Description of Service
Breezeway helps customers ("Users" or "you") through our website (breezeway.io, "Website") our app and associated services (collectively, the "Service") care for the property they manage, with better property condition reports, inventory, inspections, maintenance and associated services. Our Service enables you to schedule and coordinate with your staff, service partners, property owners and other end users ("End User Customers") and communicate with End User Customers about specific reports, tasks and additional services.
Use of Website
As a condition of your use of this Service, you warrant to Breezeway that you are at least 18 years of age and legally competent to agree to these Terms and form a binding contract and that you will only use this Service for legitimate, lawful purposes for you or for another person for whom you are legally authorized to act. If you have a Breezeway account, you will safeguard your account information, keep it confidential and will supervise and be completely responsible for any use of your account by anyone other than you. We retain the right at our sole discretion to deny access to anyone to this Service, at any time and for any reason, including, but not limited to, for violation of this Agreement. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.
Ownership, Copyright and Trademark Notice
The Service and the Website, and all text, images, marks, logos and other content contained herein, including, without limitation, the "look and feel" of the Service (e.g., text, graphics, images, logos and compilation of the same), and all designs, text, graphics, pictures, information, data, software, other files, and the selection and arrangement thereof (collectively, the "Content") is the proprietary property of Breezeway or its licensors and are protected by U.S. and international intellectual property, copyright, trademark and other laws. You acknowledge and agree that Breezeway and/or its licensors own all right, title and interest in and to the Services and their content (including without limitation any and all patent, copyright, trade secret, trademark, show-how, know-how and any other intellectual property rights therein or related thereto) and you agree not to take any action(s) inconsistent with such ownership interests. All contents of this Service are: © 2016 Breezeway, Inc. All rights reserved. Breezeway is not responsible for content on websites operated by parties other than Breezeway. BREEZEWAY and the Breezeway logo and all other product or service names or slogans displayed on the Service are registered and/or common law trademarks of Breezeway and/or its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Breezeway or the applicable trademark holder. In addition, the look and feel of the Service, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Breezeway and may not be copied, imitated or used, in whole or in part, without the prior written permission of Breezeway. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or imply endorsement, sponsorship or recommendation thereof by Breezeway.
You may not modify or otherwise make derivative uses of the Service or any portion thereof. You may not reproduce, prepare derivative works from, distribute or display the Service or any site content (except for page caching), except as provided herein. Except as expressly permitted above, any use of any portion of the Website or site content without the prior written permission of Breezeway is strictly prohibited. Unless explicitly stated herein, nothing in this Agreement may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise.
The Website, the Services, and their contents may only be used in accordance with the terms of this Agreement. All materials displayed or performed on the Website or in the Services, including, but not limited to text, graphics, articles, photographs, images, illustrations (also known as the "Breezeway Content,") are protected by copyright. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Breezeway Content accessed through the Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Breezeway Content or other proprietary rights not owned by you: (i) without the express prior written consent of the respective owners, and (ii) in any way that violates any third party right.
You may download or copy the Breezeway Content (and other items displayed on the Website or Services for download) for personal non-commercial use only (unless provided for otherwise in supplemental terms), provided that you maintain all copyright and other notices contained in such Breezeway Content. You shall not store any significant portion of any Breezeway Content in any form. Copying or storing of any Breezeway Content other than personal, noncommercial use is expressly prohibited without prior written permission from Breezeway or from the copyright holder identified in such Breezeway Content’s copyright notice. If you link to the Website, Breezeway may revoke your right to so link at any time, at Breezeway’s sole discretion.
In the course of using the Service, you may provide information which may be used by Breezeway in connection with the Service. You understand that by providing content, materials or information (including without limitation information relating to your end user customers) to Breezeway or in connection with the Service (collectively, "Your Content"), Breezeway hereby is and shall be granted a nonexclusive, worldwide, royalty free, perpetual, irrevocable, sublicenseable and transferable right to use, process, store, copy, reproduce, reformat, translate, modify and create derivative works of Your Content (including all related intellectual property rights) in connection with Breezeway’s provision of the Services. For clarity, the foregoing license grant to Breezeway does not affect your ownership of or right to grant additional licenses to the material in Your Content.
You also acknowledge and agree that Breezeway may use Your Content internally for improving the Service, and on an anonymized and aggregate basis for the purposes of improving the Service. However, Breezeway will never contact your End User Customers directly except as expressly authorized by you in connection with Breezeway’s provision of the Service.
You also warrant, represent and agree that you will not contribute any content or otherwise use the Service in a manner that (i) infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party, (ii) violates any law, statute, ordinance or regulation, (iii) is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, (iv) impersonates any person or entity, including without limitation any employee or representative of Breezeway, or (v) contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program. Breezeway reserves the right to remove any content from the Service at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content or if Breezeway is concerned that you may have breached the immediately preceding sentence), or for no reason at all.
Use of the Service only extends to the uses expressly described herein. The content and information on this Service as well as the infrastructure used to provide such content and information, is proprietary to Breezeway. You agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through this Service. Additionally, you agree not to:
(i) use the Service or its contents for any commercial purpose; (ii) make, or use the Service for any speculative, false, or fraudulent activity; (iii) access, monitor, reproduce, upload, republish, distribute, transmit, display, translate, localize, port, modify, create derivative works or copy any content or information of this Service using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission; (iv) violate the restrictions in any robot exclusion headers on this Service or bypass or circumvent other measures employed to prevent or limit access to this Service; (v) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure, adversely affects the performance of the Website, or infringes on our copyright or the copyright of our suppliers; (vii) "frame", "mirror" or otherwise incorporate any part of this Service into any other website without our prior written authorization; (viii) use the Service to cause nuisance, annoyance or inconvenience; (ix) impair the proper operation of the Service’s network; (X) try to harm the Service in any way whatsoever; (xi) distribute, sell, assign, encumber, transfer, rent, lease, loan, sublicense, modify, time-share or otherwise exploit the Service in any unauthorized manner, including but not limited to by trespass or burdening network capacity, or use the Service in any service bureau arrangement; and (xii) you will not permit any third party to engage in any of the acts described in clauses (i) through (xi).
You will not decompile, reverse engineer, or otherwise attempt to obtain the source code of the Service. You will be responsible for withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Service.
You acknowledge that all Breezeway Content and Your Content (together, "Content") accessed by you using the Service is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom. Under no circumstances will Breezeway be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, including without limitation reports generated by the Service, or any loss or damage of any kind incurred in connection with use of or exposure to any Content posted, emailed, accessed, transmitted, or otherwise made available via the Service. You, not Breezeway, remain solely responsible for all Content, including messages, that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Service. You acknowledge and agree that your indemnity obligation herein also applies to any third party claims relating to your disclosure of any third party personally identifiable information or the tracking of visitors (including without limitation your end user customers) on your website.
Warranty and Disclaimer
You acknowledge that Breezeway has no control over, and no duty to take any action regarding: which users gain access to the Service; what Content you access via the Service; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of this. You release Breezeway from all liability for you having acquired or not acquired Content through the Service. The Service may contain, or direct you to websites or applications containing information that some people may find offensive or inappropriate. Breezeway makes no representations concerning any content contained in or accessed through the Service, and Breezeway will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Service. Breezeway makes no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Service. THE SERVICE CONTENT, WEBSITE AND ANY SOFTWARE ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BREEZEWAY OR THROUGH THE WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Registration and Security Policy
As a condition to using some aspects of the Service, you may be required to register with Breezeway and set a password and user name ("User ID"). You shall provide Breezeway with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account. You may not (i) select or use as a User ID a name of another person with the intent to impersonate that person; or (ii) use as a User ID a name subject to any rights of a person other than you without appropriate authorization. Breezeway reserves the right to refuse registration of or cancel a User ID in its discretion. You shall be responsible for maintaining the confidentiality of your password and those of any End User Customers that you invite to use the Service.
You will indemnify and hold Breezeway, its parents, subsidiaries, affiliates, officers, and employees harmless (including, without limitation, from all damages, liabilities, settlements, or other costs and expenses of any kind, including but not limited to, legal and accounting fees) from any claim or demand made by any third party due to or arising out of your access to the Service, use of the Service, your violation of this Agreement or applicable laws, rules or regulations in connection with your use of the Service, or the infringement by you or any third party using your account of any intellectual property or other right of any person or entity.
Limitation of Liability
IN NO EVENT SHALL BREEZEWAY OR ITS SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE WITH RESPECT TO THE WEBSITE OR THE SERVICE OR THE SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE GREATER OF $100 OR THE FEES PAID BY YOU FOR THE SERVICE DURING THE 6-MONTH PERIOD PRECEDING THE APPLICABLE CLAIM; (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (III) FOR DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (IV) FOR ANY MATTER BEYOND BREEZEWAY’S REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Fees and Payment
Breezeway reserves the right to require payment of fees for certain or all Service. You shall pay all applicable fees, as described in separate License and Service Agreements between You and Breezeway for Service selected by you (the "Service Agreement"). Any fees paid hereunder are non-refundable.
"Taxes" means all taxes, levies, imposts, duties, fines or similar governmental assessments imposed by any jurisdiction, country or any subdivision or authority thereof including, but not limited to federal, state or local sales, VAT, GST, use, property, excise, service, transaction, privilege, occupation, gross receipts or similar taxes, in any way connected with this Agreement or agreement required hereunder, and all interest, penalties or similar liabilities with respect thereto, except such taxes imposed on or measured by a party’s net income. All prices, fees and other charges payable under this Agreement or agreement ancillary to or referenced by this Agreement, shall not include any Taxes. You agree to bear and be responsible for all such Taxes. You shall make all payments required without deduction of any Taxes, except as required by law, in which case the amount payable shall be increased as necessary so that after making any required deductions and withholdings, Breezeway receives and retains (free from any liability for payment of Taxes) an amount equal to the amount it would have received had no such deductions or withholdings been made. If you are a tax-exempt entity or claims exemption from any Taxes under this Agreement, you shall provide a certificate of exemption upon execution of this Agreement and, after receipt of valid evidence of exemption, Breezeway shall not charge you any Taxes from which it is exempt. Without limiting the foregoing, all references to payments made in this Agreement are exclusive of any VAT, GST or other consumption taxes (collectively, "VAT") chargeable and where required by law, VAT shall be itemized at the rate applicable, if any, and paid in addition thereto. You shall communicate to Breezeway your VAT identification number(s) attributed by (i) the country where you have established your business, and/or (ii) any other country where you have established a fixed establishment, to which the Service under this Agreement are provided. Breezeway shall consider the Service under this Agreement to be for your business use and provided to the location(s) of you in accordance with the provided VAT identification number(s). You shall comply with all applicable tax laws and regulations, and you shall provide Breezeway all necessary assistance to facilitate the recovery or refund of any VAT paid by Breezeway in relation to the Service to the respective government or authority. You hereby agree to indemnify Breezeway for any Taxes and related costs paid or payable by Breezeway attributable to Taxes that would have been your responsibility under this section if invoiced to you. You shall promptly pay or reimburse Breezeway for all costs and damages related to any liability incurred by Breezeway as a result of your non-compliance or delay with its responsibilities herein. Your obligation under this section shall survive the termination or expiration of this Agreement.
Third Party Websites
The Service may contain links to third party websites or services ("Third Party Websites") that are not owned or controlled by Breezeway. When you access Third Party Websites, you do so at your own risk.
This Agreement shall remain in full force and effect while you use the Service and in accordance with the terms of any Service Agreement between you and Breezeway. Breezeway may terminate or suspend your access to the Service or your membership at any time, for any reason, and without warning, which may result in the forfeiture and destruction of all information associated with your membership. Breezeway may also terminate or suspend any and all Service and access to the Website immediately, without prior notice or liability, if you breach any of the terms or conditions of this Agreement or separate agreements between you and Breezeway. Upon termination of your account, your right to use the Service, access the Website, and any Content will immediately cease. All provisions of this Agreement which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
Claims of Copyright Infringement
If you believe that materials hosted by us infringe your copyright or those of someone else, please contact us at firstname.lastname@example.org.
This Website is operated by a U.S. entity and this Agreement is governed by the laws of the Commonwealth of Massachusetts. Your use of the Service may also be subject to other local, state, national, or international laws. You hereby consent to the exclusive jurisdiction and venue of courts in Suffolk County, Massachusetts, USA, in all disputes arising out of or relating to the use of this Website. Use of this Website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph.
You agree that no joint venture, partnership, or employment relationship exists between you and Breezeway as a result of this Agreement or use of this Website.
Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement limits our right to comply with law enforcement or other governmental or legal requests or requirements relating to your use of this Website or information provided to or gathered by us with respect to such use. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of this Service within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.
If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and this Agreement shall continue in effect.
This Agreement (and any other terms and conditions referenced herein) and any separate Service Agreement signed between you and Breezeway, constitutes the entire agreement between you and Breezeway with respect to the Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you the User and Breezeway with respect to this Service. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
You may contact us regarding the Service or these Terms at: Breezeway Homes, Inc., 333 Newbury Street, Boston, MA 02115, or by email to: email@example.com.
Last updated: April 10, 2017