action proceeding.
- Arbitration Administration and Rules. The arbitration will be administered by the Canadian Arbitration Association (“CAA“) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “CAA Rules“) then in effect, except as modified by this “Dispute Resolution’ section.
- Arbitration Process. A party who desires to initiate the arbitration must provide the other party with a written Demand for Arbitration as specified in the CAA Rules.