Building Optics Website Terms of Service

Building Optics LLC (“Building Optics”) provides the Building Optics software, services, and affiliated websites (collectively, the “Services”) to you subject to the following Terms of Service (“Terms”). These Terms may be updated by Building Optics from time to time without notice to you. Your access, use and continued use of the Services is governed by these Terms. In addition, when using particular Services, you may be subject to additional terms of use, which are incorporated by reference into these Terms. Your entry into these Terms shall not affect any written agreements between you and Building Optics, all of which shall remain in full force and effect according to their terms. With respect to your use of the Services, any written agreement between you and Building Optics regarding the Services shall govern in the event of any inconsistency between these Terms and such written agreement.

1. Description of Services

The Site and affiliated web pages owned by Building Optics provide users with information concerning Building Optics’ products and services. Building Optics provides products and services in the field of building asset management including offering a software solution that audits the obligations of the customer’s service providers to perform the maintenance and other service obligations.

2. Acceptance of Terms

By accessing Building Optics’ website: http://www.buildingoptics.com (the “Website”), using Building Optics’ products and services, subscribing or ordering Services online, or accepting these Terms electronically, you agree to be subject to these Terms and any additional terms and conditions found on any of our affiliated websites that may apply. If you do not agree to these Terms or any affiliated Terms of Use, please cease using the Website or Services.

In consideration of your use of the Services, you represent that you are 18 years of age or older, or of legal age to form a binding contract and are not a person barred from receiving services under the laws of your jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Services' registration forms (such information being the “Client Data”) and (b) maintain and promptly update the Client Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Building Optics has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Building Optics has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

3. User Accounts and Prices

To post information to and otherwise use the Service, you must first register by creating a User Account. User Account registration requires you to submit to Building Optics certain personal information, such as your name, address, mobile phone number, and other information.  If you choose to set up your User Account to electronically pay for certain fee-based Services, you will also be required to provide a valid payment method (either a credit card or accepted payment partner).  You grant Building Optics the right to provide any information you submit to third parties for purposes of facilitating the completion of any transactions initiated by you or on your behalf.  You understand that your continued use of the Services, including following the end of any trial period, may result in charges to you for the Services (“Charges”).  Charges will be inclusive of applicable taxes where required by law.  Charges are based on Services purchased and are non-refundable.  Building Optics reserves the right to establish, remove and/or revise the Charges to you for the Services for all or part of the Services at any time in Building Optics’ sole discretion.  Building Optics will use reasonable efforts to inform you of such Charges, and You may elect to cancel the Services rather than pay the Charges.  You understand that your continued use of the Services following notice from Building Optics may result in charges to you for the Services and that Building Optics may terminate or suspend the Services until you have paid the Charges.

You are responsible for safeguarding the password that you use to access your User Account, and it is recommended that you choose a strong password, i.e., a password of sufficient length and complexity such that third parties will not readily guess your password. You should take measures to maintain and preserve the confidentiality of the username and password associated with your User Account, and you must notify Building Optics promptly of any unauthorized use or suspected breach of security of your User Account. Building Optics shall not be liable for any losses that may result from any unauthorized use of your User Account or failure to maintain appropriate confidentiality measures. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your User Account, whether or not you have authorized such activities or actions. Building Optics owns your User Account credentials and may revoke or change them at any time.

Building Optics reserves the right, in its sole discretion, to make any necessary updates, modifications and adjustments at any time to the product descriptions, warranties, and prices without prior notice.

Building Optics endeavors to provide content on the Website that is current and accurate. Errors and misprints may occur. Building Optics reserves the right to reject, correct, cancel or terminate any order for which the price was incorrectly displayed or where Building Optics displayed erroneous or inaccurate information. Building Optics reserves this right at any stage of ordering processing, including after an order has been submitted. Building Optics is not obligated to sell products or services based on errors or misprints on our website.

4. Privacy Policy and Other Agreements

When using the Services you are subject to any agreements, policies or guidelines applicable to such features that may be posted from time to time. All such agreements, policies or guidelines, including the Privacy Policy, and any other applicable agreement are hereby incorporated by reference into these Terms. Client Data and certain other information about you are subject to our Privacy Policy as set forth at www.buildingoptics.com/privacy You understand that through your use of the Services, you consent to the collection, use and disclosure of this information, as governed by our Privacy Policy.

5. Authorized use of Materials on Website

All information and material and content published or accessible through the Website is protected by copyright, trademark and other intellectual property and proprietary rights and laws. All such Website content (“Content”) is copyright of Building Optics except where indicated otherwise. All source code is owned by Building Optics except where expressly indicated otherwise, and may not be used or copied without permission. Certain names, words, titles, phrases, logos, icons, graphics, designs or other content on the Website are trade names or trade-marks owned by Building Optics, its vendors or third parties, and may not be used without permission. You may not modify, copy, distribute, transmit, display, perform, reproduce or use for commercial purposes any information or services obtained from the Website without proper authority from Building Optics, except as expressly stated above.

6. User Content

By using the Service, you may choose to submit information, data, passwords, usernames, PINs, other log-in information, as well as information regarding records, photographs, and other materials and content relating thereto (collectively, the “User Content”). You expressly agree that you shall not post any User Content: (i) that infringes or misappropriates any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (ii) that violates any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (iii) that is or may reasonably be considered to be defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening or unlawfully harassing to any individual, partnership or corporation; pornographic or obscene; (iv) that violates any other agreement you may have entered into with a third party; or (v) that contains any computer viruses, worms or other potentially damaging computer programs or files.

7. Rights you Grant to Building Optics

By submitting User Content to Building Optics through the Service, you are licensing that User Content to Building Optics solely for the purpose of providing the Service. Included among that User Content is your name and logo, which you hereby authorize Building Optics to display on its website and customer list and in Building Optics’ marketing materials. Building Optics may use and store the User Content, but only to provide the Service to you. By submitting this User Content, you represent that you are entitled to submit it to Building Optics for use for this purpose, without any obligation by Building Optics to pay any fees or other limitations.

8. Modifications to Services

Building Optics reserves the right at any time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that Building Optics will not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.

9. Links to and from Other Websites

Portions of the Service may include links to third-party websites and/or access and use of the services of third parties, including, without limitation, Asset Panda, LLC. In addition, you may have entered the Service via links on other third-party websites. Such links are provided or permitted to exist as a convenience measure, and Building Optics is not responsible for the information, advertising, products, services, content, or other material of any third-party website, including without limitation as to the product and services of Asset Panda, regardless of whether such third-party website links to the Service or is accessible by a link from the Service. The inclusion and use of links does not imply sponsorship or endorsement by Building Optics of any third-party website.

10. Links to Third Parties

Links to third-party websites from the Website are meant for convenience only. Building Optics does not review or control these third-party websites and is not responsible for any third-party websites or the content of those sites. Inclusion of any linked website does not imply approval or endorsement of the linked website by us. Linking to any other site is at your own sole risk and Building Optics will not be responsible or liable for any damages associated with linking.

11.  Intellectual Property Rights

Our Website may contain our service marks or trademarks as well as those of our affiliates or other companies, in the form of words, graphics, and logos. Your use of our Website does not constitute any right or license for you to use such service marks/trademarks, without the prior written permission of the corresponding service mark/trademark owner. Our Website is also protected under copyright laws. The copying, redistribution, use or publication by you of any portion of our Website is strictly prohibited. Your use of our Website does not grant you ownership rights of any kind in our Website.

12. Disclaimer

Building Optics and its employees, agents, affiliates, partners and suppliers provide all Content and Services available through the Websites “as is”,without warranties, representations and conditions of any kind, whether express or implied. Building Optics makes no representation, warranty or guarantee of the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of the Website, the Services, or of any Content the Site. The Website, the Content, and the Services are provided to you strictly on an “as is” basis. Except as specifically set forth in this agreement, all conditions, representations and warranties regarding the Website, the Content, and the Services, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantable quality, merchantability, fitness for a particular use or purpose, or non-infringement of third party rights, are disclaimed to the maximum extent permitted by applicable law by Building Optics.

13. Limitation of Liability

YOU AGREE THAT, TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT SHALL BUILDING OPTICS, ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, OR OTHER REPRESENTATIVES (“BUILDING OPTICS AFFILIATES”) BE LIABLE FOR ANY DAMAGE, LOSS, COST OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM:  

(A) YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES AND THIS WEBSITE; (B) DELAYS OR DISRUPTIONS IN THE SERVICES OR WEBSITE; (C) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING OR LINKING TO THE SERVICES OR WEBSITE; (D) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE SERVICES OR WEBSITE; (E) DAMAGE TO YOUR HARDWARE DEVICE FROM THE USE OF ANY OF THE SERVICES OR WEBSITE; (F) THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES, INCLUDING RELATING TO OUR VENDORS, INFRASTRUCTURE PROVIDERS, OR THIRD PARTIES THAT ARE NECESSARY TO ACCESS OR USE ANY ASPECT OF THE SERVICES (INCLUDING, WITHOUT LIMITATION, ASSET PANDA, LLC); (G) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT; (H) YOUR NEED TO MODIFY PRACTICES, CONTENT, OR BEHAVIOR OR YOUR LOSS OF OR INABILITY TO DO BUSINESS, AS A RESULT OF CHANGES TO THIS USER AGREEMENT OR OUR POLICIES;

REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE. IN NO EVENT SHALL BUILDING OPTICS OR ANY BUILDING OPTICS AFFILIATES BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF MONEY, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL OR REPUTATION, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION OF BUSINESS), REGARDLESS OF WHETHER BUILDING OPTICS OR ANY BUILDING OPTICS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU

NOTWITHSTANDING THE ABOVE, IF BUILDING OPTICS IS FOUND LIABLE, OUR LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF THE AMOUNT OF FEES YOU HAVE PAID BUILDING OPTICS IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR $100.

14. Indemnification

You agree to indemnify and hold Building Optics, its affiliates, partners, attorneys, staff, and each of their respective directors, officers, employees, consultants, agents and suppliers harmless from any costs or damages or any kind, including reasonable legal fees, arising from a claim or demand pertaining to your use of the Website, the Content, the Services, breach of these Terms, or your violation of any rights of another.

15. Term and Termination

The term of this Agreement shall commence upon your first use of the Services, and shall continue (i) as long as you or any persons given access by you retain access rights to the Service, or (ii) until Building Optics ceases to operate the Services or closes your User Account. Building Optics shall not have any ongoing obligation to provide the Services; thus, Building Optics may cease to operate the Services at any time and for any reason. Without limiting the foregoing, Building Optic may cease to provide your User Account in the event of: (i) any dispute or termination of Building Optic’s relationship with you; (ii) any dispute concerning ownership or control of your User Account; or (iii) use of your User Account in a manner that Building Optic, in its sole discretion, considers improper or unacceptable. Building Optic reserves the right to limit the period of time during which Building Optics may make any User Content pertaining to you available on the Building Optics. The Service should not be viewed as your backup, archival or storage service with respect to any User Content. The rights of Building Optics under our Terms will survive the termination of our Terms.

16. Severability of Clauses/Headings

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. Subheadings used in the Terms are not to be used to construe or interpret the Terms.

17. Entire Agreement

The Terms, and any applicable additional terms or other terms herein incorporated by reference, constitute the entire agreement between you and Building Optics and govern your use of the Website, the Content and the Services. You shall be subject to additional terms and conditions that may apply when you use or purchase certain Building Optics services, affiliate services, third-party content or third-party software.

18. Waiver

The failure of Building Optics to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

19. Non-Transferable

These Terms are not transferable by you in any way and may not be assigned to any third party without our written consent. Building Optics may transfer this agreement to a third party without notice to you.

20. No Third Party Rights

No provision of this Agreement provides any person or entity not a party to these Terms with any remedy, claim, liability, reimbursement, or cause of action or creates any other third party beneficiary rights.

21. Forum Choice

The Terms and the relationship between you and Building Optics shall be governed and construed by the laws of the State of New York, and the applicable laws of the United States, without regard to its conflict of laws provisions. You hereby consent and submit to the personal and exclusive jurisdiction of the courts having jurisdiction for Nassau County, State of New York in any action or dispute related to these Terms.

22. Contact Information

We value your opinions and suggestions. Please email us with any questions or concerns (at support@buildingoptics.com or alternately you can write to us at the following address:

Building Optics LLC

Attn: Frank Morgigno

Address: 90 Plant Avenue. Hauppauge, NY 11788

These Terms are Effective as of April 1, 2019