TERMS AND CONDITIONS
Validity: November 1st, 2018
The Projectmaterials.com web site (which is identified by the uniform resource locator https://www.projectmaterials.com, hereinafter the "Site/site"), including any subdomain (blog.projectmaterials.com, support.projectmaterials.com, etc), are collectively referred to as "Projectmaterials" or “we” in these Terms. With the terms "Users/User" or "You/you" we refer to any registered or non registered Individual and its associated Company accessing our Site.
You agree to comply with our Terms to access and use our Services, from any fixed or mobile device and from any geographical location.
By registering and/or accessing and/or using the Site, You agree, without limitation, to be legally bound by our Terms. Because the Terms contain and imply some obligations, these Terms shall be carefully read before registering and using our services.
Projectmaterials can modify, amend and update the Terms at any time and discretionally, without obligation to inform Users, by updating this webpage. Any change is effective as published and applies, in full, to any existing or new User and retroactively to the largest extent possible by Law. The User that continues to use the Site after an update is bound to the new Terms.
You and Projectmaterials are independent contractors and these Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship.
Personal and Company Accounts
The following terms apply to personal and company accounts:
- We do not accept registrations from private individuals; You need to be associated to a legally constituted business (i.e. a Company, of whatever size), located in a non-restricted Territory as per the US and EU export control Laws, to operate on Projectmaterials
- By registering a new Company on Projectmaterials You represent and warrant to have proper authority to bind such company to our Terms and Conditions. If you register a company without such authority, then You are bound to our Terms and Conditions personally
- The Company Administrator(s) can add Company Users on Projectmaterials, or revoke such association, assign access rights to any User within the Company and manage the Company on the platform (public profile, users, etc.)
- Each User shall keep the login email and password secret, to prevent malicious access to any account
- There is no entitlement to claim access to Projectmaterials, and we reserve the right decline the access to our Services by specific Users, at our sole discretion
- Projectmaterials has the right to suspend or terminate accounts due to extended inactivity or in case of violation of these Terms
You agree that Projectmaterials may show your Company name and logo on any page of our Site if we detect regular visits or accesses to our services from your Company network (via IP tracking services as Hubspot). To reject the publication of your Company name or logo on our Site, please contact us by email.
- Projectmaterials does not review any users' published content, including but not limited to, products and their features, requests for quote (RFQs), products reviews, user's feedbacks, Company and users profiles. The User, and not Projectmaterials, is responsible to double check any content shown on the Site
- Under no circumstances and case shall Projectmaterials be liable, for any direct and/or indirect damages, claims, costs, of any nature, borne by any User which has trusted the content, the data, the information and/or the proposals received on the Site from other User
- User acknowledges and agrees that in no event and in no case, shall Projectmaterials be liable for any temporary or permanent inability to use the Site and its content, whether due to disruption of the service, limited access to the service, breakdown, failures and bugs, or due to changes to or termination of any features of the Site or otherwise
When You provide content, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right to use store, reproduce, adapt, modify, translate and display the content (including without limitation, creating and using derivative works) on Projectmaterials and to exercise all intellectual property rights associated with, or contained in, your content
- User hereby represents, warrants and agrees that it has obtained any necessary copyright or trademark, licenses and permission to publish content on the Site and that such content does not violate the copyright, the trademark, the trade secret or any other personal or proprietary rights of any Third Party
We will not be responsible, or liable to any third party, for the accuracy of any User's created content
User acknowledges and agrees that Projectmaterials shall have the right, discretionally, to refuse to publish (and the right to remove) any content at any time, for any reason or for no reason at all, with or without notice, created and/or uploaded by any User on the Site
The views expressed by users on our site or in your messaging communication do not represent our views or values and we may not monitor content
Further, you waive your moral rights in the content and promise not to assert such rights or any other intellectual property rights you have in the content against us, our sublicensees or our assignees to the fullest extent permitted under applicable Laws,
The Site may contain hyperlinks in the form of text links, banners or otherwise, to external websites and data sources. User acknowledges and agrees that Projectmaterials.com does not control such websites, nor does monitor them or endorse and approve their content, products, services, and information in any way
User acknowledges and agrees that in no event and in no case, shall Projectmaterials be responsible and liable for any offensive, indecent, immoral or objectionable content published on the Site by any User, or published on the hyperlinked websites, as Projectmaterials may not exercise any control or monitoring on the content published and/or exchanged among Users or published by linked websites
Unless expressly permitted by Projectmaterials, it is strictly prohibited to download, copy, mirror, archive, intercept, reverse-engineer or redirect content from any page or database of this Site. Even if permitted by Projectmaterials, the information downloaded from the Site does not give any title or any other rights thereto (example product templates). Redistribution, making a derivative work from and any other commercial exploitation of any content on the Site or of any software downloaded from the Site is expressly prohibited. Using boots, spiders, scrapers, other indexing means or any other device to copy any part of the Site or use of any technology or other means to hide User identity when accessing the Site are also strictly prohibited (VPNs, Tor browser, etc). Users also agree to generate on the Site an acceptable band load. Any violation may determine the termination of the account. We monitor attacks and hacking attempts, which represent criminal acts that will be persecuted.
On Projectmaterials, You can:
- sell materials, products, and services
- buy materials, products, and services (via online orders or inquiries)
- publish requests for quote (RFQ) and receive technical and commercial offers
- showcase personal and company information
- estimate shipping costs
- browse a rich product knowledge base
- interact with other users in multiple ways
The use of any of these services is subject to these Terms. You should also comply with any Law and Regulation applicable within your Jurisdiction (including US and EU export control regulations).
The trading of dangerous substances, military equipment, drugs and alike are strictly prohibited on Projectmaterials.
Projectmaterials does not sell, stock or distribute own products. Any sales and purchase contract, or any other type of contractual relation, id direct between the parties and does not involve any contractual, extra-contractual or financial responsibility of Projectmaterials.
Free and paid services
We offer free and paid services to our Users. Our paid services (which generate fees due by the Company to Projectmaterials) are:
- “Promotional Listings” (publication of premium products and urgent RFQs)
- "Online Sales" (publication and sale of products online)
- "Premium Company Subscriptions"
- "Online Advertisement" (publication of banners on the high traffic pages of our Site)
Company shall instruct all Users, if more than one, that the usage of the above services generates fees for the Company. Any action triggering fees is properly indicated on our Site.
Company Billing Account
Each company has a "Company Billing Account" (or Company Balance) where we book the fees for paid services used by Company's Users.
The due amount of the Company Balance is zero at the time of first registration and is then modified by the bookings related to paid services' fees and the payment received against our invoices.
The due amount of the Company Balance represents a monetary debt of the Company vs. Projectmaterials, which should be settled by the Company using our services upon receipt of our invoices.
Fees Booking Mechanism
Fees for paid services are booked on the Company Billing Account with the following mechanisms:
- fees for "Promotional Listings" are charged on the Company Billing Account anytime a user of the Company promotes a listing (a product, or an RFQ);
- fees for "Online Sales" are charged on the Company Billing Account anytime the Company is paid for orders received online (we get this information from the Buyer); the fee is calculated multiplying the confirmed order value by the sales orders commission stipulated in the applicable Sale Agreement;
- fees for "Premium company" subscriptions and "Online Advertisement" are charged on the Company Billing Account until the cancellation of the service. No refunds or credits are provided if the service is canceled prior to the end of the expiry of the service subscription (generally within the month). The cancellation of services may cause loss of content, loss of features and/or capacity of the service.
- Projectmaterials reserves the right to apply different fees to different Companies, countries and product lines, depending on its marketing and commercial plans. Also, Projectmaterials reserves to charge extra fees to Users that generate an above average volume of activity on the website
- the fees applicable to paid services are published on the pricing page of our website; we may change the fees, or introduce new fees, from time to time by updating such page only.
Fees for Online Orders (Buyer-side)
When a User of the Company submits an order online, we book a provisional order fee on the user's Company Billing Account calculated multiplying the nominal order value by 10%. Such provisional fee is fully refunded on the user's Company balance as the user marks the order as "paid".
If the user submits an order online, and the seller Company does not confirm the order within 21 days from the date of submission, we refund the provisional order fee automatically.
If the user submits an order online, which is confirmed by the seller but does not fulfill the order (does not pay the order, does not take delivery and alike), the provisional order fee is not refunded and becomes due.
- We invoice the amount resulting from the Company Billing Account on a periodic basis
- Companies shall pay our invoice by bank transfer or by credit card
- We issue electronic invoices only, with details of the charges
- we may block, permanently or temporarily, the access to the Site to any user with outstanding invoices or expired cards
- our invoices do not show taxes and other governmental assessments, including value-added tax, sales tax, use tax or withholding tax assessable for companies billed outside of Switzerland. Users, and not Projectmaterials, shall inform us if any of such taxes shall be added to our invoices
Rules of Conduct
When using our services, You shall not:
Use the Site in violation of any local, national, or international Law or Regulation
Violate any ordinance or regulation including, without limitation, those related to export control, consumer protection, unfair competition or false advertising
Upload, upload, email or transmit any information, data, text, files, links, chat, communication, or any other materials or any content that are unlawful, harmful, illegal, threatening, abusive, intruding Third Party privacy, slanderous, vulgar, racist, embarrassing or otherwise objectionable to any other User, Individual or entity
Collect or store personally identifying information related to other Users for unlawful or unauthorized purposes
Upload or transmit obscene, pornographic or sexually explicit content
Upload or transmit content harmful to a minor
Circumvent our fees policy
Impersonate any person or provide false information at registration
Fail to pay or deliver goods
Upload or transmit any unsanctioned advertising, promotional materials, including junk mail, spam, chain letters or any unsolicited mass distribution of email
Download Users information published on Projectmaterials for offline marketing communications;
Spam the Site and our Users
Use any robot, spider, scraper or alike to access our Services for any purpose
Upload or transmit any data or material which contains computer viruses, trojan horses, corrupted files or any other similar destructive software and codes that may damage or have the effect of interfering with or intercepting any software or hardware system, data or personal information
Upload or transmit material that infringes on the intellectual property rights, copyright, patent, trademarks, trade secret or other rights of Third Parties
Act online or offline in any other manner judged unacceptable by Projectmaterials
User agrees that any of the above is a material breach of these Terms and may be persecuted.
Disclaimer of Warranties & Limitation of Liability
Projectmaterials makes no representations or warranties about the validity, the accuracy, the correctness, the reliability, the quality, the stability, the completeness or the viability of any information and/or content transmitted or received from/by Users on the Site. Any content or information on the Site, either uploaded by Projectmaterials or exchanged among Users, may contain inaccuracies or typographical errors, be defective, incomplete or not dependable. Information may be changed, deleted or updated without notice by any User or by Projectmaterials.
User expressly understands and agrees that the use of any feature and service provided or available on the Site is at User's own risk and account. Projectmaterials cannot foresee or anticipate technical or other difficulties that may hinder the availability of the service or the quality of the service. These difficulties may result in loss of Users data or service interruptions of any sort and duration, at any time. Also, User is informed and agrees that any material or information downloaded, or otherwise obtained through the Site, may damage the User server or computers and generate a massive loss of data. The user, and not Projectmaterials, is responsible to implement any measure to minimize the risk of lost data (example regular backups, antivirus software, firewalls, personal diligence etc.).
A high-speed Internet connection is required to use the service properly (fiber optics or 4G connections, if available). Users are responsible to secure and maintain appropriate network connections to access the Site smoothly, including but not limited to, a “browser” software that supports our protocols (we recommend the latest version of Google Chrome) and computers with appropriate computational speed and memory.
Projectmaterials is not obliged to notify Users the fixes or the enhancements to the Site, as they are implemented, nor is liable for any compromise or theft of data, including Users data of whatsoever sort and nature, resulting from the transmission of data across computer networks or telecommunications facilities (including but not limited to the Internet) while accessing the Site.
Projectmaterials assumes no responsibility for the reliability and/or the performance and/or stability of any connections used by Users to access the Site and the actual performance of the Site.
Projectmaterials expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a purpose and non-infringement regarding the products made available through the Site by any User to any other Users or Visitor.
In particular, Projectmaterials makes no warranty that: (a) the features, products and services made available by the Site by Users meet other User's requirements and expectations, in nature, quantity and quality, (b) The service provided online is available in an uninterrupted, timely, secure, or error-free manner, (c) the result and/or the business goals that may be obtained by using the Site are accurate, dependable, profitable and/or reliable, (d) The quality of any products, services, information, or other material purchased or obtained by User through the features and services of the Site meets User's expectations.
User expressly understands and agrees that Projectmaterials shall not be liable for any direct, indirect, special, punitive, incidental, exemplary or consequential damages or any damages whatsoever, resulting from (a) the use or the inability to use the Site, (b) any defect in the products, the samples, the data, the information and / or the services purchased or obtained by a User using the Site, (c) the unauthorized access to or alteration of any User's transmission, data or private information by Third Parties (d) any wrongdoing of any User of the Site, (e) any material, data or information uploaded by Users and/or Third Parties and made available, or not, to other Users.
Further, Projectmaterials makes no representations whatsoever about the accuracy and the truthfulness of any information obtained by other website which Users may access via links available on the Site. When a User accesses a website other than Projectmaterials, via a link available on Projectmaterials, User acknowledges and understands that such website is totally independent from Projectmaterials and that Projectmaterials has no control over the quality and the quantity of the content on such website, and that the existence of links to other websites on Projectmaterials does not mean that Projectmaterials endorses or accepts any responsibility for the content, the use, and/or products and services made available through such Web Site in any manner whatsoever.
In no case and no event shall Projectmaterials be liable to the User for any delay, error or omission with respect to any communication or data/content exchanged, or supposed to be exchanged, on the Site with any other User; and in no event, shall Projectmaterials be liable to the User for any direct and indirect damage arising from the discontinued use of the Site and/or any potential loss of data, regardless the nature of such data.
IN NO EVENT AND NO CASE SHALL PROJECTMATERIALS BE LIABLE TO ANY USER AND/OR THIRD PARTY FOR ANY DIRECT, INDIRECT OR OTHER CONSEQUENTIAL DAMAGES IN RELATION WITH THE USE AND/OR THE CONSULTATION OF THE SITE AND THE INFORMATION THEREIN AVAILABLE, FOUND, OR EXCHANGED AMONG USERS, OR AVAILABLE ON ANY OTHER WEBSITE LINKED WITH PROJECTMATERIALS, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF SALES AND PROFITS, LOSS OF MARKET SHARE, BUSINESS INTERRUPTIONS, LOSS OF PROGRAMS AND/OR ANY DATA AND ANY POSSIBLE DAMAGING EVENT ARISING FROM THE USE OF THE SITE.
ANY INFORMATION, FEATURE, PRODUCT, AND SERVICE AVAILABLE ON THE SITE IS PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, FITNESS FOR PURPOSE, OR NON-INFRINGEMENT. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS, AND TERMS ARE HEREBY EXCLUDED.
Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to specific Users. IN THESE JURISDICTIONS, PROJECTMATERIALS.COM ’S ONLY LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Projectmaterials shall not be liable to the User for delays or failures in performance or disruption of the content, features or services of the Site resulting, directly or indirectly, from Acts of God, forces or causes beyond its reasonable control, including but not limited to, internet failures, telecommunications or any other equipment failures, electrical power failures, labor disputes, riots, disturbances, fires, flood, storms, explosions, acts of war, governmental actions, orders of domestic or international courts.
Intellectual Property Rights and Marks
Users and Projectmaterials maintain all rights, title, and interest in and to all the respective patents, inventions, copyrights, trademarks, workflows and processes, domain names, trade secrets, know-how, and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The rights granted to Users to use the Service under these Terms do not convey any additional rights in the Service to Users, or in any Intellectual Property Rights associated therewith. All rights, title, and interest in and to the Service and all hardware, software and other components of, or used to provide the service, including all related Intellectual Property Rights, shall remain with and belong exclusively to Projectmaterials.
Projectmaterials shall have a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into the service or otherwise use any suggestions, enhancement requests, recommendations or other feedback received from Users.
Projectmaterials, and Projectmaterials’s other product and Service names, and logos used or displayed on the Site are registered or unregistered trademarks of Projectmaterials (collectively, “Marks”); Users shall not attempt, now or in the future, to claim any rights in the Marks, degrade the distinctiveness of the Marks, or use the Marks to disparage or misrepresent Projectmaterials, its Services and/or products.
Term and Termination or Suspension
These Terms & Conditions shall commence on the date that you register with Projectmaterials and will continue until you terminate the account
Any outstanding invoice shall be paid before the termination of the account
We reserve the right to refuse or terminate all or part of our Services for any reason at any time with immediate effect at our sole discretion
General Conditions and Assignment
User agrees to indemnify and hold Projectmaterials and its affiliates, executives, directors and employees, harmless from any claim or demand (including legal expenses and professional expenses) made by any Third Party due to, or arising out, of the User's breach of these Terms (and related provisions available on the Site, if any) or User's violation of any Law or the rights of any Third Party.
These Terms, and nothing else constitute the entire agreement and understanding between Projectmaterials and the User, superseding any previous agreement and/or understanding(s) or any other indication and information elsewhere collected or assumed by the User.
Headings used in the different sections of these Terms are for reference purposes only and in no way, define, limit, construe or describe the scope or extent of such parts or sections within these Terms. Users may not, directly or indirectly, by operation of Law or otherwise, assign all or any part of these Terms or our rights under these Terms, or delegate the performance of duties under these Terms, to any Third Party without the Projectmaterials written consent.
Projectmaterials may, without Users’ consent, assign the rights arising from these Terms to any other company designated by Projectmaterials or to any Successor or Third Party, provided that any such Successor agrees to fulfill the obligations pursuant to these Terms. Subject to the foregoing restrictions, these Terms shall be fully binding upon, inure to the benefit of and be enforceable by the parties and their respective Successors and Assigns.
Projectmaterials failure to enforce at any time any specific provision of these Terms does not constitute a waiver of that provision or of any other provision of these Terms.
All notices to be provided by Projectmaterials to Users under these Terms shall be delivered in writing either: (a) by recognized delivery service, courier or mail to the contact mailing address provided by Users upon registration; or (b) by electronic mail (email) to the electronic mail address provided by Users upon registration; or (c) by banner notices on the website or the chat messaging system implemented on the Site.
The user may miss notices in case the email address provided at registration is outdated; it is User's responsibility, and not Projectmaterials's, to keep contact information up to date not to miss notices and communications. Such notices are intended as given, as marked as "sent" (or similar) on any Projectmaterials email client.
Users shall give any notice to Projectmaterials in writing by registered letter to the company address reported on the Site. Projectmaterials may not accept communications received from Users by other means (example: email).
This Terms and the overall relation between Projectmaterials and Users are subject to the Laws of Switzerland, Court of Lugano, only. If any provision in these Terms is held by a Court of competent jurisdiction to be unenforceable, such provision shall be modified by the Court and interpreted to best accomplish the original provision fully permitted by Law, and the remaining provisions of these Terms shall remain into full effect.
For more information about our terms and conditions, you can send us an email.
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