IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.
Liaison, Inc and its affiliates (collectively, "Liaison," "our," "us," or "we") operate websites, provide products and services through mobile and other applications, and develop software. We refer to these as “platform,” "sites," "services," or "our sites and services."
As used in these TOU, references to our "Affiliates" include our owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering this site and/or its contents.
PLEASE READ THE TERMS THOROUGHLY AND CAREFULLY. BY USING THE PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT ACCESS OR USE THE PLATFORM.
This TOU governs your access to, use of, and participation in the sites and services made available by Liaison or provider services obtained from or provided to other users. All references to "you" or "your," as applicable, mean the person who accesses, uses, and/or participates in the Platform in any manner, and each of your heirs, assigns, and successors. If you use the Platform on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the TOU will be deemed an acceptance by that entity, and "you" and "your" herein shall refer to that entity, its members, owners, directors, employees, and any other agent of that entity. As used in these TOU, references to our "Affiliates" include our owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering this site and/or its contents.
You are also required to comply with, and to ensure compliance with, all laws, ordinances and regulations applicable to your activities on our sites and services.
Unless expressly permitted by supplemental terms, our sites and services are intended for general audiences 18 years of age and older, and access or use by anyone younger is not authorized.
These TOU grant you a limited, revocable, nonexclusive license to access our sites and services and use our sites and services, in whole or in part, including but not limited to our intellectual property therein, solely in compliance with these TOU. You are prohibited from utilizing, copying, adapting, modifying, creating derivative works from, distributing, licensing, selling, transferring, publicly displaying, publicly performing, transmitting, streaming, broadcasting, or otherwise exploiting the Platform or Collective Content, other than what is explicitly allowed in these Terms. Liaison or our licensors do not grant you any implied licenses or rights concerning any intellectual property that they own or control. The only licenses and rights you obtain are those expressly outlined in these Terms.
"Platform" encompasses all websites, mobile or other applications, software, processes, video consultations, subscription services, and other services offered by or through Liaison.
"Service Professional" or "Professional" or "Subscriber" denotes a User who is registered to utilize the Platform to propose, deliver, get paid for, or facilitate the delivery of Pro Services. Within the Platform, Service Professionals are often referred to as “pros.”
"Consumer" is a term for a User registered on the Platform to find Service Professionals, request Pro Services, book Pro Services or obtain quotes, engage in consultations or similar services, or otherwise utilize the Platform to receive, pay for, review, or facilitate the acquisition of Pro Services. As Consumers might be or become clients of Service Professionals, they may also be referred to as "customers" within the Platform and related marketing materials.
"User" identifies an individual or entity that either finishes the account registration process with Liaison, adheres to its Terms, takes advantage of the services on the Platform, or submits or obtains a request via our sites. This includes, but isn’t limited to, Service Professionals and Consumers.
"Content" encompasses a variety of materials like text, images, graphics, audio, software, video, information, and more. This includes everything from profile information and service requests to quotes, message threads, reviews, scheduling details, calendar information, and any other data accessible on or through the Platform.
"User Content" constitutes all Content that is submitted, posted, uploaded, published, or transmitted by any User or other user of the Platform, such as photos, profile details, descriptions, postings, reviews, requests, messages, and payments, excluding Liaison Content and Feedback.
"Liaison Content" is the Content made available by Liaison on or through the Platform, which includes Content licensed from third parties but excludes User Content.
"Collective Content" is defined as the combination of User Content and Liaison Content.
"Fee" signifies an amount that Liaison charges a User in relation to the Platform.
"Pro Services" describes the services that are listed, quoted, scheduled, offered, executed, or provided by Service Professionals, or sought, scheduled, purchased, or received by Consumers, via the Platform.
We have the right, but not the obligation, to regulate content (which includes but is not limited to postings, text, code, images, video, binary files, ads, accounts, account information, flags, emails, messages and any other user communications ("content")) posted to, stored on or transmitted via our sites and services by any user (or any other third party in any manner); to regulate conduct (including but not limited to any authorized or unauthorized access to or use of our sites and services) by any user (or any other third party in any manner); and to enforce these TOU, for any reason and in any manner or by any means that we, in our sole discretion, deem necessary or appropriate (including but not limited to automated and manual screening, blocking, filtering, exclusion from index pages, exclusion from search results, requiring the use of an application programming interface (API), requiring the use of a bulk posting interface, authorization, verification, and the deletion and/or termination of content, accounts and/or all or any use or access). We may, in our sole discretion and without notice, start, stop or modify any regulation or enforcement measures at any time. Our action or inaction to regulate content or conduct or to enforce against any potential violation of these TOU by any user (or any other third party) does not waive our right to implement or not implement regulation or enforcement measures with respect to any subsequent or similar content, conduct or potential TOU violation.
You also understand and agree that any action or inaction by us or any of our directors, officers, stockholders, employees, consultants, agents or representatives (collectively, "our representatives" and individually "our representative") to prevent, restrict, redress or regulate content, or to implement other enforcement measures against any content, conduct or potential TOU violation is undertaken voluntarily and in good faith, and you expressly agree that neither we nor any of our representatives will be liable to you or anyone else for any action or inaction to prevent, restrict, redress, or regulate content, or to implement other enforcement measures against any content, conduct or potential violation of these TOU.
Although our representatives may moderate content on our sites and services at our discretion, our representatives have no authority to make binding commitments, promises or representations to anyone that they or anyone else on behalf of us will "take care" of any alleged problem or complaint, or that they or anyone else on behalf of us will otherwise stop, cure or prevent any problem, content, conduct or purported TOU violation from occurring or recurring. Accordingly, you further agree that any representation (written or verbal) by our representative (or by anyone else acting on behalf of us or by anyone purportedly acting on behalf of us) that we (including but not limited to our representative, anyone else acting on behalf of us, or anyone purportedly acting on behalf of us) would or would not prevent, restrict, redress or regulate content (including, without limitation, screen, block, moderate, review, remove, terminate, delete, edit or otherwise stop, cure or exclude any content), or to implement other enforcement measures against any content, conduct or potential or purported TOU violation is superseded by this provision and is nonbinding and unenforceable. Specifically, you agree that we, our representatives and anyone else authorized to act on behalf of us will in no circumstance be liable as a result of any representation that we, our representatives or anyone else on behalf of us would or would not restrict or redress any content, conduct or potential or purported TOU violation. For the purpose of clarity, the opinions, statements, comments, posts and other communications expressed on our sites and services are solely those of the poster and not ours, or our employees, officers, directors, shareholders, subsidiaries, parent companies, attorneys or other agents. We do not guarantee the accuracy or reliability or the information provided by any poster, administrator, or moderator. Administrators and moderators are not our agents and their opinions, comments and posts are their own. This paragraph may not be modified, waived or released except by a written agreement, dated and signed by our Chief Executive Officer and dated and signed by the individual or entity to whom the modification, waiver or release is granted.
We also have the right in our sole discretion to limit, modify, interrupt, suspend or discontinue all or any portions of our sites and services at any time without notice. We and our representatives will not be liable for any such limitations, modifications, interruptions, suspensions or discontinuance, or any purported losses, harm or damages arising from or related thereto.
We do not control, are not responsible for and make no representations or warranties with respect to any user content. You are solely responsible for your access to, use of and/or reliance on any user content. You must conduct any necessary, appropriate, prudent or judicious investigation, inquiry, research and due diligence with respect to any user content.
You are also responsible for any content that you post or transmit and, if you create an account, you are responsible for all content posted or transmitted through or by use of your account. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with your Content.
Content prohibited from our sites and services includes but is not limited to: (1) illegal content; (2) content in facilitation of the creation, advertising, distribution, provision or receipt of illegal goods or services; (3) offensive content (including, without limitation, court ordered defamatory statements, threatening, hateful or pornographic content); (4) content that discloses another's personal, confidential or proprietary information; (5) false or fraudulent content (including but not limited to false, fraudulent or misleading responses to user ads transmitted via our sites and services); (6) malicious content (including, without limitation, malware or spyware); (7) content that offers, promotes, advertises, or provides links to posting or auto-posting products or services, account creation or auto-creation products or services, flagging or auto-flagging products or services, bulk telephone numbers, or any other product or service that if utilized with respect to our sites and services would violate these TOU or our other legal rights; and (8) content that offers, promotes, advertises or provides links to unsolicited products or services. Other content prohibitions are set forth in supplemental terms for particular categories or services on our sites and services and all such prohibitions are expressly incorporated into these TOU as stated in the introductory paragraphs above.
You automatically grant and assign to us, and you represent and warrant that you have the right to grant and assign to us, a perpetual, irrevocable, unlimited, fully paid, fully sub-licensable (through multiple tiers), worldwide license to copy, perform, display, sell, transfer, distribute, prepare derivative works from (including, without limitation, incorporating into other works) and otherwise use any content that you post. You also expressly grant and assign to us all rights and causes of action to prohibit and enforce against any unauthorized copying, performance, display, distribution, use or exploitation of, or creation of derivative works from, any content that you post (including but not limited to any unauthorized downloading, extraction, harvesting, collection or aggregation of content that you post). The contents of private messaging through the Platform will not be used by Liaison in public advertising. For clear understanding, it's important to note that the license granted to Liaison will continue to be in effect even after the termination of the Platform or your Account. Liaison does not assert any ownership rights over your User Content, and nothing in these Terms should be interpreted as limiting the rights that you may possess to use, manage, or exploit any User Content that you have submitted, posted, uploaded, published, or transmitted on or through the Platform.
We do not control, are not responsible for and make no representations or warranties with respect to any user or user conduct. You are solely responsible for your interaction with or reliance on any user or user conduct. You must perform any necessary, appropriate, prudent or judicious investigation, inquiry, research and due diligence with respect to any user or user conduct.
You are also responsible for your own conduct and activities on, through or related to our sites and services, and, if you create an account on our sites and services, you are responsible for all conduct or activities on, through or by use of your account.
This section applies to all uses and users of our sites and services, unless we have specifically authorized an exception to a particular term for a particular user in a written agreement. We have sole and absolute discretion to authorize or deny any exception or exceptions to the terms in this section.
Users may not circumvent any technological measure implemented by us to restrict the manner in which content may be posted on our sites and services or to regulate the manner in which content (including but not limited to email) may be transmitted to other users. This prohibition includes, without limitation, a ban on the use of multiple email addresses (created via an email address generator or otherwise); the use of multiple IP addresses (via proxy servers, modem toggling, or otherwise); CAPTCHA circumvention, automation or outsourcing; multiple and/or fraudulent service accounts, including phone-verified accounts; URL shortening, obfuscation or redirection; use of multiple phone lines or phone forwarding for verification; and content obfuscation via HTML techniques, printing text on images, inserting random text or content "spinning."
It is expressly prohibited for any third party to post content to our sites and services on behalf of another. Users must post content only on their own behalf, and may not permit, enable, induce or encourage any third party to post content for them.
It is expressly prohibited to post content to our sites and services using any automated means. Users must post all content personally and manually through all steps of the posting process. It is also expressly prohibited for any user to develop, offer, market, sell, distribute or provide an automated means to perform any step of the posting process (in whole or in part). Any user who develops, offers, markets, sells, distributes or provides an automated means to perform any step of the posting process (in whole or in part) will be responsible and liable to us for each instance of access to our sites and services (by any user or other third party) using that automated means.
Affiliate marketing by users is expressly prohibited on our sites and services. Users may not post content or communicate with any user for purposes of affiliate marketing or in connection with any affiliate marketing system, scheme or program in any manner or under any circumstance.
Users may access the Platform without registering for an account. For each site, a user may create, maintain and use no more than one account to post content only on his/her or its own behalf. A user must create his/her or its account personally and manually and may not create accounts by any automated means. Without limitation, this includes the obligation that the user personally and manually solves any CAPTCHA challenge in the account creation process. A user may not create or use additional accounts or any account of another and must not permit, enable, induce or encourage others to create accounts for him/her or it.
The purchase and sale of accounts and the creation of accounts for others is expressly prohibited. The circumvention of any technological restriction or security measure in the account creation process, posting process or otherwise for posting content in violation of these TOU also is expressly prohibited.
You can create an Account using specific third-party credentials like your Facebook or Google details (referred to as your "Third-Party Site Password"). During the registration or request submission process and at any time you use the Platform, you commit to supplying information that is current, accurate, and complete, as well as to update this information to maintain its accuracy and completeness.
The responsibility for safeguarding both your Liaison password and, if relevant, your Third-Party Site Password, rests solely with you. You are the only one accountable for all activities that transpire on your Account. If you become aware of any unauthorized use, you must inform Liaison without delay. Liaison holds no liability for losses incurred by any party due to unauthorized access to your Account.
Should unauthorized use of your account occur as a result of your failure to adhere to these Terms, you will be held responsible for any subsequent losses incurred by Liaison or others. Your account cannot be transferred to another party without obtaining written consent from Liaison and in strict compliance with the policies and procedures of Liaison.
Only individuals who are at least 18 years old and capable of forming legally binding agreements under relevant law are allowed to access and use the Platform. When you access or utilize the Platform, you are affirming and guaranteeing that you fulfill these criteria.
Service Professionals, by using or registering on the Platform to propose, post, or provide Pro Services, assure and assert that they and their associates, such as employees, agents, suppliers, contractors, and subcontractors, possess the necessary qualifications, experience, and required licensure, certification, bonding, and insurance. These must comply with all laws or regulations in the jurisdictions where the Pro Services are offered and specific to the work being undertaken. Furthermore, Service Professionals agree to adhere to all relevant laws, like the California Consumer Privacy Act, any other pertinent privacy laws, and the Telephone Consumer Protection Act, in their usage of the Platform and any personal data obtained from it.
Liaison's role is not as a seller or provider of Pro Services. It might offer home project consultations and associated on-Platform services to Consumers, but independent Service Professionals provide any Pro Services that may be requested as a result. Liaison makes no representation or warranty about these services, except as explicitly stated. Liaison’s facilitation of Pro Service transactions may include actions such as listing Service Professionals' profiles, enabling communication between Consumers and Service Professionals, assisting with appointment bookings, helping select a Service Professional, and processing payments. Consumers should recognize that this facilitation does not equate to a warranty regarding the Pro Services. Service Professionals must acknowledge that platform usage doesn't guarantee engagement, and Consumers must realize that they are directly soliciting Pro Services from the Service Professionals themselves.
Service Professionals are considered customers of Liaison and are not identified as employees, contractors, consultants, joint venturers, partners, or agents. They are responsible for their own equipment, job selection, expertise development, other platform engagements, and work schedules. Except as specifically outlined on the Platform or in this document, Liaison does not have control over or the right to dictate the services provided by a Service Professional, whether engaged by a Consumer or another individual.
Finally, Liaison may acquire reports concerning Service Professionals in compliance with applicable laws, possibly including criminal convictions or sex offender registration histories. Based on the outcomes of such reports, Liaison may take actions such as limiting, blocking, suspending, deactivating, or terminating a Service Professional's account, with or without notice. By being a Service Professional, you consent and authorize Liaison to use your personal details, like your full name and date of birth, to acquire these reports from its vendors. Any material criminal convictions occurring after such reports must be reported to Liaison by Service Professionals.
This section applies to all uses and users of our sites and services, unless we have specifically authorized an exception to a particular term for a particular user in a written agreement. We have sole and absolute discretion to authorize or deny any exception or exceptions to the terms in this section.
To maintain the integrity and functionality of our sites and services for its users, access to our sites and services and/or activities related to our sites and services that are harmful to, inconsistent with or disruptive of our sites and services and/or users beneficial use and enjoyment of our sites and services are expressly unauthorized and prohibited. For example, without limitation:
If you access our sites and services or copy, display, distribute, perform or create derivative works from our sites and services webpages or our intellectual property in violation of these TOU or for purposes inconsistent with these TOU, your access, copying, display, distribution, performance or derivative work is unauthorized. Circumvention of any technological restriction or security measure on our sites and services or any provision of these TOU that restricts content, conduct, accounts or access is expressly prohibited. For purposes of this paragraph, you agree that cached copies of our webpages on your computer or computer server constitute "copies" under the Copyright Act, 17 U.S.C. § 101. For purposes of this paragraph, you further agree that CAPTCHAs and telephone verification are "technological measures" that effectively control access to copyright-protected components and our intellectual property rights pursuant to 17 U.S.C. § 1201.
We and our representatives are not parties to, have no involvement or interest in, make no representations or warranties as to, and have no responsibility or liability with respect to any communications, transactions, interactions, disputes or any relations whatsoever between you and any other user, person or organization ("your interactions with others"). You must conduct any necessary, appropriate, prudent or judicious investigation, inquiry, research or due diligence with respect to your interactions with others.
We aim to provide tools that enable Users to sort out these disputes on their own. However, if a rare situation arises where a conflict related to the Platform cannot be settled independently, you commit to joining a neutral resolution or mediation at Liaison's request. This participation should be in good faith, and as much as you can reasonably do so, in a process led by Liaison or a neutral third-party mediator or arbitrator chosen by Liaison. Despite this, you acknowledge and accept that Liaison has no mandatory obligation to get involved in or dictate the resolution in any disagreements between or among Users or any third party.
In certain instances, we may charge a fee to post content or for other features, products, services or licenses. You are responsible for any fees applicable to content that you post or other features, products, services or licenses you purchase or that are purchased through your account. You authorize us or our designated payment processor to charge your specified credit card, debit card or other payment method for such fees.
Unless otherwise specified, all fees are in United States dollars and all charges will be made in United States dollars. Any applicable sales or other taxes are additional to the stated fee. Currency exchange settlements and foreign transaction fees are based on your agreement with your credit card or other payment method provider.
Except as required by law or otherwise stated on the site or in the services, all fees are nonrefundable and payments and purchases may not be canceled by the user. However, we reserve the right to refuse or terminate any purchase or attempted purchase at any time in our sole discretion.
You agree to indemnify and hold us and our representatives harmless from and against any third-party claim, cause of action, demand or damages related to or arising out of: (a) content that you post or transmit (including but not limited to content that a third-party deems defamatory or otherwise harmful or offensive); (b) activity that occurs through or by use of your account (including, without limitation, all content posted or transmitted and your interactions with others); (c) your use of or reliance on any user content; and (d) your violation of these TOU. This indemnification obligation includes payment of any attorneys' fees and costs incurred by us or our representatives. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate with our defense of these claims.
YOUR ACCESS TO, USE OF AND RELIANCE ON OUR SITES AND SERVICES AND CONTENT ACCESSED THROUGH OUR SITES AND SERVICES IS ENTIRELY AT YOUR OWN RISK. OUR SITES AND SERVICES (INCLUDING, WITHOUT LIMITATION, THE WEBSITES, PROGRAMS, SERVICES, FORUMS AND CONTENT ACCESSED THROUGH THE WEBSITES, PROGRAMS, SERVICES AND FORUMS) IS PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND.
ALL EXPRESS AND IMPLIED WARRANTIES (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) ARE EXPRESSLY DISCLAIMED.
WITHOUT LIMITING THE FOREGOING, WE ALSO DISCLAIM ALL WARRANTIES FOR OR WITH RESPECT TO: (A) THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF OUR SITES AND SERVICES AND CONTENT ACCESSED THROUGH OUR SITES AND SERVICES; (B) COMPUTER WORMS, VIRUSES, SPYWARE, ADWARE AND ANY OTHER MALWARE, MALICIOUS CODE OR HARMFUL CONTENT OR COMPONENTS ACCESSED, RECEIVED OR DISSEMINATED THROUGH, RELATED TO OR AS A RESULT OF OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES; AND/OR (C) ANY TRANSACTIONS OR POTENTIAL TRANSACTIONS, GOODS OR SERVICES PROMISED OR EXCHANGED, INFORMATION OR ADVICE OFFERED OR EXCHANGED, OR OTHER CONTENT, INTERACTIONS, REPRESENTATIONS OR COMMUNICATIONS THROUGH, RELATED TO OR AS A RESULT OF USE OF OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES (INCLUDING, WITHOUT LIMITATION, ACCESSED THROUGH ANY LINKS ON OUR SITES AND SERVICES OR IN CONTENT).
YOU ACKNOWLEDGE AND AGREE THAT LIAISON DOES NOT HAVE AN OBLIGATION, BUT RESERVES THE RIGHT FOR ANY REASON, TO (A) MONITOR OR REVIEW USER CONTENT; OR (B) FOR ANY PERMISSIBLE PURPOSE, CONDUCT IDENTITY VERIFICATION, BACKGROUND (INCLUDING CRIMINAL BACKGROUND) OR REGISTERED SEX OFFENDER CHECKS ON ANY USER, INCLUDING BUT NOT LIMITED TO SERVICE PROFESSIONALS AND CONSUMERS.
NOTWITHSTANDING THE PREVIOUS STATEMENTS, LIAISON, ALONG WITH ITS AFFILIATES AND SUBSIDIARIES, AS WELL AS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, EXPRESSLY RENOUNCE ALL WARRANTIES. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, APPROPRIATENESS FOR A SPECIFIC USE, UNDISTURBED ENJOYMENT, OR NON-INFRINGEMENT. FURTHERMORE, ANY WARRANTIES THAT MAY HAVE DEVELOPED THROUGH REGULAR CONDUCT, DEALING, OR TRADE USAGE; ANY PROMISES, GUARANTEES, OR ASSERTIONS RELATED TO THIS PLATFORM OR THE PRO SERVICES PROVIDED ON OR VIA THIS PLATFORM; AND ANY WARRANTIES CONCERNING THE INTEGRITY, RELEVANCE, VERACITY, PRECISION, OR COMPREHENSIVENESS OF ANY DATA OR MATERIAL ON THE PLATFORM, INCLUDING ALL COLLECTIVE CONTENT, ARE EXPLICITLY DISCLAIMED. LIAISON DOES NOT GUARANTEE THAT THE PLATFORM OR PROFESSIONAL SERVICES (PRO SERVICES) WILL ALIGN WITH YOUR SPECIFIC NEEDS, NOR WILL THEY BE UNINTERRUPTED, SECURE, OR WITHOUT ERRORS. NO RESPONSIBILITY IS ASSUMED BY LIAISON FOR ANY HARM TO YOUR COMPUTER OR OTHER POSSESSIONS RESULTING FROM YOUR USE OF THE PLATFORM. FURTHERMORE, LIAISON WILL NOT BE HELD ACCOUNTABLE FOR ANY LOSS OR HARM OF ANY SORT STEMMING FROM THE UTILIZATION OF ANY DATA, CONTENT, OR MATERIALS MADE AVAILABLE VIA THE PLATFORM. THIS INCLUDES DEFAMATORY, OFFENSIVE, OR ILLEGAL BEHAVIOR BY THIRD PARTIES. NO ASSURANCE IS GIVEN, AND NOTHING SAID OR WRITTEN BY LIAISON OR THROUGH THE PLATFORM WILL ESTABLISH A WARRANTY NOT CLEARLY STATED HEREIN.
AS A USER OF THE PLATFORM, YOU ARE EXCLUSIVELY RESPONSIBLE FOR ALL COMMUNICATIONS AND ENGAGEMENTS WITH OTHER USERS OR PEOPLE YOU COME INTO CONTACT WITH AS A RESULT OF USING THE PLATFORM. THIS RESPONSIBILITY ENCOMPASSES INTERACTIONS WITH CONSUMERS, SERVICE PROFESSIONALS, OR RECIPIENTS OF SERVICES. LIAISON NEITHER ATTEMPTS TO AUTHENTICATE THE STATEMENTS OF PLATFORM USERS NOR SCRUTINIZES OR EVALUATES ANY PRO SERVICES. THERE ARE NO WARRANTIES OR REPRESENTATIONS MADE BY LIAISON CONCERNING THE BEHAVIOR OF PLATFORM USERS OR THEIR COMPATIBILITY WITH CURRENT OR FUTURE USERS. IF YOU CHOOSE TO MEET IN PERSON OR OFFLINE, OR IF YOU PROVIDE OR RECEIVE PRO SERVICES, YOU AGREE TO EXERCISE REASONABLE CARE IN ALL DEALINGS AND COMMUNICATIONS WITH OTHER PLATFORM USERS AND INDIVIDUALS. LIAISON CATEGORICALLY RENOUNCES ALL LIABILITY FOR ANY ACTS OR FAILURES BY ANY USERS OR THIRD PARTIES.
LASTLY, LIAISON MAY GIVE PHONE NUMBERS AND EMAILS PROVIDED BY CONSUMERS TO SERVICE PROFESSIONALS IN RELATION TO A REQUEST. HOWEVER, THESE NUMBERS ARE UNVERIFIED, AND LIAISON DOES NOT ASSURE OR REPRESENT THEIR ACCURACY.
THESE DISCLAIMERS WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Some jurisdictions do not allow disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers as to implied warranties may not apply.
YOU RECOGNIZE AND CONSENT THAT, IN ACCORDANCE WITH THE FULLEST EXTENT ALLOWED BY LAW, ANY RISKS STEMMING FROM YOUR INTERACTION WITH AND UTILIZATION OF THE PLATFORM AND COLLECTIVE CONTENT, AS WELL AS YOUR ENGAGEMENT IN OFFERING OR RECEIVING PRO SERVICES VIA THE PLATFORM OR YOUR REQUESTS FOR SUCH SERVICES, AND ANY CONTACT YOU MAY HAVE WITH OTHER LIAISON USERS OR THIRD-PARTIES, WHETHER ONLINE OR IN PERSON, ARE ENTIRELY YOUR RESPONSIBILITY. WE AND OUR REPRESENTATIVES WILL UNDER NO CIRCUMSTANCES BE LIABLE FOR ANY ACCESS TO, USE OF OR RELIANCE ON OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES BY YOU OR ANYONE ELSE, OR FOR ANY TRANSACTIONS, COMMUNICATIONS, INTERACTIONS, DISPUTES OR RELATIONS BETWEEN YOU AND ANY OTHER PERSON OR ORGANIZATION ARISING OUT OF OR RELATED TO OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES, INCLUDING BUT NOT LIMITED TO LIABILITY FOR INJUNCTIVE RELIEF AS WELL AS FOR ANY HARM, INJURY, LOSS OR DAMAGES OF ANY KIND INCURRED BY YOU OR ANYONE ELSE (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, STATUTORY, EXEMPLARY OR PUNITIVE DAMAGES, EVEN IF WE OR OUR REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). THIS LIMITATION OF LIABILITY APPLIES REGARDLESS OF, BUT IS NOT RESTRICTED TO, WHETHER THE ALLEGED LIABILITY, HARM, INJURY, LOSS OR DAMAGES AROSE FROM AUTHORIZED OR UNAUTHORIZED ACCESS TO OR USE OF OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES; ANY INABILITY TO ACCESS OR USE OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES, OR ANY REMOVAL, DELETION, LIMITATION, MODIFICATION, INTERRUPTION, SUSPENSION, DISCONTINUANCE OR TERMINATION OF OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES. NOTHING IN THESE TOU WILL AFFECT THE STATUTORY RIGHTS OF ANY CONSUMER.
THESE LIMITATIONS WILL ALSO APPLY WITH RESPECT TO DAMAGES RESULTING FROM ANY TRANSACTIONS OR POTENTIAL TRANSACTIONS, GOODS OR SERVICES PROMISED OR EXCHANGED, INFORMATION OR ADVICE OFFERED OR EXCHANGED, OR OTHER CONTENT, INTERACTIONS, REPRESENTATIONS, COMMUNICATIONS OR RELATIONS THROUGH, RELATED TO OR AS A RESULT OF OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES (INCLUDING, WITHOUT LIMITATION, ANY LINKS ON OUR SITES AND SERVICES AND LINKS IN CONTENT ACCESSED THROUGH OUR SITES AND SERVICES).
IN NO EVENT WILL OUR OR OUR REPRESENTATIVES LIABILITY IN CONNECTION WITH ACCESS TO, USE OF OR RELIANCE ON OUR SITES AND SERVICES OR CONTENT ACCESSED THROUGH OUR SITES AND SERVICES BY YOU EXCEED THE AMOUNTS PAID BY YOU TO US, IF ANY. TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID BY YOU DURING THE SIX (6) MONTHS PRECEDING THE BRINGING OF ANY CLAIM, OR FIVE HUNDRED DOLLARS ($500.00), WHICHEVER IS LESS. YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID PROVIDER ANY AMOUNTS IN THE SIX (6) MONTHS PRECEDING THE BRINGING OF ANY CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE IS TO STOP USING OUR SITES AND SERVICES AND TO CANCEL YOUR ACCOUNT, IF ANY.
You hereby release us and each of our representatives, and their respective subsidiaries, affiliates, successors, predecessors, assigns, heirs, service providers and suppliers, from all claims, demands and damages of every kind and nature, known and unknown, direct and indirect, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to our sites and services or content accessed through our sites and services, or any interactions with others arising out of or related to our sites and services or content accessed through our sites and services, and you expressly waive the provisions of California Civil Code Section 1542 (and any similar laws in other jurisdictions), which provides: "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."
THESE LIMITATIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
At our election, we may seek actual or liquidated damages. In addition to any injunctive relief, you agree to pay to us the total amount of all actual damages (including but not limited to direct, indirect, consequential and incidental damages) caused by any violation of these TOU for which you bear responsibility; except you acknowledge that, for certain TOU violations, actual damages would be extremely difficult or impossible to quantify. Consequently, for such TOU violations, you agree to pay liquidated damages to us as described in our liquidated damages policy, which can be found here.
Furthermore, you agree that the amounts of liquidated damages described therein are reasonable estimates of our damages for such violations, and that liquidated damages for violations of these TOU are and will be cumulative.
You acknowledge and agree that any violation or breach of these TOU may cause us immediate and irreparable harm and damages. Consequently, notwithstanding any other provision of these TOU or other applicable legal requirements, we have the right to, and may in our discretion, immediately obtain preliminary injunctive relief (including, without limitation, temporary restraining orders) and seek permanent injunctive relief regarding any violation or breach of these TOU. In addition to any and all other remedies available to us in law or in equity, we may seek specific performance of any term in these TOU, including but not limited to by preliminary or permanent injunction.
We reserve the right to disclose any personal information about you or your use of our sites and services, including its contents, without your prior permission if we have a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process; (2) protect and defend our rights and property or our affiliated companies; (3) enforce these TOU; or (4) act to protect the interests of our users or others. Our performance of these TOU is subject to existing laws and legal process, and nothing contained in this TOU is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your use of our sites and services or information provided to or gathered by us with respect to such use.
Notice to Users; Response Time; User Objections: Upon receipt of a valid civil subpoena, we will promptly notify the user whose information is sought via email. If circumstances do not amount to an emergency, we will not immediately produce the user information sought by the subpoena and will provide the user an opportunity to move to quash the subpoena in court. Users should consult with an attorney should they object to the disclosure of their information. We will disclose the information requested by the subpoena or legal request unless we receive a copy of a request for court order that we not do so no later than noon on the day that is two days before our compliance with the request is due.
In accordance with the Digital Millennium Copyright Act of 1998 (“DMCA”), the text of which can be found on the U.S. Copyright Office website at: http://www.copyright.gov/legislation/dmca.pdf, we will respond expeditiously to claims of copyright infringement committed using our sites and services that are properly reported to our Copyright Agent identified below.
If you are a copyright owner, or are authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through our sites or services by sending a DMCA notice and delivering it to our Copyright Agent. Upon receipt of the notice as described below, we will take whatever action, in our sole discretion, we deem appropriate, including removal of the challenged material from our site or service. The notice must:
Email us this notice, with all items completed, to our Copyright Agent with the subject line “DMCA Complaint”. You acknowledge if you fail to comply with all of the above requirements, your DMCA notice may not be valid.
In appropriate circumstances and at our sole discretion, we may disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others.
Liaison's Platform imposes Fees in relation to its use.
For obtaining specific services on the Platform, including receiving contacts, bookings, or payments from Consumers or others, Service Professionals may pay Fees to Liaison. If Consumers or other individuals contact or book you about a Pro Service that aligns with your targeting preferences, Liaison will automatically charge the payment method stored on your account. Fees might also be charged to your stored payment method or deducted from your Liaison balance for other reasons, such as cancellation fees or specific services based on prior agreements. Fees can also be subtracted from the total amount that a Consumer pays for a particular Pro Service. You must keep at least one valid payment method on file to use Liaison, in accordance with our Stored Payment Terms and Conditions. You may also need to establish a weekly spending limit or Budget, as detailed below, and except as specified in our Refund Policy, all sales and Fees are final and non-refundable on Liaison.
As a Service Professional, Liaison may mandate that you establish one or more weekly spending limits (referred to as "Budgets") for specific Fees over a certain time frame ("Budget Period"). The types of leads or Fees that apply to your Budget will be made known to you when you set it. Liaison may charge your stored payment method beyond your Budget for Fees not included in your Budget or if you permit Liaison to do so. Your Budget isn’t a subscription and isn’t charged upfront. You'll be charged Fees, and the ones covered by a Budget will not go over your stated Budget without your consent. Although Liaison may provide an estimate of the number of Consumers who might contact you, there are no guarantees, and actual outcomes may differ.
The duration of the Budget Period is identified when you set your Budget. It remains the same within that Budget Period but can be altered for future ones. If the length changes, you can adjust your Budget, or Liaison will automatically do it for you. For example, a one-week $50 Budget will be automatically adjusted to $100 for a two-week period if you don't manually change it. Changes can be made to your Budget at any time, even mid-Budget Period, and if you don't alter it prior to the next Budget Period, the existing one will automatically carry over.
For Service Professionals using Liaison, charges can happen at various points:
If You Are New to Liaison: If you lack sufficient purchasing history, your payment method will be charged every time a Consumer contacts or books you and your Liaison balance isn't sufficient.
If You Have a Sufficient Purchasing History: Liaison may periodically charge your payment method for total Fees when you are contacted by Consumers. Liaison might adjust the frequency of charges, which may not align with the Budget Period.
There might also be services with different payment timings.
For typical charges, Liaison will try the default payment method first. If unsuccessful, Liaison may attempt other associated payment methods. If details change, your provider may update us, and we may use the new information to prevent Pro Services interruption.
Penalty Fees might be charged by Liaison for issues like fraud, misconduct, late payment, or other Term violations. Some penalty Fees, like cancellation Fees, are also disclosed directly in the Platform.
Regardless of an active Account, you must pay all applicable Fees. If unpaid, Liaison has the right to recover payment and possibly terminate or suspend your Account. Any communication about unpaid Fees will be electronic.
Taxes might be exclusive of the required payments by these Terms. Some jurisdictions might require us to collect Taxes in connection with the Pro Services, which you will bear. Liaison can determine your tax jurisdiction as needed, and you will pay taxes to Liaison if they are included in an invoice. You also understand that you are responsible for your tax obligations and must consult your own tax advisers, as we don't provide specific tax advice to either Service Professionals or Consumers.
Your agreement with Liaison regarding the Stored Payment Method remains in effect indefinitely unless you ask for the deletion of this information. If you request the removal of your Stored Payment Method, you will not be able to pay for Pro Services or appear in the search results for Pro Services on Liaison since all Service Professionals must have a Stored Payment Method on their accounts to utilize Liaison. The only exception to this would be if you choose to add a new payment method to your account.
"Liaison Advertising" or "Liaison Ads" refers to a continuous advertising subscription that places you at the forefront of Liaison's directory pages and is available on some sites. When consumers look for Service Professionals, explore questions asked by other consumers, or read professional articles authored by Service Professionals, your advertisement appears at the top. Liaison Advertising provides options for personalizing your ad message, displaying various ways to contact you, and showcasing profile details not shown in Liaison's standard directory listings.
A tracking phone number will be allocated by Liaison to your Liaison Advertising to monitor your analytics.
Your Liaison Advertising will be highlighted for inquiries that align with the practice areas and locations you've agreed to. The geographic position is defined by the location entered during the search and/or any available geographic information from where the search started.
We make every effort to fulfill the demand for Liaison Advertising, but there might be occasions when advertising in your region is fully booked. In such cases, your subscription will be backordered until space opens up, and we will process backorders on a first-come, first-served principle. This backordered subscription will reserve your spot in the advertising queue, and your Liaison Advertising subscription fee will only be charged once your subscription is active.
On the Liaison platform, payments between Consumers and Service Professionals, known as "Marketplace Payments," may be carried out through Liaison's payment processing partner, Stripe. However, Liaison is not involved as a party in these Marketplace Payments or any related Pro Services. Marketplace Payments are generally restricted to services only, with payments for tangible personal property being prohibited unless stated otherwise.
By accepting these terms or by continuing as a Service Professional on the Platform, you authorize Liaison to act on your behalf as your agent. This authorization is limited to facilitating and receiving Marketplace Payments through Stripe as described here. You recognize and agree that once a Marketplace Payment is executed through the Liaison Platform, the obligation of the paying User is considered fulfilled by the receiving User when Liaison receives the Marketplace Payment. This is as if the paying User had made the payment directly to the receiving User, subject to any rights you might have concerning disputes over Marketplace Payments.
Liaison's role is not that of a direct provider or seller of professional services. Unless outlined in a separate contract where Liaison is an explicit party, the platform does not directly or indirectly provide or offer any professional services. When a Consumer books or pays for Pro Services or receives a quote related to Pro Services on the Platform, the Consumer is entering into a contract with the Service Professional who provides those services.
Despite facilitating the booking or payment process, you must recognize and agree that Liaison (i) neither offers, sells, supplies, nor subcontracts any Pro Services, and (ii) holds no liability concerning any Pro Services. The only exception is what's expressly covered in the Liaison Guarantee, which applies solely in connection with Liaison's role as a marketplace, not as a provider of Pro Services.
Regardless of Liaison's position as a payment facilitator, every Service Professional who gets paid through Marketplace Payments must acknowledge and agree to perform the Pro Service according to their agreement with the Consumer. They must also address any substantial deviations from the contract.
For those operating as Service Professionals on Liaison and receiving Marketplace Payments from Consumers, adherence to the Stripe Connected Account Agreement is mandatory, and this includes compliance with the Stripe Services Agreement. Prior to accepting a Marketplace Payment or committing to perform services, Service Professionals must ensure their ability to fulfill the Stripe agreements. A crucial note is that a social security number or employer identification number will be necessary to receive these payments.
By engaging as a Service Professional on Liaison, you signify your agreement to abide by the Stripe Connected Account Agreement and Stripe Services Agreement, even if Stripe modifies these agreements over time. It is required that you furnish Liaison with precise and comprehensive information about yourself and your enterprise. You also permit Liaison to divulge this information, along with transaction details linked to the payment processing services supplied by Stripe. Furthermore, you consent to Liaison debiting your Stripe account if there are disagreements with Consumers.
Liaison holds the authority to execute such debits and to defer final disbursements until after a dispute investigation. Liaison's ultimate decision on disputes will be at their exclusive discretion. As a Service Professional, you should recognize that any Marketplace Payments you may accumulate on the Platform are liable to these resolutions. Also, you concur that Liaison may annul payments deposited into a Service Professional's Stripe Connected Account if a customer repayment or guarantee disbursement is justified, particularly if linked to conduct or inactivity that violates these Terms.
For Consumers partaking in Marketplace Payments through Stripe, your agreement is required to disburse all sums owed promptly with your chosen payment method. You are also authorizing Stripe to invoice your chosen payment method for owed amounts, be it for recurring or one-time fees. It is your responsibility to maintain the accuracy and current status of all payment information. Your agreement to our Stored Payment Terms and Conditions is implied when you record a payment method with us. It's vital not to distribute your payment card, bank account, or any other financial information with other Users.
Though measures are taken to safeguard all payment methods and personal financial details, we explicitly renounce any responsibility to you, and you consent to absolve us from any harm you might experience due to the unintended leakage of your personal financial information.
Through Liaison, you may have the option to conduct Marketplace Payments using various means such as credit, debit, or prepaid cards, linking to your bank account, or employing any other endorsed payment method. In our sole and absolute discretion, we retain the authority to revoke your privilege to execute payments using one or multiple authorized payment methods.
Should you opt for your bank account as the mechanism for Marketplace Payment, you provide authorization to Stripe for the execution of Automated Clearing House (“ACH”) deductions from said account. Additionally, you permit any inquiries deemed essential by us to authenticate any disputes related to payments made to us or another User. These inquiries may encompass ordering a credit report, conducting other credit assessments, or corroborating the information supplied by you with third-party databases. You sanction Liaison or our service provider to initiate one or more ACH debit entries or form an equivalent bank draft for the defined amount(s), and the bank holding your account is authorized by you to make such deductions. This includes the deduction of payments as stipulated in amounts and frequency in your Account, with this authorization persisting until you provide a written cancellation. Changes to your account details or the termination of your authorization must be communicated to us at least five days before your forthcoming payment.
Should the full payment not be processed simultaneously by us, partial debits from your bank account are hereby authorized by you, provided that they do not surpass the complete amount of your order. You consent to bear any ACH fees or penalties that either you or we may accrue in connection with the transactions you have approved. Based on your state of residence, these return fees will differ and may be added to your payment amount and deducted from your bank account if an ACH debit is resubmitted due to inadequate funds. We retain the right to initiate either a collection process or legal proceedings to recover any outstanding sums. You agree to cover all associated costs, including reasonable attorneys' fees. Any fraudulent, erroneous, or unauthorized transactions from your bank account are subject to federal law limitations on your liability. This is based on the promptness with which you report them to your financial institution, a deadline of no more than 60 days after the transaction in question appears on your bank account statement. Consult your bank to understand the procedures and regulations that govern unauthorized transactions and the limitations on your responsibilities.
As noted above, the use of certain of our sites and services also have supplemental terms based on the subject matter and content of the specific site or services, including our sites and services set forth below. You can find the supplemental terms governing those specific sites and services below:
Some sites offer the option to enroll in a monthly or yearly subscription for certain services.
During the Subscriber's Agreement Term with Liaison, the Subscriber is granted access to Products and Services, including: (i) a back-end that operates in the cloud, where it performs functions such as storing, analyzing, managing, distributing, and processing data; and (ii) front-end clients such as mobile applications, web interfaces, plugins, and system connectors, facilitating the retrieval, presentation, distribution, and management of various aspects of the Subscriber's business. Liaison's solutions enable the Subscriber to manage all relevant facets of their online marketing campaign in a singular location (the Liaison Platform) by utilizing these Products and Services. Some functionalities or access within the platform might necessitate a distinct Subscription or adherence to supplementary terms and conditions.
Below is an explanation of the capitalized terms as mentioned in the Agreement:
The Subscriber is obligated to pay Liaison the total amounts due according to the Agreement, with payments to be made in full on the specified due date(s). The Subscriber grants Liaison irrevocable permission to charge the provided credit card for all such amounts when they are due throughout the Term. Should the designated credit card account be canceled, replaced, renewed, lost, or stolen, the Subscriber agrees to notify Liaison in writing. All due amounts will be automatically charged in advance and are non-refundable. If the Subscriber fails to pay any Subscription Cost on any Liaison agreement, Liaison is not obligated to provide any Subscriptions.
Should Liaison suspend any Subscriptions due to non-payment by the Subscriber, the Subscriber consents to owing all amounts that would have been due for the rest of the Term of the suspended Subscriptions, as though they had not been suspended. In the event that Liaison does not receive payment on time for any amount owed under the Agreement, the Subscriber agrees to pay all amounts pursuant to the Agreement immediately upon request. Furthermore, the Subscriber will cover Liaison for any charges and fees incurred while collecting delinquent Subscription Cost(s). If there are any past due balances, the Subscriber may be charged up to the maximum legal interest rate, where such interest is deemed liquidated damages and not considered a penalty.
You have the option to add, change, remove, elevate, or reduce (Subscription Modification) specific Subscriptions through the Platform. When a Subscription Modification occurs, you grant us permission to charge the newly prorated amount for the existing Term and to invoice the total revised Subscription Cost for all merged Subscriptions going forward to the corresponding payment method connected with your account. It is essential to understand that reducing your plan might result in the loss of data, information, features, or other functionalities tied to your account, and it may also lead to a re-evaluation of your projected future growth metrics. All risks associated with downgrading any service are yours, and you absolve Liaison from any responsibility or outcomes linked to it. In certain instances, Liaison may introduce, alter, phase out, decrease, or eliminate particular features and functionalities, but such modifications will not substantially negatively affect the Subscriber's utilization of the Products and Services. If such changes occur, the Subscriber's only recourse is to notify the termination of the concerned Subscription within thirty (30) days from the notice of alteration.
Occasionally, Liaison might introduce features or services that are governed by distinct terms and possibly additional charges. You may not utilize these extra features and services unless you accept the relevant terms. Liaison might also grant access to subscriptions, features, or services identified as beta or pre-release. You recognize that these services are still under development and may contain bugs or errors, be incomplete, undergo significant alterations before full commercial release, or may never be commercially launched. Notwithstanding any other clause of this Agreement, any utilization or reliance on beta or pre-release subscriptions, features, or services is at the Subscriber's risk and provided on an "as-is" basis without any warranty, and Liaison's indemnity Section herein does not apply to such beta or pre-release features or services.
The Subscriber recognizes that various factors influence search outcomes, search engine positions, and advertising outcomes. Liaison makes no commitments or guarantees regarding the position, placement, or rank of the Website or advertisement within any search engine or advertising network channel. No representations, warranties, or guarantees concerning the Subscriptions' results or performance, such as the Internet traffic's quality or quantity, or the business or revenue that the Subscriptions may generate, have been made by Liaison to the Subscriber. Liaison may utilize collective data from all Subscribers to generate audience insights, which might be applied for general advertising and possible consumer profiling. Additionally, the Subscriber explicitly affirms that they are not depending on anything (whether conveyed in writing or verbally) beyond the terms stipulated in this written agreement.
Exclusively, Liaison owns the Technology and any enhancements to it, regardless of whether they are developed under this Agreement ("Liaison Proprietary Data"). The Subscriber will neither acquire an ownership stake due to this Agreement nor attempt to obtain any Liaison Proprietary Data. On the other hand, Subscriber Data remains the sole property of the Subscriber. It is clearly understood that the Subscriber will never possess any rights, title, viewing privileges, or ownership of any aspect of Machine Learning Advertising and/or SAM.
Neither party will, during the Term and thereafter, disclose, utilize, or furnish the other's confidential information and/or property to a third party, except as specifically outlined in this Agreement or as required for the Parties to fulfill their duties or assert or uphold their rights under this Agreement. Additionally, the Subscriber will never gain any rights, title, or ownership over any portion of the Products and Services.
Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the site, please contact us. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services by mail at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210. Please be sure to identify the specific website, software, or service about which you have a question or complaint and how we can contact you.
We believe we will be able to resolve most disputes or issues you may have using our sites and services. In the unlikely event we are not able to resolve a dispute or issue, we prefer to specify now what each of us should expect in order to avoid any confusion later. Accordingly, you agree to the following resolution process.
Since we always prefer to find ways to satisfy you as quickly and efficiently as possible, before initiating any arbitration proceeding, you agree to first discuss the matter informally with us for at least 30 days. To do that, please send your full name and contact information, your concern and your proposed solution by email and mail to us at: Liaison, Inc 1301 San Bernard St., Austin, TX 78702, U.S.A, Attn: Legal Department.
If we are unable to mutually agree upon a resolution after the 30-day period, you agree that any claim you may have against us regarding these TOU or our sites and services will be resolved through binding arbitration administered by JAMS and governed by the then current JAMS Streamlined Arbitration Rules and Procedures. It is important to us that we address any issues you might have promptly. To help us do that, you agree to begin any arbitration within one year after your claim arose; otherwise, your claim is waived.
We prefer to resolve our issues with you directly and, accordingly, you agree to arbitrate with us only in your individual capacity, not as a representative or member of a class. As such, your claims may not be joined with any other claims and there will be no authority for any dispute to be arbitrated on a class-action basis or brought by a purported class representative.
You agree that arbitration will be exclusively held in Harris County, Texas and that each party will be responsible for its own costs, including paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. In order to select an arbitrator, each party agrees to provide a list of two available arbitrators that have experience with the subject matter. Each party may strike one of the names on the other party's list. The parties will select an arbitrator out of the remaining two arbitrator names. If the parties cannot mutually agree on one arbitrator, JAMS will choose the arbitrator randomly from the two remaining arbitrators. It is important that you understand that the arbitrator's decision will be binding and may be entered as a judgment in any court of competent jurisdiction. If you're not sure what all of this means, of course please feel free to ask an attorney.
Both parties recognize that without this obligatory arbitration clause, they would possess the right to take legal action in court and to request a jury trial. They also comprehend that there might be cases where the expenses related to arbitration could surpass those of pursuing litigation, and that the opportunity to obtain discovery might be more restricted in arbitration compared to a court proceeding.
Class Action Waiver: Both parties agree that the arbitration will proceed solely on an individual basis and not in any class or representative action. The right to initiate or participate in a class action or any other representative action is expressly waived by the parties. YOU AND LIAISON CONCUR THAT CLAIMS CAN ONLY BE BROUGHT AGAINST EACH OTHER IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR MEMBER IN ANY ALLEGED CLASS OR REPRESENTATIVE LEGAL PROCEEDING. Should a court or arbitrator find the class action waiver in this paragraph to be void or unenforceable for any reason, or if it is determined that arbitration can proceed on a class basis, then the entire arbitration agreement outlined above will be considered null and void, and the parties will be regarded as having not agreed to arbitrate disputes.
Exception: Claims Concerning Intellectual Property and Small Claims Court Cases: Despite the mutual agreement of the parties to settle all disputes via arbitration, either party has the right to bring enforcement actions, validity assessments, or claims stemming from theft, piracy, or unauthorized exploitation of intellectual property in state or federal court, or in the U.S. Patent and Trademark Office to safeguard their or our intellectual property rights ("intellectual property rights'' here refer to patents, copyrights, moral rights, trademarks, trade dress, and trade secrets, but not privacy or publicity rights). For disputes or claims within the scope of its jurisdiction, either party may also pursue remedies in a small claims court.
Right to Opt Out Within 30 Days: The right to opt out and not be subject to the arbitration and class action waiver stipulations mentioned above is yours. By sending a written notice of your decision to opt out (from the email address associated with your Liaison account) with the subject line "ARBITRATION AND CLASS ACTION WAIVER OPT-OUT," you can exercise this right. The notice has to be dispatched within thirty (30) days of either the Effective Date of these Terms or your initial use of the Platform; failing to do so means you will be obliged to settle disputes following the conditions of those paragraphs. If you choose to opt out of these arbitration terms, Liaison will also not be bound by them.
Survival: The provisions within this Arbitration and Class Action Waiver section shall continue to be effective even after the termination of your Account or the Platform.
All aspects of the relationship between you and Liaison, as well as the Terms, will be governed by the laws of Texas, without considering its conflict of law principles. Any claims or disputes against Liaison that are not destined for arbitration must be addressed in a court situated in Travis County, Texas, or a United States District Court in the Western District of Texas, based in Austin, Texas, unless the parties agree otherwise. You consent to the personal jurisdiction of these courts in Travis County or the Western District of Texas for the purpose of litigating any such claims or disputes not going to arbitration. You willingly renounce any jurisdictional and venue defenses that might otherwise be available to you.
User's Acknowledgment and Acceptance of Terms: ("Liaison," "we," "us," or "our") and its affiliates provides these SMS Terms and Conditions (the "SMS Terms"), which govern the provision and delivery of text messages by us or our text message service providers to you. Liaison provides this service to Service Professionals and Consumers.
We, our affiliates, or our service providers send text messages to: (1) provide you with information you requested from Liaison; (2) inform you of improvements, features, or Liaison services that may be of interest to you; (3) facilitate the matching of Consumers with Service Professionals, and (4) respond to your inquiries regarding your account or use of Liaison.
By agreeing to receive text messages, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by emailing us with "Revoke Electronic Consent" in the subject line.
To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, email support with contact information and the address for delivery.
By signing up to receive text messages, you agree that Liaison or its agents and affiliates may use any automated or non-automated technology to send you informational and/or promotional text messages. The types of text messages you will receive depend on the SMS campaign(s) you opted into. You understand that you are not required to receive text messages as a condition of purchasing property, goods, or services from Liaison.
We do not charge you for its text message program. But message and data rates may apply, so depending on your plan with your wireless or other applicable provider, you may be charged by your carrier or other applicable provider.
By submitting your information you authorize the operator of this website and its affiliates and partners to send you an automated prerecorded call confirming your request along with calls and/or SMS text messages from up to five companies that can help you with your request to the land-line or mobile phone number you provided, and you understand that they may use automated phone technology to call or text you and that your consent is not required to purchase products or services.
Frequency of Text Messages: We may send you an initial message confirming that we have received your opt-in. After that, you will receive recurring text messages, and the specific amount may vary depending on how you use our services and whether you take steps to generate additional text messages from us (such as replying HELP to one of our text messages).
Participating Carriers: Content is not available on all carriers and carrier participation could change. As of September 24, 2015, our text messages can be sent through the following carriers: AT&T, T-Mobile USA, Verizon Wireless, Sprint, Advantage Cellular (DTC Wireless), Aio Wireless, Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Boost Mobile, Carolina West Wireless, CellCom, Cellular One of East Central IL (ECIT), Cellular One of Northeast Arizona, Cellular One of Northeast Pennsylvania, Chariton Valley Cellular, Cricket, Coral Wireless (Mobi PCS), Cross, C-Spire (CellSouth), Duet IP (Maximum Communications New Core Wireless), Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Google Voice, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless/PC Man), Metro PCS, Mosaic (Consolidated or CTC Telecom), MTA Communications, MTPCS (Cellular One Nation), Nex-Tech Wireless, NTelos, Panhandle Communications, Peoples Wireless, Pine Cellular, Pioneer, Plateau (Texas RSA 3 Ltd), RINA, Sagebrush Cellular (Nemont), SI Wireless/Mobile Nation, Simmetry (TMP Corporation), SouthernLinc, SRT Wireless, Thumb Cellular, Union Wireless, United Wireless, U.S. Cellular, Viaero Wireless, Virgin Mobile, and West Central (WCC or 5 Star Wireless). The content is not compatible with all cell phone models. Liaison will not be liable for any delays in the receipt of any SMS messages or changes to the participating carriers as delivery is subject to effective transmission from your carrier with active participation at that time.
Opting Out of Text Messages: If you no longer want to receive text messages, you may text STOP at any time. After doing so, we will send you confirmation of your opt-out via text message. If you have revoked consent and want to re-enroll in our text message program, you can re-enroll by contacting support.
Modifications to these SMS Terms: We reserve the right to modify these SMS Terms, or any part thereof, or add or remove terms at any time, and such modifications, additions or deletions will be effective immediately upon posting. Your continued enrollment in our text messaging program shall be deemed to constitute acceptance by you of such modifications, additions or deletions.
Force Majeure: Excluding the obligations related to payment, neither you nor Liaison will be held accountable to the other for any delay or failure in performing under the TOU, if the cause is beyond either party's control and without fault or negligence. Such causes might encompass fires, floods, earthquakes, strikes, lack of essential utilities, blackouts, epidemics, acts of war (declared or undeclared), regulatory agency actions, or other catastrophes.
No Third-Party Beneficiaries: Except as explicitly stated within these TOU, you concur that there will be no beneficiaries of these TOU who are not a party to them.
Contacting You and E-SIGN Consent: Liaison may send notices to you via email, standard mail, or by posting on the Platform. With your agreement, Liaison, Consumers, Service Professionals, or others may contact you via phone or text messages. By consenting to receive phone calls or text messages, you also agree to an electronic record documenting your consent. You can revoke this consent by emailing "Revoke Electronic Consent.
Waiver: Failing to assert any right or provision under these TOU will not constitute a waiver of that or any other provision. No waiver of any term will be considered a continuing waiver of that term or any other.
Statute of Limitations: Any claims related to the Platform or Pro Services must begin within one year after the cause of action arises, notwithstanding any legal exceptions. Any claim not brought within this timeframe is permanently barred. This limitation does not apply to New Jersey residents.
Section Headings: The headings in these TOU are for convenience and do not have legal or contractual significance.
Liaison may monitor communications between Consumers and Service Professionals that take place outside of the Platform, such as via email, phone call, SMS text message, third-party websites, or other means, in order to ensure the proper charging of Fees and adherence to these TOU. This tracking might include obscuring or replacing Service Professional contact information on their profile with alternative contact details that forward to the Service Professional, or other measures designed to track such communications. Except as specifically stated here, Liaison will not review or record the content of communications that do not interact with the Liaison Platform without first obtaining your consent.
For the purpose of fraud prevention, proper charging of Fees, enforcing these TOU, and for quality and training, text messages between a Consumer and Service Professional using the phone numbers available on the Platform may be tracked by Liaison using a third-party service provider. As part of this process, both Liaison and the service provider will receive and store real-time data concerning your text messages, such as the content of the text message, the phone number, and the date and time when the message was sent.
Liaison has the right to display public advertisements, sponsored content, and other types of paid information. The way in which this advertising is presented can change without any specific notification to you. Service Professionals may pay Liaison to be highlighted in search results, leading them to rank higher. Any Service Professionals who have taken advantage of this will be clearly marked in the applicable search results. To qualify for an enhancement in search rankings, Service Professionals must meet certain quality standards that Liaison may enforce. These standards are subject to alteration at any time without prior notice.
In addition to the terms and conditions of these TOU, any sweepstakes, contests, raffles or similar promotions (collectively, "Promotions") made available through our sites and services may be governed by specific rules. By participating in any such Promotion, you will become subject to those rules. To the extent that the terms and conditions of such rules conflict with these TOU, the terms and conditions of such rules will control.
Liaison may extend various offers to you, referred to as "Promotions," which can include discounts, free usage of the Platform for a certain time, credits towards payments for Pro Services, referral incentives, and more. These Promotions are provided at Liaison's sole discretion and can be withdrawn at any time for any reason. If Liaison determines that you have attempted to manipulate, commit fraud, or otherwise violate the terms of a Promotion, your offer may be revoked. This includes actions such as providing false information or using multiple User accounts.
To qualify for the benefits detailed in a Promotion, you must (a) have received a direct offer from Liaison for that specific Promotion, (b) meet all the requirements outlined in that communication, and (c) have an account in good standing with Liaison. Liaison can set conditions for receiving a Promotion benefit as deemed fit, including limiting eligibility to specific Users, categories, or dates. To qualify for a Promotion's benefits, you may be required to perform a specific action, such as signing up for a service, or making payment for particular services. Unless otherwise stated, Promotions are for one-time use only, and multiple Promotions cannot be combined for a single project.
Details of the benefits, acceptance requirements, and any other conditions to receive the benefits of a Promotion will be disclosed to you. After the end of a Promotion, you will no longer be eligible to receive the benefits, even if you have met the requirements. Liaison reserves the right to revoke a benefit if it is believed that you have not fulfilled the Promotion's requirements, including maintaining an Account in good standing.
Except as otherwise expressly provided, all contents of our sites and services are copyrighted. All rights reserved. Our registered trademarks are protected by United States and international laws. In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through our sites and services are our trademarks (collectively, "our marks"). These TOU do not authorize you to use our marks or any similar or related marks for any use pertaining to classified advertising, Internet advertising, social networks, online forums, online communication services or any similar or related use, or any other use that is likely to cause confusion on the part of, to cause mistake by or to deceive the public as to any affiliation, connection, association, origin, sponsorship, approval or endorsement by or with us. One or more patents owned by us apply to our sites and services and to the features and services accessible via our sites and services.
Subject to the limited rights expressly granted hereunder, we reserve all rights, title and interest in and to our sites and services, including all related intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein.
These TOU (along with any documents linked to in these TOU) constitute the entire agreement between you and us and supersede any prior written or oral agreement. Other than our representatives (who are expressly included as named third-party beneficiaries of these TOU), there are no third-party beneficiaries to these TOU. If any provision of these TOU is found by a court of competent jurisdiction to be unenforceable, all other provisions of these TOU will remain in full force and effect.
Any and all claims, causes of action or disputes (regardless of theory) between you and us arising out of or related to these TOU, our sites and services or content accessed through our sites and services will be governed by the laws of the State of California, without regard to conflict or choice of law principles.
You agree that any claims, causes of action or disputes not subject to Section Dispute Resolution; Arbitration) will be brought exclusively in courts located within the county of Harris, Texas, and you agree to submit to the personal and exclusive jurisdiction of such courts, for any actions. You further agree that, regardless of any statute or law to the contrary, you must file any such claim or cause of action within one (1) year after such claim or cause of action arose or be forever barred.
All claims not subject to Section (Dispute Resolution; Arbitration) that you bring against us must be resolved in accordance with Section 19(e). All claims filed or brought contrary to this section will be considered improperly filed. Should you file a claim contrary to this section, we may recover attorneys. fees and costs up to U.S. $2,500 provided that we have notified you in writing of the improperly filed claim and you have failed to properly withdraw the claim.
When you use our sites and services, or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on our sites and services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Your use of our sites and services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SERVICE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.
You may terminate your account and/or stop using our sites and services at any time. We may, in our sole discretion, terminate or suspend your access to all or part of our sites and services for any reason, including, without limitation, violation of these TOU and/or if we have a reasonable ground to suspect that you have violated these TOU.
These TOU and the rights granted and obligations undertaken, may not be transferred, assigned or delegated by you. Any purported attempt will be ineffective. We retain the right to transfer, assign or delegate these TOU.
You automatically grant and assign to us, a royalty-free, worldwide, irrevocable, perpetual license to use and incorporate into our sites and services any suggestions, enhancement requests, recommendations or other feedback provided by you.
Any failure by us to enforce or exercise any provision of these TOU, or any related right, will not constitute a waiver of that provision or right.
Last updated: August 23, 2023