Effective/Last Updated: July 17, 2021
ACCEPTANCE OF THIS AGREEMENT
This is an agreement between you ("you," "your" or "user") and Cristal Solutions, Inc. dba SmartGuy.com ("SmartGuy.com," "we," "us" or "our") that governs your use of the Smartguy.com website (collectively referred to as "Site" or "Website"). By using or accessing the Site or Services in any way, you hereby agree to be bound by these terms and conditions ("Terms"). Since these Terms are evolving, expect frequent changes to them, and with such changes, your use, rights and privacy expectations may also change. We will not send notice of any such changes. Rather, it is your responsibility to identify the effective date of the applicable Terms by referencing the Effective Terms of Service Date above, which will be updated each time the Terms change. Your use of the Site and Services is subject to the most current version of this Agreement. If you breach any of the Terms, your authorization to use this Site (and collect commissions, where applicable) automatically terminates and you must immediately destroy any materials downloaded or printed from the Site and cease any further use of SmartGuy.com's services.
Special Terms applicable to “City Network Leaders” and “Contractors and Service Professionals” (both as defined and described below) are included herein, which further include our Rewards or Affiliate Program. Under such Program, termination of this Agreement may result in forfeiture of your right to any monies that have accrued, are accruing or may be accrued in the future from the from the Rewards Program (also known as the Affiliate Program).
The Site includes the Site, affiliated websites, SMS, APIs, phone apps, email notifications, applications, buttons, widgets, ads, commerce services, and any other related services that can be accessed via our Site or that link to these (collectively, the “Services”), and any information, text, links, graphics, photos, videos, or other materials or arrangements of materials uploaded, downloaded or appearing on the Services (collectively referred to as “Content”).
TERMS AND CONDITIONS OF USE OF SMARTGUY.COM
1. What is SmartGuy.com
SmartGuy.com is an online business directory and business referral network, as well as a resource for consumers in need of local services or goods. SmartGuy.com allows businesses to send, receive and track referrals, as well as allows people to search from and locate professional service providers, whether you are looking to buy, sell, fix or finance a home, locate a good doctor, find someone to get your car fixed, find a good wedding coordinator or any of 1,500 other categories of services ("Contractors and Service Professionals"). Each Contractor and Service Professional has submitted information about him, her or their company and service, which is accessible by you 24 hours a day, 7 days a week.
2. Services and Release
The Site and Services provides information, documents, images, products, software and information about various contractor services to users, subject to the following Terms in this Agreement.
SmartGuy.com provides a service directory and business network of thousands of Contractors and Service Professionals. Many Contractors and Service Professionals have submitted to SmartGuy.com a full profile, including: their years in business, office hours, company overview, payment options, languages spoken, trade/business associations, locations, as well as any special discounts available. Simply enter the city on the homepage and you can select from amongst the list of about 1,500 categories of Contractors and Service Professionals. Once you select a Contractor and Service Professional, you can browse their web page filled with detailed information about their services, read reviews from local neighbors who have used them, check out any discounts offered, or contact them directly. Users that have used that particular Contractor or Service Professional may rate and write reviews regarding the service provided. This information is available to you for free. This allows you to get an up-to-date impression of the Contractor or Service Professional from neighbors you trust. SmartGuy.com also provides you with numerous helpful articles and tips.
By using the Services and Site, you acknowledge that SmartGuy.com is not acting as your general contractor, agent, employee, independent contractor, partner, joint venturer, or advisor. It is your sole responsibility to select a Contractor or Service Professional and to negotiate the terms for any work performed. You may want to consult with appropriate expert advisors to assist in your home improvements or other services (e.g. and without limitation consulting a lawyer regarding contracts, permits, and other necessary job documentation, or consulting an insurance professional regarding the Contractor's, Service Professional's and/or your own insurance coverage requirements). SmartGuy.com does not recommend or endorse any specific Contractor or Service Professional, provide advice on which Contractor or Service Professional to select, or screen the Contractors' or Service Professionals' credit or legal standing.
We do not guarantee that we will be able to match your service needs with a Contractor or Service Professional or that there are Contractors or Service Professionals in your area that are capable and/or willing to complete your service needs. We make no guarantees or representations regarding the application or installation skills of such Contractors or Service Professionals or the quality of the job that he, she or they may perform for you if you elect to retain their services. Contractors or Service Professionals are not employees, contractors, or otherwise in a relationship with SmartGuy.com. It is entirely up to you to enter into a direct contract or otherwise reach agreement with a Contractor or Service Professional, and we do not guarantee or warrant their performance on the job or the outcome or quality of the services performed. Typically, individual state law governs your rights under any contract with a Contractor or Service Professional and some Contractors or Service Professionals may also be licensed by that state. Should you have a dispute with any Contractor or Service Professional, you must address such dispute to the Contractor or Service Professional directly.
You hereby agree that SmartGuy.com shall not be liable for any services performed by any Contractor or Service Professional, and you further agree, to the fullest extent allowable by law, to release SmartGuy.com (and our employees and agents, officers, directors, shareholders, managers, members parents, subsidiaries, and independent contractors) and any other person, firm, or entity (including our business partners such as a product manufacturers or suppliers who may utilize the SmartGuy.com matching utility) from any damages, torts, or claims (including consequential, special, exemplary, punitive and incidental damages) of every kind or nature, suspected and unsuspected, known and unknown, and disclosed or undisclosed, arising out of or in any way connected with such disputes and your dealings with the Contractor or Service Professional or use of this site.
Should you elect to become a SmartGuy.com "Member” or “City Network Leader”(both as described below), whether as an individual or as an organization, you are agreeing to these Terms and are warranting that you have the authority to bind yourself or that organization to these Terms. If you are an organization, "you" and "your" will refer to that organization. You may use the Services only in compliance with these Terms. The Services may continue to change over time as we refine and add more features. We may stop, suspend, or modify the Services at any time including pricing, without prior notice to you. We may also remove any content from our Services at our discretion. Smartguy.com is not affiliated with Google and our services such as helping a business get on the first page of Google are not guaranteed in any way.
SmartGuy.com relies on electronic data provided by third parties and on statements made by Contractors or Service Professionals and their references to determine which Contractors or Service Professionals to include in our database. Due to the inherent time delay in the data gathering process, pending actions or other issues affecting a Contractor's or Service Professional's record may have occurred which were not captured by the third-party data. You hereby agree (a) to verify a Contractor's or Service Professional's credentials prior to commencing work with them, (b) you are not relying upon any representations or warranties made by SmartGuy.com concerning them, and (c) you shall be solely liable for the selection and verification of the resources used. SmartGuy.com does not guarantee that any Contractor or Service Professional has licensing, bonding or insurance coverage at the time you enter into an agreement with the Contractor or Service Professional and SmartGuy.com makes no representation warranty as to the adequacy of any licensing or insurance coverage (including amount, breadth, or type). The existence of an insurance or licensing certificate does not guarantee that the insurance is in effect, as the Contractor or Service Professional may cancel the insurance without our knowledge. Unless otherwise specifically stated, SmartGuy.com does not endorse any product or service described in, offered on, or linked to the Website.
3. Registration to Match User's Needs with Contractor or Service Professional
For SmartGuy.com to match your service needs with our Contractors or Service Professionals, you might be asked to create an Account, as defined herein, by providing certain information such as name and email address, and detailed information about the service requested. By providing this information to us in the registration form, you expressly consent to being contacted by us and/or by our Contractors or Service Professionals via phone, fax, email, mail or other reasonable means, at any of your provided contact numbers or addresses, in order that we may provide our Services, service your account, reasonably address matters pertaining to your account or for other reasonable purposes related to our business. Unique identifiers, such as username and password, are required to create an Account.
4. User Accounts
Users may set up an individual account (“Account”) to use the Services. To create an Account, you must be 18 years old. You may create an Account with a username and email address, address, and phone number. Each Account, regardless of the type, includes a unique and complex password (“Password”) used to access your Account. You are solely responsible for maintaining the confidentiality and security of your Account and Password. Such security includes but is not limited to restricting access to your computer, laptop, tablet, or mobile device that you use to access the Services and/or where such Password may be stored. You agree that you are solely responsible for all activities and actions that occur under the auspices of your Account. You agree not to assign or otherwise transfer your Account to or share your Password with any other person or entity. You acknowledge and agree that SmartGuy.com is not responsible for third party access to your Account that results from theft or misappropriation of your Password or other Account credentials. SmartGuy.com also reserves all available legal rights and remedies to prevent the unauthorized use of the Services, including, but not limited to, technological barriers, IP mapping, and contacting your internet service provider. You hereby acknowledge and agree that any action taken under your Account will be presumed to have been authorized by you. You may delete your Account at any time by following instructions provided in the Services or by contacting us at info@SmartGuy.com
5. Use of this Site and Services
You certify to us that: (i) you are at least eighteen (18) years of age; (ii) you assume full responsibility for the use of the Services; (iii) you agree that all information you have submitted to SmartGuy.com, online or otherwise, is accurate and complete, and that you have not knowingly submitted false information on or through the Services or Site; and (iv) your use of the Services or Site is subject to all applicable federal, state, and local laws and regulations.
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct, data protection/privacy and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
If your mind is legally incapacitated (mental disability, intoxication, under the age of 18, etc.) for any reason, then you are not allowed to use the Site and Services. For those who are accepting these Terms and using the Site and Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.
You are granted a non-exclusive, non-transferable, revocable license to access and use the Site and Services, strictly in accordance with these Terms. As a condition of your use of the Site and Services, you represent and warrant to SmartGuy.com that you will not use the Services for any purpose that is unlawful or prohibited by these Terms. Further, you agree that you will not:
- Use the Services in any manner which could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of the Services;
- Obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services;
- Impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Services accounts of others without permission, forge another person’s digital signature, misrepresent the source, identity, or content of information transmitted via the Services, or perform any other similar fraudulent activity;
- Harvest or collect the email addresses or other contact information of other users from the Services;
- Defame, harass, abuse, threaten or defraud users of the Services, or collect, or attempt to collect, personal information about users or third parties without their consent;
- Remove, circumvent, disable, damage or otherwise interfere with security-related features of the Services;
- Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Services or any part thereof, except and only to the extent that this activity is expressly permitted by the applicable law of your country of residence;
- Modify, adapt, translate or create derivative works based upon the Services or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
- Access any website, server, software application, or other computer resource owned, used and/or licensed by SmartGuy.com including but not limited to the Services, by means of any robot, spider, scraper, crawler or other automated means for any purpose, or bypass any measures SmartGuy.com may use to prevent or restrict access to any website, server, software application, or other computer resource owned, used and/or licensed to SmartGuy.com, including but not limited to the Services;
- Interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
- Use the Services for any illegal purpose, or in violation of any local, state, national, or international law or regulation, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy; or
- Knowingly infringe the rights of third parties, including but not limited to such third party’s intellectual property (including copyrights and trademarks), privacy or publicity rights.
7. User Generated Content
Any materials, images, information, guides, builds, or other content that you post to or via the Services or Site will be known as “User Generated Content.” To the extent that any User Generated Content appears on the Services, you hereby grant SmartGuy.com to the furthest extent and for the maximum duration permitted by applicable law an unrestricted, worldwide, fully sub-licenseable, nonexclusive, and royalty-free right to use, reproduce, modify, adapt, publish, translate, transmit, create derivative works from, distribute, perform and display such User Generated Content in any form, format, or media, now known or hereafter devised, for the purpose of operating the Services, including any promotional or marketing services used by SmartGuy.com, which may include transmission of the same to a third party website. Such license will be immediately revoked in the event you delete such User Generated Content from the Site or the Services, except to the extent that such User Generated Content has been shared with a third party or incorporated into any of SmartGuy.com’s promotional or marketing materials. Nothing contained herein may be construed as to grant SmartGuy.com any ownership over your User Generated Content and nothing in these Terms will restrict any rights that you may have to use and exploit User Generated Content outside of the Services.
You hereby represent and warrant that any User Generated Content will not infringe or otherwise interfere with any other person or entity’s rights to such content or any elements therein, nor will posting any such User Generated Content breach any contract, agreement, judgment, third party rights or other legal obligations related thereto.
Any User Generated Content whether publicly posted or privately transmitted, is the sole responsibility of the person from which such Content originated, and it is your responsibility to ensure that you have the rights to use and/or post the User Generated Content, including by and through procuring the requisite licenses and rights clearances. SmartGuy.com is not responsible for User Generated Content. SmartGuy.com does not control or edit the User Generated Content posted via the Services and, as such, does not guarantee the accuracy, integrity or quality of such User Generated Content. You understand that by using the Services, you may be exposed to User Generated Content that is offensive, indecent or objectionable. Under no circumstances will SmartGuy.com be liable in any way for any User Generated Content provided by users of the Services, Contractors or Service Professionals, including, but not limited to, any errors or omissions in any User Generated Content, or for any loss or damage of any kind incurred as a result of the use of any User Generated Content posted, emailed, transmitted or otherwise made available via the Services.
You are responsible for your use of the Site and Services and for any User Generated Content you provide, including compliance with applicable laws, rules, and regulations.
SmartGuy.com reserves the right to remove any User Generated Content in its sole discretion and will remove any such content that we are aware:
- Is pornographic, lewd, or otherwise sexually explicit in nature;
- Is defamatory or in violation of any person’s state or common law right of publicity or other privacy rights;
- May be considered misleading, fraudulent, or otherwise unlawful or that is uploaded for an illegal or unauthorized purpose;
- Infringes copyrights or trademarks (see Infringement Policy below); or
- Otherwise violates these Terms.
8. Fees and Payments for Member Users and City Network Leaders
Contractors and Service Professionals who use the Services may elect to become a member. Such Membership will be charged to Contractors and Service Professionals on a month to month basis and may be cancelled at any time by us or by you.
Contractors and Service Professionals may elect to become City Network Leaders for between $99 per month (if the city population is under 100,000 people) or $199 per month (if the city population is over 100,000 people) Such amount will be charged to Contractors and Service Professionals on a month to month basis and may be cancelled at any time by us or you.
When you elect to become a Member and/or a City Network Leader, you have an opportunity to review and accept the fees that will be charged. Prices, availability, and other purchase terms are subject to change. SmartGuy.com reserves the right without prior notice to discontinue or change specifications and prices on services offered on and outside of the Site without incurring any obligation to you. All fees may be subject to taxes. We will not, refund any purchase price for Membership or City Network Leader, or any portion thereof under any circumstances.
If, for any reason, your credit card company declines or otherwise refuses to pay the amount owed for the service you have purchased, you agree that we may, at our option, suspend or terminate delivery of the applicable Services and may require you to pay any overdue amounts incurred (including third-party chargeback fees or penalties) by other means acceptable to us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.
9. Copyright Infringement Policy
SmartGuy.com is committed to protecting the rights of copyright rights holders and seeks to comply with all applicable laws and regulations regarding the protection of intellectual property.
If you are a copyright owner or an agent thereof and believe that any content on the Services infringes on your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by emailing at legal@SmartGuy.com. with the following information in writing (see 17 U.S.C. §512(c)(3) for further detail):
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works within the Services are covered by a single notification, a representative list of such works that appear within the Services;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
- Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement under penalty of perjury that the information in the notification is accurate, and you are the owner of, or authorized to act on behalf of the owner of, an exclusive right that is allegedly infringed.
SmartGuy.com will process any notices of alleged copyright infringement and will take appropriate actions as permitted under the DMCA. Notices of alleged copyright infringement can be sent to legal@SmartGuy.com. Upon receipt of notices complying with the DMCA, SmartGuy.com will act expeditiously to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity and will act expeditiously to remove or disable access to any reference or link to material or activity that is claimed to be infringing.
SmartGuy.com may notify the owner or administrator of the affected content so that he or she can make a counter-notification pursuant to his or her rights under the DMCA. If you receive such a notice, you may provide counter-notification in writing to at legal@SmartGuy.com. To be effective, the counter-notification must be a written communication that includes the following:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
- A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
- Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which SmartGuy.com may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
10. SmartGuy.Com Intellectual Property and Software License and Security
All SmartGuy.com content included as part of the Services, including, but not limited to, text, graphics, logos, images, as well as the compilation thereof, the look and feel of the Services, including, without limitation, the text, graphics, code, and other materials contained therein (collectively “Protected Content”) is the property of SmartGuy.com or its third-party suppliers and protected by copyright, trademark, and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright, trademark and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the Protected Content, in whole or in part, found within the Services. Your use of the Services does not entitle you to make any unauthorized use of any of the Protected Content, and in particular you shall not delete or alter any proprietary rights or attribution notices in any Protected Content. You shall use Protected Content solely for your personal use, as outlined in these Terms, and will make no other use of the Content without the express written permission of SmartGuy.com and/or Protected Content’s third party owner. You acknowledge and agree that you do not acquire any ownership rights in any Protected Content. Except as provided for herein, these Terms do not grant any licenses, express or implied, to the Protected Content or any other intellectual property of SmartGuy.com, our licensors, or any third party.
Your use of any software made available via a SmartGuy.com Site is subject to any applicable license agreement or user agreement or the documentation that accompanies or is included with the software. In the event that software that is provided on or through a SmartGuy.com Site and is not licensed for your use through License Terms specific to the software, you may use the software subject to the following: (a) the software may not be modified or altered in any way; and (b) the software may not be redistributed.
The Services and software embodied within the Service may include security components that permit digital materials to be protected. The use of these materials is subject to usage rules set by SmartGuy.com and/or its technology providers. You may not attempt to override or circumvent any of the usage rules embedded in the Services.]
11. Other Clauses
Indemnity and Defense – You hereby agree to will defend, indemnify and hold harmless SmartGuy.com and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorney’s fees) that arise out of or relate to: (i) your use of the Site or the Services; (ii) any actual or alleged breach of your representations, warranties, or obligations set forth in these Terms; (iii) any content you provide including but not limited to any actual or alleged infringement of any intellectual property or proprietary rights of any third party.
Limitation of Liability - SmartGuy.com will not be liable for direct or indirect damages of any kind, including without limitation incidental, punitive or consequential damage or loss arising out of or in connection with the Terms, the Site, the Services, inability to use the Site or the Services, or resulting from any goods or services obtained or messages received or transactions entered into through the Site or the Services. THE SERVICES ARE PROVIDED "AS IS", AT YOUR OWN RISK, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SmartGuy.com will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Services. Some jurisdictions in the United States do not allow the types of disclaimers in this paragraph, so they may not apply to you.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SMARTGUY.COM, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE GREATER OF $20 OR THE AMOUNTS PAID BY YOU TO FOR SERVICES IN QUESTION. Some jurisdictions in the United States do not allow the types of disclaimers in this paragraph, so they may not apply to you.
Disclaimer of Warranties - The SmartGuy.com Site and the Services are provided on an “as is” and “as available” basis. SmartGuy.com makes no representations or warranties of any kind, express or implied, concerning the Site, the Services or the content thereof. To the fullest extent permissible under applicable law SmartGuy.com disclaims any and all such warranties including without limitation: Any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement; That the Site or the Services will meet your requirements, will always be available, accessible, uninterrupted, timely, secure, or operate without error; That the information, content and materials included on the Site will be as represented; Any implied warranty arising from course of dealing or usage of trade; and Any obligation, liability, right, claim or remedy in tort, whether or not arising from the negligence of SmartGuy.com.
Third Party Websites - The SmartGuy.com Site may redirect or link to other websites on the Internet, or may otherwise include references to information, products or services made available by unaffiliated third parties. While we make every effort to work with trusted, reputable providers, from time to time such sites may contain information, material or policies that some may find inappropriate or personally objectionable. You understand that we are not responsible for the accuracy, completeness, decency or legality of content hosted by third party websites, nor are we responsible for errors or omissions in any references made on those websites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with the Site or party by us, or any warranty of any kind, either express or implied. You are solely responsible for and assume all risk arising from your access to and/or use of any such linked websites.
Electronic Delivery of Notices - By using the SmartGuy.com Site or the Services you consent to electronically receive from SmartGuy.com any communications including notices, agreements, legally required disclosures or other information in connection with the Services. SmartGuy.com may also provide such notices by posting them on the Site. If you desire to withdraw your consent to receive notices electronically you must discontinue your use of Site and the Services.
Internet Connection - Use and Access of the Services may require the use of your personal computer, laptop, tablet, or mobile device, as well as communication with or use of space on such device. You are solely responsible for all internet and/or mobile data connection and all associated fees that you incur when accessing the Services
Venue and Applicable Law - The SmartGuy.com Sites are created, operated and controlled by SmartGuy.com in the State of California, United States of America. The laws of the State of California govern this Terms without giving effect to principles of conflicts of laws. Any action arising under this Terms shall be brought only in courts located in Los Angeles County, California, which shall have exclusive jurisdiction and you consent to the exclusive jurisdiction of such courts.
International Users. The Services are controlled, operated and administered by SmartGuy.com from our offices within the United States. You hereby acknowledge and agree that you may not access or use the Services from a location outside the United States.
Severability - In the event that any provision of this Terms is held to be invalid or unenforceable the remaining provisions of this Terms will remain in full force and effect.
Waiver - SmartGuy.com will not be considered to have waived any of rights or remedies described in this Terms unless the waiver is in writing and signed by SmartGuy.com. No delay or omission by us in exercising our rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. Our failure to enforce the strict performance of any provision of this Terms will not constitute a waiver of SmartGuy.com's right to subsequently enforce such provision or any other provisions of this Terms.
Relationship of Parties - SmartGuy.com is not your agent, fiduciary, trustee, or representative. Nothing expressed or implied in this Terms is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Terms. This Terms is intended for the sole and exclusive benefit of SmartGuy.com and you.
No Resale Right - You agree not to sell, resell, reproduce, duplicate, distribute, copy, or use for any commercial purpose any portion of this Site, or use of or access to this Site provided through this Site, beyond the limited rights granted to you in these Terms.
Force Majeure - In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of Services available through our Site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
12. Feedback, Ratings, Reviews, Rebuttals and Testimonials
Additionally, we collect feedback, ratings and reviews ("Ratings and Reviews") from users about the performance of Contractors and Service Professionals who work for them. We also collect general feedback and testimonials ("Feedback and Testimonials") from users, Contractors and Service Professionals using our Services and Site. By providing Ratings, Reviews, Feedback and Testimonials, you consent to our use, publication and/or distribution of such Ratings, Reviews, Feedback and Testimonials at no compensation to you. Further, if you are a Contractor or Service Professional, you acknowledge that all such Ratings, Reviews, Feedback and Testimonials are solely owned by SmartGuy.com, and you consent to the publication of Ratings or Reviews about you and your business. For the purposes of these Terms all Ratings, Reviews, and Feedback will be considered User Generated Content.
If you provide Ratings, Reviews, Feedback or Testimonials, you hereby acknowledge and warrant that all of the information contained in the submitted Ratings, Reviews, Feedback or Testimonials will be factually accurate.
Ratings, Reviews, Feedback, Testimonials represent the opinion of the contributing user, Contractor or Service Professional. If SmartGuy.com determines that a contributing user, Contractor or Service Professional has submitted false or misleading information, SmartGuy.com reserves the right to delete the Content, Ratings, Reviews, Feedback or Testimonials and reject subsequent submissions from that contributing user, Contractor or Service Professional, and may terminate such user. SmartGuy.com does not take responsibility for the accuracy or completeness of Ratings, Reviews, Feedback or Testimonials. It is the responsibility of the Site's users to evaluate the accuracy, completeness and/or usefulness of any information, opinion, advice or other content found on the Site.
SmartGuy.com reserves the right, but is not obligated to monitor Ratings, Reviews, Feedback, Testimonials and edit submissions by contributors to ensure compliance with these Terms and any applicable laws. SmartGuy.com further reserves the right to paraphrase or otherwise edit Ratings, Reviews, Feedback, Testimonials.
Material published including any Content, Ratings, Reviews, Feedback or Testimonials on the Site are the sole responsibility of the contributing user, Contractor and/or Service Professional. This means that a contributing user, Contractor or Service Professional, and not SmartGuy.com, is entirely responsible and liable for all material and content submitted to SmartGuy.com and which may be contained in Ratings, Reviews, Feedback and Testimonials.
SmartGuy.com reserves the right to deny requests, to remove any Ratings, Reviews, Feedback or Testimonials from the Site, including Contractors' and Service Professionals' profile information.
Under no circumstances will SmartGuy.com be liable in any way for any material and content, including but not limited to, any errors or omissions in any material and content, or for any loss or damage of any kind incurred as a result of the use of or reliance upon the material and content published in Ratings, Reviews, Feedback or any document related to SmartGuy.com.
13. Special Terms for Contractors and Service Professionals
As a Contractor and Service Provider you hereby acknowledge and agree that you are independent from SmartGuy.com and nothing contained in these Terms may be construed as to create an employee-employer, independent contractor, or similar relationship between us. Your further acknowledge and agree that SmartGuy.com is not and will not be a party to any contractual relationship you develop with a client or customer via the Services and nothing in these Terms may be construed so as to entitle you to payment, renumeration, or any other form of consideration from SmartGuy.com. You will at all times agree to indemnify and hold harmless SmartGuy.com and its owners, officers, employees, agents, affiliates, and assigns from and against any and all claims, damages, causes of action, costs (including reasonable attorney’s fees) and other expenses arising out your use of the Services or your relationship with any User pursuant thereto.
14. Special Terms for City Network Leaders
As a City Network Leader, you hereby acknowledge and agree that you are independent from SmartGuy.com and nothing contained in these Terms may be construed as to create an employee-employer, independent contractor, or similar relationship between us.
For every Contractor and Service Provider that you successfully sign up as a paying member in SmartGuy.com will pay you as long as the Member remains an active paying Member on the Site starting in the second month (“Commission”). You hereby acknowledge and agree that the Commission represents the sole compensation due to you under these Terms. Commissions earned as a SmartGuy.com City Network Leader only begin in the second month after a Contractor or Service Provider becomes a Member and continues as long as you that member remains a Paying Member and you remain a City Network Leader. Upon termination as a City Network Leader, you acknowledge and agree that you shall no longer be entitled to receive any Commission. You further hereby acknowledge and agree that you may lose your status as a City Network Leader, either as the result of (a) failure to pay the monthly fee, or (b) any violation of these Terms.
SmartGuy.com will not be required to withhold any amounts from payment of Commissions for state or federal income tax or for FICA. You shall be solely responsible or liable for any expenses, national insurance, social security, pension contributions or taxes of any kind. You will at all times agree to indemnify and hold harmless SmartGuy.com and its owners, officers, employees, agents, affiliates, and assigns from and against any and all claims, damages, causes of action, costs (including reasonable attorney’s fees) and other expenses arising out your use of the Services. For the avoidance of doubt, such indemnity obligation includes the obligation to indemnify SmartGuy.com for any fees, costs, fines, or other associated expenses related to any with respect to such taxes, work requirements, including any liability for, or assessment of, withholding taxes imposed on the SmartGuy.com by the relevant taxing authorities with respect to any compensation paid to you hereunder.
These Terms are an agreement between you and SmartGuy.com, 9663 Santa Monica Blvd. Suite 120, Beverly Hills, CA 90210 U.S.A. If you have any questions about these Terms, please contact us at legal@SmartGuy.com.