Terms & Conditions – BuildingIQ

Terms & Conditions

BuildingIQ Worksite ™

Terms and Conditions of Use

BuildingIQ Worksite (including special purpose versions, such as Energy Worksite, Facility Worksite and any other Worksites and similar or related online services available through BuildingIQ) is a proprietary business process, remote monitoring, reporting and networking service operated and hosted by BuildingIQ, Inc. (“BuildingIQ”) that enables you to communicate and gather, record and share information via one or more universal resource locators or URL’s (collectively, the “Site”).  The Site and any applications, content, or other features available via the Site are henceforth referred to as the “Service”.

By accessing the Site or using the Service, you are a “User” and you agree to each of the terms and conditions of use set forth herein (“Terms and Conditions”).  As used herein, “you” and “User” refer to you individually, and to your employer (or other person, entity or organization who has authorized you to access the Site or use the Service), on whose behalf you agree to these Terms and Conditions.  If you do not agree with any of the Terms and Conditions, you are not authorized to access the Site or use the Service for any purpose.  Additional terms and conditions applicable to specific Services may also be posted in particular areas of the Site and, together with these Terms and Conditions, govern your use of those areas of the Site.  BuildingIQ reserves the right to modify these Terms and Conditions at any time.  Your use of the Service following any such modification constitutes your agreement to follow and be bound by the Terms and Conditions as modified.  The last date these Terms and Conditions were revised is set forth below.

1.    Authorization. If your employer (or other person, entity or organization who has authorized you to access the Site or use the Service) has entered into a separate written agreement with BuildingIQ incorporating these Terms and Conditions, your administrator may authorize your use of the Site and the Service, and your use of the Site and the Service will be subject to the terms of any such agreement in addition to these Terms and Conditions.  Each User, in turn, may authorize other Users, and you agree to authorize only appropriate Users.  As a User, you represent and covenant that (a) your use of the Site and the Service does not violate any applicable law or regulation, and (b) all registration information you submit is truthful and accurate, and that you will update such information as necessary.

2.    Accessing the Site.  You may access the Site using the username and password provided by your administrator or by BuildingIQ.  You may change your password as prompted by the Site.  Your username and password are referred to as your “Identification.”  You are solely responsible for keeping your Identification confidential.  You agree that you and your authorized representatives will be the only users of your Identification, that you will be solely responsible for all activities on the Site using your Identification, and that you will log out of the Service at the end of each User session.  Please contact BuildingIQ immediately at 1-877-743-4232 if you believe that your Identification has been lost or stolen, or that someone has attempted or may attempt to use your Identification without your consent.  You acknowledge that no internet site is 100% secure.  Therefore, your use of the Site and the Service to transmit or store information is at your own risk.

3.    Intellectual Property. 

        3.1 The Site and the Service are protected by U.S. and international copyright, trademark and other laws, and belong to BuildingIQ or its partners, affiliates, contributors or licensors.  You may access Site and use the Service in machine-readable form only, and you may use the Site and the Service solely for your non-commercial, internal business purposes.  You may not offer for sale any information, product, or service via the Site or use the Service for any other purpose, including providing data processing or other services for any third party, including any parent, subsidiary, or other affiliate, without BuildingIQ’s express prior written consent.  You may print copies of the information on the Site for your internal business use, store the files on your computer for internal business use, or reference this server from your own documents.  You may not otherwise copy, distribute or display any portion of the Site or the Service without BuildingIQ’s express prior written consent.  Subject to this limited license, BuildingIQ reserves all right, title and interest in the Site and the Service.

        3.2 BuildingIQ is the owner of all intellectual property rights in and to the Site and the Service, and the ideas, procedures, processes, systems, methods of operation, and concepts that are embodied within the Service are trade secret information of BuildingIQ.  This license is not a sale of a copy of any portion of the Service and does not render you the owner of a copy of all or any portion of the Service.  No license, beyond that specifically set forth in paragraph 3.A, is expressly or impliedly granted in any of BuildingIQ’s current or future patents, trademarks, copyrights, trade secrets, or any other intellectual property rights.  You will not copy, disassemble, decompile or otherwise attempt to reverse engineer any portion of the Site or Service, nor will you permit any other person to do so.  You will be liable for any unauthorized copying, reverse engineering, disclosure and/or use by your employees, contractors or agents and all Users authorized by you.  You will not lease, rent, resell, pledge, assign, sublicense, loan or otherwise transfer to any third party, or make any commercial use of the Site or any part of the Service, except with the prior written consent of BuildingIQ referencing these Terms and Conditions.  The license granted herein will terminate automatically and immediately in the event that you violates any of the provisions of this Agreement.

        3.3 By posting any information or content (“User Content”) on or through the Site or the Service (including uploading data via internet, wireless or other means), you represent, warrant, and covenant that you have a legal right to post such User Content, and that posting such User Content does not violate the privacy or other personal or proprietary rights of any person.  By posting any User Content on or through the Site or the Service, you grant a non-exclusive, royalty-free, worldwide license to reproduce, modify, publicly perform, publicly display, distribute and use such User Content (i) to BuildingIQ in connection with BuildingIQ’s operation of the Site and provision of the Services and for any other purpose, and (ii) to other Users.  You further agree to use the User Content posted by other Users solely in a lawful and reasonable manner, and to abide by the restrictions, if any, that the posting User has communicated to you regarding the use or distribution of such User Content.

4.     Use of the Site and Service.

        4.1 You agree that you will use the Site and the Service in accordance with all applicable laws and regulations.  You may use the Site and the Service solely for lawful purposes.  Additionally, you will, at all times, refrain from engaging in offensive or otherwise inappropriate conduct.  Without limiting the generality of the foregoing, you agree to (a) not to access or use another User’s User Content unless you are authorized to do so; (b) not interfere with or disrupt computer networks connected to the Site; and (c) not interfere with or disrupt the use of the Site or the Service by any other User.

        4.2 BuildingIQ does not pre-screen or otherwise control any User Content.  Notwithstanding the foregoing, BuildingIQ may, but will not be obligated to, remove or reject any User Content that BuildingIQ, in its sole discretion, determines is in violation of these Terms and Conditions or is otherwise unacceptable.

        4.3 You are solely responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for protection of your system, including security and access, for the accuracy of all User Content posted to Site and / or processed via the Service, and for maintaining adequate and appropriate backup, outside the Service, of all User Content.

        4.4 BuildingIQ may charge fees to access and use the Site or particular Services.  BuildingIQ will provide notice of such fees in the applicable portion of the Site, or otherwise in writing.  You agree to pay any and all fees, including without limitation any applicable taxes or other costs, relating to your access and use of the Site and the Service.

        4.5 You are solely responsible for evaluating the accuracy, completeness, or usefulness of all User Content and other information available via the Service, and for any reliance on such information.

        4.6 Any links on the Site to third party web sites are solely for your convenience.  BuildingIQ is not responsible or liable for such web sites or their content.

        4.7 Except pursuant to a separate written agreement with BuildingIQ, you may not provide any hypertext or other link to the Site or Service that does not comply with the following requirements: (a) the link must be a text-only link clearly marked “BuildingIQ Worksite” or www.myWorkSite.com (or applicable BuildingIQ special purpose URL); (b) the link must connect to the Site’s login page and not to any other pages within the Site; (c) the link, when activated, must display the Site’s full-screen and not within a frame on the linking web site; and (d) the appearance, position and other aspects of the link must not be such as to damage or dilute the goodwill associated with BuildingIQ’s name and/or trademarks or create the false appearance that BuildingIQ or its agents or affiliates are associated with or sponsor the linking website. BuildingIQ reserves the right to revoke its consent to any link to the Site or Service at any time in its sole discretion, and in such case, you agree to immediately deactivate and delete any such hypertext or link.

5.    Disclaimers of Warranty.  YOU ASSUME FULL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND THE SERVICE.  BUILDINGIQ MAKES NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE OR THE SERVICE. BUILDINGIQ EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT WITH REGARD TO THE SITE AND THE SERVICE.  BUILDINGIQ DOES NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE OR THE SERVICE WILL BE CORRECTED. BUILDINGIQ DOES NOT WARRANT THE ACCURACY, CURRENCY, OR COMPLETENESS OF THE SITE OR THE SERVICE.  THE SITE AND THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

6.    Limitation of Liability.  YOU UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES WILL BUILDINGIQ BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO direct, indirect, incidental, consequential, or punitive damages ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE OR THE SERVICE, EVEN IF BUILDINGIQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IF YOU ARE DISSATISFIED WITH THE SITE OR THE SERVICE OR THESE TERMS AND CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE AND THE SERVICE.  WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL BUILDINGIQ’S LIABILITY EXCEED THE AMOUNT YOU HAVE PAID TO BUILDINGIQ IN CONNECTION WITH YOUR USE OF THE SITE AND THE SERVICE.

7.    Indemnification. Unless caused by BuildingIQ’s intentional misconduct, you agree to indemnify and hold BuildingIQ harmless from and against any and all claims, liability, damages, expenses and costs (including, but not limited to, attorneys’ fees) caused by or arising from your use or misuse of, or inability to use, the Site or the Service, or from your violation of these Terms and Conditions.

8.    Geographic Limitations on Use.  Like most internet web sites, this Site is accessible worldwide.  However, not all BuildingIQ products or services are available to all persons or in all geographic locations.  BuildingIQ reserves the right to limit the provision of its products and services to any person, geographic area, or jurisdiction and to limit the quantity and/or nature of any products or services that it provides.  You agree to comply with all applicable laws and local rules regarding the transmission of technical data, acceptable content, and online conduct.

9.    User Comments.  If you supply any comments, suggestions or other information to BuildingIQ or other Users via the Site, you guarantee to us that you have the legal right to supply such information and that it will not violate any law or the rights of any person or entity.  You further agree that all comments, suggestions and other information you supply to BuildingIQ or other Users through the Site will be deemed and will remain the property of BuildingIQ, and you hereby assign to BuildingIQ all right, title, and interest in and to any such comments, suggestions and information, without any restriction or obligation to you.

10.  Modification; Termination of Service.  BuildingIQ may modify or discontinue all or any portion of the Site or the Service at any time, with or without notice to you.  BuildingIQ may terminate your ability to access and use the Site and the Service at any time and for any reason, or for no reason, as BuildingIQ determines in its sole discretion.

11.   Privacy. Please see BuildingIQ’s Privacy Statement which is incorporated herein by reference.

12.   General Provisions.  Except for any separate written agreement between you and BuildingIQ referencing these Terms and Conditions, these Terms and Conditions constitute the entire agreement of the parties with respect to the Site and the Service.  You may not assign your rights or obligations under these Terms and Conditions except with BuildingIQ’s prior written consent.  No waiver by BuildingIQ of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default.  If any part of these Terms and Conditions are determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of these Terms and Conditions, all of which will remain in full force and effect.  Any and all disputes relating to these Terms and Conditions or your use of or inability to use the Site or the Service (collectively, “Disputes”) are governed by, and will be interpreted in accordance with, the laws of the State of California, without regard to any conflict of laws provisions.  Any Dispute will be venued in a state or federal court situated in San Mateo, California, and you hereby irrevocably submit to the personal jurisdiction of such courts for that purpose.  You agree that any Dispute must be filed within one (1) year after such Dispute arose.