Terms and Conditions

Last Updated: November 26, 2024

1. INTRODUCTION

These Terms and Conditions (“Terms”) govern your access to and use of FitoutPal’s website (fitoutpal.com), including any subdomains, and all associated services (collectively, the “Services”). Please read these Terms carefully before using our Services.

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Services.

2. SERVICE DESCRIPTION

2.1 Overview of Services

FitoutPal provides online tools and services related to commercial office build-outs and renovations. Our Services include cost estimation tools, RFP (Request for Proposal) preparation and distribution, and connection with design and build professionals.

2.2 Cost Estimation Services

Our cost estimation services are provided subject to the following conditions:

All estimates, calculations, and projections provided through our Services are approximations intended solely for preliminary planning purposes. These estimates are based on available market data and industry averages but may not reflect actual costs in your specific situation.

You explicitly acknowledge and agree that:

  • All estimates are non-binding and for informational purposes only
  • Actual costs may vary substantially from provided estimates
  • Multiple factors can affect final costs, including but not limited to: market conditions, material availability, labor costs, local regulations, site conditions, and specific project requirements
  • We do not guarantee the accuracy, completeness, or reliability of any estimates
  • Estimates should not be the sole basis for any business, financial, or construction decisions

2.3 RFP Services

Our RFP services include document preparation, review, and distribution to potential service providers. These services are subject to:

  • Professional review and standardization of your requirements
  • Distribution to our network of verified service providers
  • Standard document formatting and industry-specific content
  • Delivery timelines as specified on our website

2.4 Matching Services

Our matching services connect users with design and build professionals. You acknowledge that:

  • We do not endorse or guarantee the performance of any third-party service providers
  • We are not responsible for any agreements made between you and service providers
  • We do not supervise, direct, or control service providers’ work
  • We are not party to any contracts between you and service providers

3. USER OBLIGATIONS

    3.1 Account Creation and Maintenance

    When creating an account or using our Services, you must:

    • Provide accurate and complete information
    • Maintain the security of your account credentials
    • Promptly update any changes to your information
    • Never share your account access with unauthorized users
    • Notify us immediately of any unauthorized access

    3.2 Acceptable Use

    When using our Services, you agree to:

    • Use the Services only for legitimate business purposes
    • Comply with all applicable laws and regulations
    • Respect the intellectual property rights of others
    • Maintain professional conduct in all interactions
    • Provide accurate project information

    3.3 Prohibited Activities

    You may not:

    • Use the Services for any unlawful purpose
    • Attempt to gain unauthorized access to our systems
    • Interfere with the proper operation of the Services
    • Copy, modify, or create derivative works of our Services
    • Reverse engineer any aspect of the Services
    • Use the Services to transmit harmful code or materials
    • Collect user information without proper authorization

    4. FEES AND PAYMENT

      4.1 Service Fees

      Our fee structure includes:

      • Basic cost estimation tools (provided without charge)
      • Premium services (including RFP preparation and distribution)
      • Additional services as specified on our website

      All fees are quoted in US dollars and are non-negotiable.

      4.2 Payment Terms

      For paid services:

      • Payment is required in advance of service delivery
      • All fees are non-refundable unless otherwise specified
      • We reserve the right to modify our fees upon notice
      • You are responsible for all applicable taxes
      • Late payments may result in service suspension

      5. INTELLECTUAL PROPERTY RIGHTS

        5.1 Ownership

        All content, features, and functionality of our Services, including but not limited to text, graphics, logos, button icons, images, data compilations, software code, and the compilation thereof, are owned by or licensed to FitoutPal and are protected by applicable intellectual property laws.

        5.2 Limited License

        We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use our Services for their intended purpose. This license does not include:

        • Distribution, public display, or public performance of our content
        • Modification or derivative use of our Services or content
        • Collection or use of product listings, descriptions, or pricing
        • Any resale or commercial use of our Services or content
        • Downloading or copying of account information
        • Use of data mining, robots, or data gathering tools

        6. DISCLAIMERS AND LIMITATION OF LIABILITY

          6.1 Services Disclaimer

          The Services are provided “as is” and “as available” without warranties of any kind. To the fullest extent permissible by law, FitoutPal disclaims all warranties, express or implied, including:

          • Accuracy of cost estimates and projections
          • Reliability of market data and calculations
          • Suitability for any particular purpose
          • Availability or continuity of the Services
          • Accuracy of any third-party information
          • Results obtained from use of the Services

          6.2 Estimates and Calculations Disclaimer

          You expressly understand and agree that:

          • Cost estimates are approximations based on available data
          • Actual costs may vary significantly from estimates
          • Market conditions and local factors affect final costs
          • Estimates should not be relied upon for final decisions
          • Professional consultation is required for accurate pricing
          • We are not liable for any decisions based on estimates

          6.3 Professional Services Disclaimer

          Regarding third-party professional services:

          • We do not guarantee their availability or performance
          • We are not responsible for their actions or omissions
          • We do not supervise or control their work
          • We make no representations about their qualifications
          • We are not party to any agreements between users and professionals

          6.4 Limitation of Liability

          Under no circumstances shall FitoutPal be liable for:

          • Any direct, indirect, incidental, special, or consequential damages
          • Loss of profits, revenue, data, or business opportunities
          • Inaccuracies in estimates or calculations
          • Decisions made based on our Services
          • Actions or omissions of third-party professionals
          • Service interruptions or technical issues
          • Unauthorized access to user data

          6.5 Liability Cap

          If, notwithstanding the foregoing, we are found liable for any damages, our total liability shall not exceed:

          • The amount paid by you for the specific service giving rise to the liability
          • One hundred dollars ($100.00) if no fees were paid
          • The minimum amount required by applicable law

          7. INDEMNIFICATION

            7.1 User Indemnification

            You agree to indemnify, defend, and hold harmless FitoutPal and its officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to:

            • Your use of the Services
            • Your violation of these Terms
            • Your violation of third-party rights
            • Your decisions based on our estimates
            • Your interactions with professional service providers
            • Your breach of any agreements with third parties

            7.2 Defense Control

            In the event of any such claim, FitoutPal reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with our defense of any such claim.

            8. SERVICE MODIFICATIONS AND TERMINATION

              8.1 Service Modifications

              FitoutPal reserves the right to:

              • Modify or discontinue any portion of the Services
              • Update pricing and features without notice
              • Change system requirements for using the Services
              • Limit access to any features or portions of the Services
              • Implement new requirements or policies

              These modifications may affect your access to or use of the Services. Continued use of the Services following any modifications constitutes acceptance of the changes.

              8.2 Termination

              8.2.1 Termination by FitoutPal
              We may terminate or suspend your access to the Services immediately, without prior notice, for:

              • Violation of these Terms
              • Engaging in prohibited activities
              • Failure to pay applicable fees
              • Suspected fraudulent activity
              • Legal or regulatory requirements
              • System security concerns

              8.2.2 Termination by User
              You may terminate your use of the Services at any time by:

              • Discontinuing use of all Services
              • Canceling any paid subscriptions
              • Closing your account, if applicable

              8.2.3 Effect of Termination
              Upon termination:

              • All rights granted to you under these Terms will cease
              • You must discontinue use of the Services
              • Any outstanding fees become immediately due
              • We may delete your account and associated data
              • Certain provisions of these Terms will survive

              9. DISPUTE RESOLUTION

                9.1 Governing Law

                These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law.

                9.2 Initial Dispute Resolution

                We encourage users to contact us first to resolve any disputes. Please send your concerns to hi@fitoutpal.com. We will attempt to resolve disputes informally within 30 days.

                9.3 Binding Arbitration

                If informal resolution is unsuccessful, any dispute arising from these Terms shall be resolved through binding arbitration conducted by the American Arbitration Association under its Commercial Arbitration Rules.

                The arbitration shall:

                • Be conducted in Delaware
                • Be heard by one arbitrator
                • Be conducted in English
                • Allow for document discovery
                • Result in a written decision

                9.4 Class Action Waiver

                You agree that any proceedings will be conducted only on an individual basis and not as a class, consolidated, or representative action.

                10. GENERAL PROVISIONS

                  10.1 Relationship of Parties

                  Nothing in these Terms creates any partnership, joint venture, employment, or agency relationship between you and FitoutPal.

                  10.2 Severability

                  If any provision of these Terms is found to be unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.

                  10.3 Assignment

                  FitoutPal may assign these Terms at any time without notice. You may not assign your rights under these Terms without our prior written consent.

                  10.4 Force Majeure

                  We shall not be liable for any failure to perform due to causes beyond our reasonable control, including but not limited to acts of God, war, pandemic, terrorism, or supply chain disruptions.

                  11. COMMUNICATIONS AND NOTICES

                    11.1 Electronic Communications

                    By using the Services, you consent to receive electronic communications from us. These may include:

                    • Service updates and announcements
                    • Administrative messages
                    • Marketing communications
                    • Legal notices

                    11.2 Notice Requirements

                    All notices to FitoutPal must be in writing and sent to:
                    Email: hi@fitoutpal.com

                    12. FINAL PROVISIONS

                      12.1 Entire Agreement

                      These Terms constitute the entire agreement between you and FitoutPal regarding the Services, superseding any prior agreements or communications.

                      12.2 Waiver

                      Our failure to exercise any right or enforce any provision of these Terms shall not constitute a waiver of such right or provision.

                      12.3 Updates to Terms

                      We reserve the right to update these Terms at any time. We will notify users of material changes through:

                      • Service notifications
                      • Email communications
                      • Website announcements

                      Continued use of the Services after such changes constitutes acceptance of the updated Terms.

                      12.4 Contact Information

                      For questions about these Terms or our Services:

                      FitoutPal
                      Email: hi@fitoutpal.com

                      Last Updated: November 26, 2024

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