End User Agreement
END USER AGREEMENT
BY CLICKING/CHECKING THE “I AGREE” BUTTON/BOX, ACCESSING THE LAND GORILLA WEBSITE OR USING THE COMPANY SERVICES, YOU AGREE YOU HAVE READ AND UNDERSTAND THESE USER TERMS AND CONDITIONS AND THE COMPANY PRIVACY POLICY AND AGREE TO BE BOUND. IF YOU DO NOT AGREE TO THESE TERMS, YOU CANNOT ACCESS LAND GORILLA SERVICES.
LAND GORILLA, INC. (“Us” “Our” “We” “Company” or “Land Gorilla”) appreciates your interest in Our Services. Your use of Our website, LandGorilla.com, whether directly or through associated sites including landgorilla.com, constructionloanmanager.com, (the “Site”), or otherwise in association with use of Our Services, whether provided as software, mobile apps or otherwise (collectively, “Digital Property”) is at all times subject to these terms and conditions of use (“Terms”) and Our Privacy Policy. In addition, Client Users are subject to the Master Terms, which shall prevail over conflicting terms herein. Our public website provides for cookie and tracking opt-out; however, use of the Services by Client, Client Users, and Limited Users requires that we track and use information submitted for valid business purposes. Please see Our Privacy Policy and rights to opt out; however, the option to opt-out may result in the inability to access Our Services.
All Our code and specifications, and all other code and specifications for Our Digital Property and the operation of the Site, are subject to express or implied licenses.
What We Are
Land Gorilla, is a software platform through which you can manage information and documents related to construction projects and Services.
What We Aren’t
We are not contractors, engineers, soil analysts, architects, title agents, accountants, etc., and do not warrant, certify, or control the quality, scheduling, structural integrity, etc. to construction projects or lending. We do not warrant or represent that any construction project will be completed within the budget or to the standards or expectations of any party.
We are not title providers, abstracts, or attorneys.
We are not a law firm or attorneys providing legal advice. Our software and Services are different from those that can be provided by an attorney, and we do not and are specifically not allowed to, engage in the practice of law. This means that we cannot provide advice about possible legal rights, remedies, defenses, options, selection of forms, or strategies, or make any choices for you on your behalf.
We are not a lender or financial institution. Our software and Services are different from those that can be provided by a lender, and we do not, and are specifically not allowed to, engage in the practice of lending. This means that we cannot provide credit decisions or information about a loan application.
We are not a California Legal Document Assistant. Land Gorilla provides a software platform through which our users may prepare documents by merging information into a document.
We are not a software platform that can operate effectively for you without your engagement. While our software is powerful, and we provide many informational resources and ways for you to get help, your involvement is necessary for the software to function at its full potential.
Definitions
“Authorized Representative” means the person set forth on the order form as the SAAS Application Administrator for the Client or any person executing this Agreement or designated by either Party as designated contract with approval authority from time to time.
“Client” means a named company that has agreed to the Master Terms of Company for Services.
“Client User” means a named individual whom Client authorizes or to whom it allows access to the Services through Client and who is assigned unique user identifications and passwords for the SAAS Application Client shall require all Client Users to comply with these Master Terms.
“Limited User” also known as a OneSite User, is defined as individuals other than a Client User. A Limited User may be consultants, contractors, borrowers, title providers, architects, developers, builders, or other individuals. Limited Users are required to consent to the terms of this End User Agreement as a condition for use of Our Services.
“Personal Information” means a first name or initial, and last name, in combination with any demographic, medical or financial information such as age, gender, address, Social Security number, past, present or future physical or mental health condition or treatment, debt status or history, income and other similar individually identifiable personal information that is not publicly available and any other information that contains “nonpublic personal information” as that term is defined in the Gramm-Leach-Bliley Act.
Terms
License Grants & Restrictions: Not limiting any proprietary rights that We may have in the Site, Our Digital Property, or any necessary software under any applicable laws governing intellectual property, proprietary rights, and the like, We grant you a non-exclusive, non-transferable, limited privilege to access and use the Site and Digital Property per any registration terms solely with supported browsers through the Internet for your own internal purposes, subject to these Terms. You shall not permit the Site or Digital Property to be used by or for the benefit of unauthorized third parties. Nothing in the Terms shall be construed to grant you any right to transfer or assign rights to access or use the Site. All rights not expressly granted to you are reserved by Us. Except as expressly authorized by Land Gorilla, you agree not to: (1) modify, rent, lease, sell, distribute, or make derivative works based upon the Site or Digital Property; or (2) reverse engineer or access the Site or Digital Property in order to (a) build a competitive product or service; (b) build a product using similar features, functions, or graphics of the Site or Digital Property; or (c) copy any features functions or graphics of the Site or Digital Property, in whole or in part. You further acknowledge and agree that, as between the parties, We own all right, title, and interest in and to the Site and Digital Property, including all intellectual property rights therein.
Security, Passwords, and Means of Accessing the Site and Digital Property: You agree not to access or use the Site in any manner that could damage, disable, overburden, or impair any user accounts, computer systems or networks. You agree not to attempt to gain unauthorized access to any parts of the Site or any of Land Gorilla’s Digital Property, computer systems or networks. You agree not to interfere or attempt to interfere with the proper working of the Site, other user accounts, or any Our Services, including that of the company through which you access Digital Property or Our computer systems or networks. You agree not to use any robot, spider, scraper or other automated means to access the Site, Services, or any Land Gorilla accounts, computer systems or networks.
Services that require you to establish an account include a registration process through which you provide Us with current, complete, and accurate information as required by the Site or Services. You may also be required to choose a password. Access to and use of password protected or secure areas of the Site are restricted to authorized users only. You agree not to share your password(s), account information, or access to the Site with any other person. You are responsible for maintaining the confidentiality of password(s) and account information, and you are responsible for all activities that occur through the use of your password(s) or account(s) or as a result of your access to Our Site. You agree to notify Us immediately of any use of your password(s) or account(s) that you did not authorize or that is not authorized by these Terms.
No Unlawful or Prohibited Use: You agree not to use Land Gorilla’s Site or Digital Property for any unlawful purpose or otherwise prohibited by these Terms or any terms set forth in the Master Services Agreement between an associated company through or on behalf of which you access the Site. You agree that you will neither use the Site nor Digital Property in any way that: (a) is false or misleading; (b) is defamatory, derogatory, degrading or harassing of another or constitutes a personal attack; (c) invades another’s privacy or includes, copies or transmits another’s confidential, sensitive or Personal Information; (d) promotes bigotry, racism, hatred or harm against any group or individual; (e) is obscene or not in good taste; (f) violates or infringes or promotes the violation or infringement of another’s rights, including intellectual property rights; (g) you do not have the right and authority to enter use; (h) violates or promotes the violation of any applicable laws or regulations; (i) contains a solicitation of funds, goods or services, or promotes or advertises goods or services; or (j) contains any viruses, Trojan horses, or other components designed to limit or harm the functionality of a computer.
Indemnity: To the fullest extent allowed by applicable law, you agree to indemnify and hold harmless Land Gorilla, its officers, members, managers, employees, vendors, and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys’ fees and costs, due to or arising out of use of Site or Services provided by Us.
Termination of Use: You agree that Land Gorilla, in its sole discretion, at any time may discontinue providing or limit access to the Site and Digital Property accessed through it. You agree that Land Gorilla shall not be liable to you or any third-party for any termination or limitation of your access to, or use of, the Site or any of its Digital Property.
Disclaimer of Warranties: UNLESS OTHERWISE AGREED IN WRITING, ALL INFORMATION, MATERIALS, AND PROCESSES INCLUDED IN THE SITE AND DIGITAL PROPERTY ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH NO WARRANTIES WHATSOEVER.
WE EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
WE DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SITE AND DIGITAL PROPERTY.
WE DO NOT WARRANT THAT (1) THE SITE OR DIGITAL PROPERTY WILL MEET YOUR SPECIFIC REQUIREMENTS, (2) THE SITE OR DIGITAL PROPERTY WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (3) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR DIGITAL PROPERTY WILL BE ACCURATE OR RELIABLE, (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE OR ASSOCIATED WITH THE DIGITAL PROPERTY WILL MEET YOUR EXPECTATIONS, AND (5) ANY ERRORS IN THE SITE OR DIGITAL PROPERTY WILL BE CORRECTED.
WE DISCLAIM ANY WARRANTIES FOR ANY INFORMATION, CONTENT, OR ADVICE OBTAINED THROUGH THE SITE OR BY USE OF DIGITAL PROPERTY BUT NOT INCLUDED IN THESE TERMS.
WE DISCLAIM ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE OR RECEIVED THROUGH ANY LINKS PROVIDED BY THE SITE.
YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE CONTENT ON THE SITE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR LOSS OF DATA THAT RESULTS FROM THE SUBMISSION OR DOWNLOAD OF SUCH CONTENT.
LIMITATIONS OF LIABILITY: YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE TO YOU FOR ANY CLAIM RELATING TO THIS AGREEMENT OR ITS SUBJECT MATTER. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OF, MISUSE OF, RELIANCE ON, PERFORMANCE OR NON-PERFORMANCE OF THE SITE, OR THE INABILITY TO USE THE SITE, OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, IS LINKED, OR IS RELATED IN ANY WAY TO THE SITE; (ii) THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SITE (INCLUDING DAMAGES INCURRED BY THIRD PARTIES); (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (vi) ANY OTHER MATTER RELATING TO THE SITE.
Without limiting the foregoing, under no circumstances shall We be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond Our reasonable control, including, without limitation to, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE DISCLAIMER, EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES. TO THE EXTENT THAT THEY ARE HELD TO BE LEGALLY INVALID, DISCLAIMERS, EXCLUSIONS AND LIMITATIONS SET FORTH IN THESE TERMS OF USE DO NOT APPLY AND ALL OTHER TERMS SHALL REMAIN IN FULL FORCE AND EFFECT.
General
These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of law provisions or your actual state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of these Terms to be unenforceable, the remainder of the Terms will continue in full force and effect. These Terms constitute the entire agreement between the parties and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter (including, but not limited to, any prior versions of the Terms). Any waiver of any provision of the Terms will be effective only if in writing and signed by an Authorized Representative of Land Gorilla. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, or related to, use of the Site or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
Copyright: Unauthorized copying, distribution, modification, public display, or public performance of copyrighted works may be an infringement of the rights of the copyright owner. You agree that you will not use the site to infringe Land Gorilla’s intellectual property rights, including all its Digital Property, or the third-party intellectual property rights. Do not remove, deface, or overprint any notice of copyright, trademark, logo, or other notice of ownership from any content of Digital Property accessed through Our site.
Procedure for Claims of Copyright Infringement: Land Gorilla provides the following process for reporting copyright infringement. If you believe that your copyrighted work has been copied and is accessible on Our site or Digital Property which may constitute copyright infringement, please send a notice with the following to Our contact:
- A description of the copyrighted work you claim has been infringed and a description of the infringement
- A description of where the alleged infringing material is located on Our site, including the URL where posted
- Name, address, telephone number, and email address
- A statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent, or the law
- The electronic or physical signature of the owner of the copyright or the person authorized to act on the owner’s behalf
- A statement by you, made under penalty of perjury, that the above information provided is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf
Arbitration: All disputes arising under or in connection with these Master Terms shall be submitted to arbitration through Judicial Arbitration and Mediation Services, Inc. (JAMS) or successor organization for binding arbitration. Arbitration shall be in San Luis Obispo County, California, U.S.A. (or other location as both parties may agree) by a single arbitrator with experience as a Superior Court Judge or at least 5 years arbitrating complex technology contracts. The arbitrator shall be selected by the parties and if they cannot agree by JAMS in an impartial manner determined by it. Except as may be otherwise provided herein, the arbitration shall be conducted under the California Arbitration Act, Code of Civil Procedure §§1280 et seq. The Parties shall have the discovery rights provided in Code of Civil Procedure §§1283.05 and 1283.1. The arbitration hearing will be commenced within one hundred eighty (180) days of the filing of this application with JAMS by any party hereto, and a decision shall be rendered by the arbitrator within thirty (30) days of the conclusion of the hearing. The arbitrator shall have complete authority to render any and all relief, legal and equitable, appropriate under California law and these Master Terms. The arbitrator shall award costs of the proceeding, including reasonable attorney’s fees, to the Party determined to have substantially prevailed.
An award of arbitration may be confirmed in a court of competent jurisdiction. Additionally, notwithstanding the above paragraph, and subject to the international limitation set forth below, either party may seek equitable relief to enforce the provisions of this Section. Any dispute in accordance with this Section shall be subject to the exclusive jurisdiction of the state courts in and for San Luis Obispo County, California, U.S.A. (or, if there is federal jurisdiction, the United States District Court for the Central District of California), and the parties hereby irrevocably agree to submit to the personal and exclusive jurisdiction and venue of such courts.
Notwithstanding the foregoing, regarding international disputes, including whether the claims asserted are arbitrable, such disputes will be referred to and finally determined by arbitration in accordance with the JAMS International Arbitration Rules. The tribunal will consist of a sole arbitrator, who shall be a retired judge from the U.S. court system or an attorney with at least ten years of experience in business law. The seat of the arbitration will be California, United States of America. The language to be used in the arbitral proceedings will be English. Judgment upon the award rendered by the arbitrator(s) may be entered by any court having jurisdiction thereof. International clients expressly agree to this method of dispute resolution, including selection of exclusive venues for such arbitration.
Contact information for Notices and for all questions regarding these terms is:
Contact Information:
Land Gorilla
1241 Johnson Ave., #154
San Luis Obispo, CA 93401