Updated and Effective May 21, 2020
Welcome to our website and mobile app! Please read these terms of service carefully.
THE SECTION BELOW ENTITLED "DISPUTE RESOLUTION" HAS A MANDATORY ARBITRATION PROVISION. IT AFFECTS YOUR LEGAL RIGHTS. PLEASE READ IT.ABOUT SCAPED
Scaped provides an online technology platform and mobile application for contractors, homeowners and business owners to source construction and landscape material from local suppliers. (together, the "Platform"). Through the Platform, consumers may order material to be delivered to them from Scaped where Scaped provides such services. Scaped is not a retail supplier or a construction and landscape material manufacturer.
Deliveries are provided by Scaped's network of independent delivery service providers ("DSPs"). DSPs have entered into agreements with Scaped, which require DSPs to comply with all applicable federal, state and local laws, rules and regulations, including without limitation traffic laws, requirements of the applicable Department of Motor Vehicle, and applicable insurance requirements. Scaped shall not be liable or responsible for any delivery services provided by DSPs or any errors or misrepresentations made by them.
You may only use the Sites to order if you are the authorized holder of the credit card used for payment or an authorized user of a corporate account and if you are able to form a binding contract with us. In addition, if you are a minor in the jurisdiction in which you reside (generally under the age of 18), you must have the permission of, and be directly supervised by, your parent or legal guardian to use the Sites, and your parent or legal guardian must read and agree to this Agreement prior to your using the Sites. Notwithstanding the foregoing, you are prohibited from using the Sites if you are under the age of 13. If you are using the Sites on behalf of an entity, organization or company, you represent and warrant that you have the authority to bind that organization to this Agreement and you agree to be bound by this Agreement on behalf of that organization.
Use of the Sites to order requires that you register and/or create an account ("Account"). To register and create an Account, you must create a username and password and provide certain personal information. In consideration of the use of the Sites' services, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form, and (b) maintain and promptly update the personal information you provide to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, including having an invalid or expired payment method on file, or Scaped has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Scaped has the right to block your current or future use of the Sites (or any portion thereof) and/or terminate this Agreement with you.
You acknowledge that if Scaped advances payment for certain of your orders placed via the Platform on your behalf, Scaped shall separately send you invoices for payment of those advances. In the event that you fail to pay such invoices within thirty (30) days of the date of such invoice (the “Payment Due Date”), you grant Scaped the right, but not the obligation, to charge the credit card you provide with your Account at any time after any Payment Due Date, unless prohibited by law.
You are responsible for maintaining the confidentiality and security of your Account and password and for all activities or any other actions that occur under or are taken in connection with your password or Account. You agree to (a) immediately notify Scaped of any known or suspected unauthorized use(s) of your password or Account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information; and (b) ensure that you exit from your Account at the end of each session. Scaped will not be liable for any injury, loss or damage of any kind arising from or relating to your failure to comply with (a) and (b) or for any acts or omissions by you or someone else using your Account and/or password.
BULK MATERIAL ORDERS
OUR CREDIT POLICY
Unless prohibited by law, in the event of any error in your order or the amount you were charged, you are entitled to a credit, provided it is brought to our attention within 60 days of your order date. If you do not raise the issue within 60 days of your order date, you waive the ability to receive a credit for any error.
OUR MATERIALS AND LICENSE TO YOU
With the exception of User Content (defined below), the Sites and everything on them, from text to photos to videos to graphics and software, (collectively, the "Materials") are owned by or licensed to Scaped. The Sites and the Materials are protected by copyright, trademark, trade dress, domain name, patent, trade secret, international treaties and/or other proprietary rights and laws of the United States and other countries. Except as otherwise indicated on the Sites and except for the trademarks, service marks, logos and trade names of other companies that are displayed on the Sites, all trademarks, service marks, logos, trade dress and trade names are proprietary to Scaped, including without limitation, Scaped; Scaped Home; Scaped Services; and Scaped.com. Please be advised that Scaped enforces its intellectual property rights to the fullest extent of the law.
We grant you a limited, non-exclusive, non-transferable and revocable license to access and use the Sites and/or the Materials for your personal use, solely as expressly permitted by this Agreement and subject to all the terms and conditions of this Agreement, all applicable intellectual property laws, and any Additional Terms (as defined below) contained on the Sites. Any other use of the Sites and/or the Materials is strictly prohibited. No Materials may be copied, republished, uploaded, posted, transmitted, distributed in any way, and/or modified without our express written permission. Nothing contained on the Sites should be interpreted as granting to you any license or right to use any of the Materials and/or third party proprietary content on the Sites without the express written permission of Scaped or the appropriate third party owner, as applicable.
If you download any Materials or software from the Sites, you may not redistribute, sell, decompile, reverse engineer, disassemble, or otherwise reduce the software and/or related Materials and to a human-perceivable form for any purpose, including without limitation, to build a product and/or service competitive with the Sites and its related services.
Scaped reserves the right, in its sole and absolute discretion, to modify, suspend, or discontinue at any time, with or without notice, the Sites and/or services offered on or through the Sites (or any part thereof), including but not limited to the Sites' features, look and feel, and functional elements and related services.
YOUR CONTENT AND CONDUCT
I. User Conduct By accessing the Sites, you agree:
You agree that the consequences of commercial use or re-publication of User Content or Materials from the Sites or other violations of the foregoing proscriptions may be so serious and incalculable that monetary compensation may not be a sufficient or appropriate remedy and that Scaped will be entitled to temporary and permanent injunctive relief to prohibit such use or activity, without the need to prove damages.
II. Content You Provide Scaped may provide you with interactive opportunities (i) on the Sites, including, without limitation, features such as user ratings and reviews, saved favorites, liked items, as well as (ii) through other communications with you, including, without limitation, through SMS or MMS text/multimedia messages (collectively, "Interactive Areas"). You represent and warrant that you are the owner of and/or otherwise have the right to provide all information, comments, reviews, ratings and/or other materials and/or content that you submit, upload, post, publish and/or otherwise make available to Scaped through the Sites or otherwise in connection with your use of our services ("User Content"). User Content includes textual, visual, or audio content and information, whether transmitted via the Sites, SMS or MMS text/multimedia message, or otherwise.
III. Use of Your Content You grant Scaped an irrevocable, transferable, paid up, royalty-free, perpetual, non-exclusive worldwide sub-licensable license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute and/or otherwise use User Content in connection with Scaped's business and in all forms of media now known or hereafter invented (collectively, the "Uses"), without notification to and/or approval by you. You further grant Scaped a license to use your username and/or other user profile information, including without limitation, your ratings history and how long you have been a Scaped user, to attribute User Content to you in connection with the Uses, if we choose to do so, again without notification to and/or approval by you. Further, if you provide any suggestions, input or other feedback relating to the Sites or the services we provide, Scaped shall have the right to freely and fully exercise and exploit such content in connection with its business, without notice to, approval by or compensation to you.
User Content transmitted to certain parts of the Sites may be posted in public areas on our Sites, including without limitation in a compilation format, and as such will be publicly visible and accessible. Scaped and its officers, directors, employees, parents, subsidiaries, affiliates, successors, assigns, licensors, licensees, designees, business partners, contractors, agents and representatives (collectively, the "Released Parties") will not be responsible for, and you hereby expressly release the Released Parties from, any and all liability for the action of any and all third parties with respect to User Content.
IV. Conduct within Interactive Areas By transmitting User Content, you agree to follow the standards of conduct below, and any additional standards that may be stated on the Sites. We do our best to encourage civility and discourage disruptive communication on the Sites. We also discourage communications that incite others to violate our standards. We expect your cooperation in upholding our standards. You are responsible for all of your User Content. You agree not to provide any User Content that:
Scaped may monitor any and all use of the Sites; however, we are under no obligation to do so. We may manage the Sites in a manner intended to protect our property and rights and to facilitate the proper functioning of the Sites. If any User Content or conduct on our Sites violates our standards, or any other terms and conditions of this Agreement; or interferes with other peoples' enjoyment of the Materials or our Sites; or that we believe is inappropriate; in our sole judgment, we reserve the right to change, delete or remove, in part or in full, any such User Content or Materials; and we further reserve the right to terminate or suspend access to any Interactive Areas or any Sites. Scaped will cooperate with local, state and/or federal authorities to the extent required by applicable law in connection with User Content.
V. Ratings and Reviews The Sites and other Interactive Areas may allow you to rate and post reviews of products and other businesses ("Ratings and Reviews"). Such Ratings and Reviews are considered User Content and are governed by the terms and conditions of this Agreement, including, without limitation, your agreement regarding your use of Interactive Areas and the Sites' standards of conduct. Ratings and Reviews are not endorsed by Scaped, and do not represent the views of Scaped or of any affiliate or partner of Scaped. Scaped does not assume liability for Ratings and Reviews or for any claims, liabilities or losses resulting from any Ratings and Reviews. We strive to maintain a high level of integrity with our Ratings and Reviews and other User Content. Therefore, all Ratings and Reviews must comply with the following criteria: (1) before posting a Rating or Review, you must have had first-hand experience with the business; (2) you may not have a proprietary or other affiliation with either the business or any of its competitors; (3) you may not draw any legal conclusions regarding the businesses’ products, services or conduct; and (4) your review must otherwise comply with the terms of this Agreement. Any Rating and/or Review that we determine, in our sole discretion, could diminish the integrity of the Ratings and Reviews, the Materials and/or the Sites may be removed or excluded by us without notice.
COMMUNICATIONS & TEXT MESSAGES
By voluntarily providing your cell phone number to Scaped, you agree that Scaped may contact you by telephone, text (SMS), or multimedia (MMS) messages at that phone number, and you hereby consent to receiving such communications for transactional, operational, or informational purposes. You understand that such messages may be sent using an automatic telephone dialing system. You may unsubscribe from receiving text messages from Scaped at any time. To revoke your consent to receiving SMS or MMS messages from Scaped, please adjust your notification setting in your account settings. Please note that unsubscribing from such feedback texts will not prevent you from receiving texts from Scaped or your delivery person regarding your order or its delivery.
If you unsubscribe from receiving text messages from Scaped through the process described above, you may continue to receive text messages for a short period while Scaped processes your request(s). If you change or deactivate the phone number you provided to Scaped, you must update your account information and the phone number(s) attached to your account to prevent us from inadvertently communicating with anyone who acquires any phone number(s) previously attributed to you.
Standard data and message rates may apply for SMS and MMS alerts, whether you send or receive such messages. Please contact your mobile phone carrier for details. Your mobile phone carrier (e.g. T-Mobile, AT&T, Verizon, etc.) is not liable for delayed or undelivered messages. If you require assistance, please email our Customer Care team at email@example.com.
THE SITES, THE MATERIALS AND ALL OTHER CONTENT ON THE SITES ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE RELEASED PARTIES DISCLAIM, WITH RESPECT TO THE MATERIALS AND ALL OTHER CONTENT ON THE SITES, ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SCAPED DOES NOT REPRESENT OR WARRANT THAT THE SITES, THE MATERIALS AND/OR THE OTHER CONTENT ON THE SITES WILL BE SECURE, UNINTERRUPTED AND/OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, AND/OR THAT THE SITES, THE MATERIALS AND/OR OTHER CONTENT ON THE SITES ARE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. SCAPED DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITES, THE MATERIALS AND/OR ANY OTHER CONTENT ON THE SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, CURRENTNESS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION, THE QUALITY AND/OR TIMING OF A DELIVERY ORDERED ON THE SITES AND/OR THE SERVICES, MATERIAL OR OTHER PRODUCTS DELIVERED. YOU (AND NOT SCAPED) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION RELATING TO YOUR USE OF THE SITES, THE MATERIALS AND/OR OTHER CONTENT ON THE SITES. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT FULLY APPLY TO YOU. THIS EXCLUSION IS ENFORCEABLE IN NEW JERSEY.
LIMITATION OF LIABILITY
IN NO EVENT SHALL SCAPED BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OR DAMAGES WHATSOEVER (EVEN IF SCAPED HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), IN A WARRANTY, CONTRACT, OR NEGLIGENCE ACTION THAT IN ANY MANNER ARISES OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, PERFORMANCE OF, OR SERVICES PROVIDED ON OR THROUGH THE SITES. SCAPED ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, BROWSING OF, OR DOWNLOADING OF ANY MATERIAL FROM THE SITES. SCAPED ASSUMES NO RESPONSIBILITY OR LIABILITY IN ANY MANNER ARISING OUT OF OR IN CONNECTION WITH ANY INFORMATION, CONTENT, PRODUCTS, SERVICES, OR MATERIAL AVAILABLE ON OR THROUGH THE SITES, AS WELL AS ANY THIRD PARTY WEBSITE PAGES OR ADDITIONAL WEBSITES LINKED TO THIS SITE, FOR ANY ERROR, DEFAMATION, LIBEL, SLANDER, OMISSION, FALSEHOOD, OBSCENITY, PORNOGRAPHY, PROFANITY, DANGER, INACCURACY CONTAINED THEREIN OR HARM TO PERSON OR PROPERTY CAUSED THEREBY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. IN NO EVENT SHALL SCAPED’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN WARRANTY, CONTRACT, OR NEGLIGENCE EXCEED (A) THE AMOUNT PAID BY YOU TO SCAPED OR A SCAPED’S BUSINESS, IF ANY, OR (B) $1000 (WHICHEVER IS LESS). BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THIS LIMITATION IS ENFORCEABLE IN NEW JERSEY.
THIRD PARTY LINKS
The Sites may contain links to websites that are owned, controlled, developed, sponsored and/or maintained by third parties and which may be subject to additional terms and conditions ("Third Party Websites"). Scaped does not review, monitor, operate and/or control the Third Party Websites and Scaped makes no guarantees, representations and/or warranties as to, and shall have no liability for, the content available on or through and/or the functioning of the Third Party Websites. By providing access to Third Party Websites, Scaped is not recommending and/or otherwise endorsing the products and/or services provided by the sponsors and/or owners of those websites. Your access and/or use of the Third Party Websites, including providing information, materials and/or other content to the Third Party Websites, is entirely at your own risk. Scaped reserves the right to discontinue links to any Third Party Websites at any time and for any reason, without notice.
Scaped respects the intellectual property of others, and we ask all of our users to do the same. If you believe that your copyrighted work has been copied and is accessible on the Sites or a website through which our services may be accessed in a way that constitutes copyright infringement, please provide Scaped (as set forth below) with notification containing the following information required by the Digital Millennium Copyright Act, 17 U.S.C. 512:
Please send this notification to our team at firstname.lastname@example.org
TERMINATION AND VIOLATIONS OF THE AGREEMENT
This Agreement is effective until terminated by you or Scaped as described below. Your rights under this Agreement will terminate automatically without notice if you fail to comply with any provisions of this Agreement. Further, Scaped reserves the right to seek all remedies available at law and in equity for violations of the Agreement, including without limitation the right to block access to the Sites from a particular account, device and/or IP address. You may terminate this Agreement at any time by closing your account, uninstalling the mobile application, and ceasing use of the services provided herein.
Scaped also reserves the right to modify, suspend, or discontinue at any time, with or without notice, the Sites and/or services offered on or through the Sites (or any part thereof), including but not limited to the Sites' features, look and feel, and functional elements and related services.
CHANGES TO THE AGREEMENT
We may change this Agreement from time to time and without prior notice. If we make a change to this Agreement, it will be effective as soon as we post it, and the most current version of this Agreement will always be accessible via the "Terms of Service" link. If we make a material change to the Agreement, we may notify you. You agree that you will review this Agreement periodically. By continuing to access and/or use the Sites after we post Updated Terms, you agree to be bound by the Updated Terms, and if you do not agree to the Updated Terms, you will stop using the Sites. This Agreement will govern any disputes arising before the effective date of the Updated Terms.
You acknowledge and agree that your access to and/or use of the Sites, the Materials and other content on the Sites is subject to all applicable international, federal, state and local laws and regulations. The terms, conditions and policies contained in this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.
II. Arbitration Rules The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available atwww.adr.org/aaa/ShowProperty?nodeId=/UCM/ADRSTAGE2021425&or by calling the AAA at 1-800-778-7879). The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
IV. Arbitration Location and Procedure Unless you and Scaped otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Scaped submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
V. Arbitrator's Decision The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration, you will be entitled to an award of attorneys' fees and expenses to the extent provided under applicable law. Scaped will not seek, and hereby waives all rights Scaped may have under applicable law to recover attorneys' fees and expenses if Scaped prevails in arbitration.
VI. Fees Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $25,000, Scaped will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
VII. Changes Scaped reserves the right to change this "Dispute Resolution" section, but any such changes will not apply to disputes arising before the effective date of such amendment. Notwithstanding the provisions of the modification-related provisions above, if Scaped changes this "Dispute Resolution" section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Sites after such change will be deemed acceptance of those changes. If you do not agree to such change, you may reject any such change by providing Scaped written notice of such rejection by email from the email address associated with your account to: email@example.com, within 30 days of the date such change became effective, as indicated in the "Effective" date above. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this "Dispute Resolution" section. By rejecting changes, you are agreeing that you will arbitrate any Dispute between you and Scaped in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement, as applicable).
You may not assign or transfer this Agreement or your rights under this Agreement, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign this Agreement in whole or in part at any time to any entity without your notice or consent. Any purported assignment by you in violation of this section shall be void.
WAIVER AND SEVERABILITY
Any waiver by Scaped of any provision of this Agreement must be in writing. If any portion of this Agreement is found to be void, invalid or otherwise unenforceable, then that portion shall be deemed to be superseded by a valid, enforceable provision that matches the intent of the original provision as closely as possible. The remainder of this Agreement shall continue to be enforceable and valid according to terms contained herein.