TERMS OF USE

IMPORTANT NOTICE: THESE TERMS OF USE CONTAIN A BINDING ARBITRATION PROVISION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS GOVERNING DISPUTES ARISING FROM USE OF THE SUNTUITY SITES AND SERVICES. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE MANDATORY ARBITRATION AND WAIVER OF CLASS ACTION SECTION BELOW. PLEASE READ CAREFULLY.

These Suntuity Terms of Use (“Terms”) govern access to and use of the Suntuity Renewables LLC’s (“Suntuity,” “we” or “us”), and its affiliates’, websites located at https://www.suntuityrenewables.com, www.suntuity.com, www.poweredbysuntuity.com, www.suntuitysolar.com and www.suntuityhome.com (the “Sites”), and various Suntuity services (the “Services”) by Site visitors (“Site Visitors”), service providers of Suntuity (“Service Providers”), and Service Providers’ Authorized Users (as defined below) who submit information to Suntuity on behalf of a Service Provider (collectively, the “Users”).  By using the Site or any Suntuity Services, you as a User accept these Terms (whether on behalf of yourself or a legal entity you represent). An “Authorized User” of a Service Provider is an individual natural person, over the age of eighteen (18), whether an employee, business partner, contractor, or agent of a Service Provider who is registered or permitted by Service Provider to use the Suntuity Services subject to these Terms.  Users may be referred to in these Terms as “you” and “your” as applicable.  For the avoidance of doubt, all references to the “Sites” in these Terms also includes any Suntuity Services offered through the Sites.  

BY ACCESSING, USING, DOWNLOADING, OR UPLOADING ANY INFORMATION FROM OR TO THE SITES, OR USING THE SERVICES, YOU AGREE TO FOLLOW AND BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE NOT AUTHORIZED AND MUST CEASE USING THE SITES AND SERVICES IMMEDIATELY. 

Acceptance of Terms.  Please check these Terms periodically for changes.  If you do not agree to the Terms, please do not use the Sites.  By using the Sites, you acknowledge that you have read, understood and agree to these Terms.  Your continued use of any Site following the posting of any changes to the Terms constitutes acceptance of those changes. 

Credentials & Passwords.  You agree that at all times you shall keep confidential, maintain and control all user names and passwords used to limit your, and your access to the Sites, and that you are exclusively responsible for all activities that occur in connection with such user names and passwords.  You agree to immediately notify Suntuity of any disclosure to, or use of, any such usernames or passwords by any other individual.  Suntuity will not be liable for any loss or damage of any kind, under any legal theory, caused by your failure to comply with the foregoing obligations.

Privacy Policy.  Any information that you post to the Sites or otherwise provide to us in connection with your use of the Sites, including but not limited to contact information, addresses, and photos (collectively “User Content”) will be used by us in accordance with our Privacy Policy, which can be found here. 

Eligibility; Use of the Sites.

  1. Eligibility to Use the Sites.  By using the Sites, you represent and warrant that you are 18 years of age or older and competent to agree to these Terms. 

  2. Using the Site on Behalf of a Service Provider.  If you are agreeing to these Terms on behalf of a Service Provider organization or entity, you represent and warrant that you are competent and authorized to agree to these Terms on that Service Provider’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that Service Provider).  

  3. Limited License.  Upon your acceptance of these Terms, we grant you a limited, non-exclusive, non-transferable and revocable license to access and use the Sites for your non-commercial personal use, or your internal business purposes (where applicable) and only as expressly permitted in these Terms.  You shall not use or permit use of the Sites for any illegal purpose or in any manner inconsistent with the provisions of these Terms.  If you are or become a direct competitor of Suntuity, you may not access or use the Suntuity Services without Suntuity’s explicit, advance, written consent, and then only for the purposes authorized in writing. Without limiting the foregoing, you may not: (1) interfere with others’ use of the Sites; (2) impair any of the Sites’ operations or interfere with or disrupt the servers or networks on which any Site operates; (3) interfere with Suntuity’s exercise of its intellectual property rights; (4) frame or otherwise co-brand any Site or any content on the Sites; (5) deep-link to any portion of the Sites; or (6) use any Site for any illegal purpose.  We reserve the right in our sole discretion to terminate or restrict your use of the Sites, without notice, for any or no reason, and without liability to you or any third party. In such event, we may inform your Internet service provider of your activities and take appropriate legal action.

  4. Trademarks. The Suntuity names, the SUNTUITY trademark registration (U.S. Registration No. 4211000), Suntuity logo and all related names, logos, product and service names, designs, and slogans are trademarks of Suntuity or its affiliates or licensors. You must not use such marks without the prior written permission of Suntuity. All other names, logos, product and service names, designs, and slogans on the Sites are the trademarks of their respective owners.

Suntuity Content.  

  1. Ownership of Suntuity Content. You acknowledge and agree that the Sites contain certain information, such as text, graphics, images, videos, links, software, and other materials or proprietary information (collectively, “Suntuity Content”) that is protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws.  You agree that as between you and Suntuity, Suntuity is the owner of Suntuity Content.  You may not reproduce, distribute, republish or retransmit any Suntuity Content or materials posted at any Site except as expressly permitted herein.  Except as expressly authorized by Suntuity herein, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, create derivative works, or reverse engineer from such materials or Suntuity Content.  Systematic retrieval of data or other Suntuity Content from any Site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Suntuity is prohibited.

  2. Freemium Content. Suntuity provides various resources on the Sites (“Freemium Content”), which you may access by providing your email address and contact information. We grant you a limited non-exclusive, non-transferable and revocable license to access, download and use the Freemium Content only for personal non-commercial purposes (or internal business purposes, if applicable and authorized by us). Except as expressly permitted in these Terms, you understand and acknowledge that you shall not, nor permit others to, sell, license, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, create derivative works, reverse engineer, or otherwise exploit the Freemium Content in any manner.

Rules regarding User Content.  The Sites may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages or profiles, calendars, blog comment sections and/or other interactive features that allow Users to post, submit, publish, display or transmit to others or other persons (hereinafter, “post”) content or materials (including User Content, “User Contributions”) on or through the Sites. The following rules apply to your posts and use of User Contributions and User Content. The list of rules is for illustration only and is not a complete list.

  1. User Contributions belong to you; however, you grant permission to Suntuity to use your User Contributions in connection with our Sites.  Accordingly, you grant Suntuity a non-exclusive, irrevocable, royalty-free, perpetual, freely transferable, sublicensable, worldwide right and license to use, host, store, cache, reproduce, publish, display, perform, distribute, transmit, modify, adapt, commercialize, create derivative works of, and otherwise exploit such User Contributions in connection with our Sites and Services.  You represent and warrant that (i) you have all the necessary rights to grant Suntuity the foregoing license for all User Contributions you submit in connection with the Sites; (ii) you will indemnify us for any breach of this representation and warranty; and (iii) your User Contributions have and will comply with these Terms.  

  2. You may not post any User Contributions that contains: (i) URLs or links to web sites other than to recruitment related pages on your Service Provider company website; (ii) copyrighted material (unless you own the copyright or have the owner’s permission to post the copyrighted material); (iii) trade secrets (unless you own them or have the owner’s permission to post them); (iv) material that infringes on or misappropriates any other intellectual property rights, or violates the privacy or publicity rights of others; (v) irrelevant keywords or white text keywords (including any words embedded in the document containing the User Contributions and hidden from Users); (vi) viruses, corrupted files or any other similar software or programs that may damage any of Suntuity’s operations or the operation of another User’s computer; (vii) anything that is discriminatory, sexually explicit, obscene, libelous, defamatory, derogatory, threatening, harassing, abusive, or hateful; (viii) anything that is embarrassing or offensive to another person or entity; or (ix) anything that is otherwise unlawful.

  3. User Contributions must not (i) impersonate another person, living or dead; (ii) post false, inaccurate or misleading information, opinions or notices (commercial or otherwise) or chain letters; (iii) post advertisements, or solicitations of business (including, but not limited to, email processors, any pyramid scheme or multi-level marketing business, except as expressly permitted hereunder).

Security Rules.

  1. Users are prohibited from violating or attempting to violate the security of the Sites, including, without limitation: (i) accessing data not intended for such User or logging into a server or account which the User is not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any User, host or network, including, without limitation, via means of submitting a virus to the Sites, overloading, “flooding”, “mail bombing” or “crashing”; (iv) sending unsolicited e-mail, including promotions and/or advertising of products or services; (v) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.

  2. Violation of the foregoing security rules may result in civil or criminal liability. Suntuity will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations.

Service Provider Warranties.  You hereby represent and warrant to Suntuity that: (a) you have all requisite rights and authority to use the Sites and Suntuity Services under these Terms and to grant all applicable rights herein; (b) you are responsible for all use of the Suntuity Services associated with your Account, and the Accounts of your Authorized Users (if applicable); (c) you are solely responsible for maintaining the confidentiality of your Account name(s) and password(s); (d) you agree to immediately notify Suntuity of any unauthorized use of your Account of which you become aware; (e) you agree that Suntuity will not be liable for any losses incurred as a result of a third party’s use of your Account, regardless of whether such use is with or without your knowledge and consent; (f) you will use the Suntuity Services for lawful purposes only and subject to these Terms; (g) any User Content you submit, upload, or send to Suntuity is true, accurate, and correct; and (h) you will not attempt to gain unauthorized access to the Site or the Suntuity Services, other Accounts, computer systems, or networks under the control or responsibility of Suntuity through hacking, cracking, password mining, or any other unauthorized means.

Suntuity Disclaimer of Warranties.  THE SITES, AND ALL CONTENT INCLUDED IN OR AVAILABLE THROUGH THE SITES, INCLUDING, WITHOUT LIMITATION, CONTENT, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE.  EACH SITE IS PROVIDED WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. SUNTUITY, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS COMPLETE, ACCURATE, RELIABLE OR CORRECT; THAT THE SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CONTENT ON THE SITE OR FROM OTHER USERS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.  IN ADDITION, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITES IS DONE AT YOUR OWN DIRECTION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.  BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of Liability.  Under no circumstances shall Suntuity, its officers, directors, employees, affiliates, or  licensors be liable for any consequential damages (including, without limitation, indirect,  punitive, incidental or special damages, damages for loss of profits, goodwill, use, data or other intangible losses (even if Suntuity has been advised of the possibility of such damages) including, without limitation, any that result from: (i) the use of, or inability to use, the Sites; (ii) your reliance on advice, information, or other content on the Sites; (iii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or transactions entered into through or from the Sites; (iv) unauthorized access to or alteration of your transmissions or data, including User Content; (v) statements or conduct of any third party on the Sites; or (vi) any other material relating to the Sites.  Suntuity, its officers, directors, employees, affiliates and licensors shall only be liable to the extent of actual damages incurred by you, not to exceed the purchase price received by Suntuity for the Service giving rise to the liability.  This limitation applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Suntuity has been advised of the possibility of such damage.  Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, Suntuity’s liability in such jurisdictions shall be limited to the extent permitted by law.  

Indemnity.  You agree to defend, indemnify, and hold harmless Suntuity (and its subsidiaries, affiliates, officers, directors, employees and agents) from and against any third-party claims, actions or demands (including, without limitation, costs, damages and reasonable legal and accounting fees) alleging or resulting from or in connection with your use of the Sites, any User Content posted or submitted by you, your use of the Services or your breach of these Terms.  Suntuity shall use reasonable efforts to provide you prompt notice of any such claim, suit, or proceeding and may assist you, at your expense, in defending any such claim, suit or proceeding.  Suntuity reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Suntuity in asserting any available defenses.

International Use.  Suntuity is headquartered in the United States and stores and processes User Content in the United States.  Users who access any Site from outside the United States are responsible for compliance with local laws, if and to the extent local laws are applicable. Suntuity makes no claims that the Sites or content thereon are appropriate outside of the United States.  Access to the Sites may not be legal by certain persons or in certain countries, and such persons have no right to access or use any Site.  If you access any Site from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

Copyright Policy.  Suntuity respects the intellectual property rights of others and expects visitors to the Sites to do the same.  Suntuity will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us.  If you believe that your content has been copied in a way that constitutes copyright infringement, please provide contact details to Suntuity using the information below and provide the following: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

Suntuity reserves the right to remove content alleged to be infringing without prior notice and at its sole discretion. Suntuity may also terminate a repeat infringer’s Account. Suntuity’s designated copyright agent for notice of alleged copyright infringement appearing on the Sites can be reached at [insert email address].  

Mandatory Arbitration, Waiver of Class Actions.   PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. 

  1. Scope.  This Section 14 is intended to be interpreted broadly and governs any and all disputes between Suntuity and Users, including but not limited to, claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before these Terms; and claims that may arise after the termination of these Terms (“Claims”).  The only disputes excluded from this broad prohibition are the litigation of certain intellectual property disputes as provided below.

  2. Pre-Arbitration Procedure.  We hope that we can resolve any disputes with you without resorting to arbitration.  If you have an issue or a complaint, you agree to contact us at [email address] before taking formal action in accordance with paragraph 16.3.  In your contact, please provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an Account).  Suntuity agrees to use reasonable efforts to address your issue or complaint.  

  3. Binding Arbitration. If, after engaging in good faith negotiations, we cannot reach an agreed-upon solution with you within sixty (60) days, then either party may initiate binding arbitration as the sole means to resolve Claims (except as provided below) subject to these Terms set forth below.  You agree that any and all Claims shall be resolved by binding arbitration in accordance with the Consumer Arbitration Rules, as applicable, of the American Arbitration Association (“AAA”), having an address at 220 Davidson Avenue, 1st Floor, Somerset, New Jersey, 08873, or its successor.  Information about AAA, including its rules and procedures, can be found at www.adr.org.  If AAA, or its successor, is unable to arbitrate a particular Claim, then that Claim shall be resolved by binding arbitration pursuant to the rules and procedures of an equivalent organization as mutually agreed by the parties.  The arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this agreement to arbitrate and the Terms, including but not limited to, any claim that all or any part of this agreement or the Terms is unenforceable.  All fees charged by AAA, or its successor, shall be paid in accordance with the fee schedule under the Consumer Arbitration Rules, as applicable.  All fees charged by any other equivalent organization as mutually agreed by the parties shall be paid in accordance with the rules and procedures of the equivalent organization. Arbitration awards may be enforced in any court of competent jurisdiction.  The provisions of this paragraph shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq., and shall survive settlement.  EXCEPT AS MAY BE PROVIDED IN AAA’S CONSUMER DUE PROCESS PROTOCOL THAT ALLOWS CONSUMERS TO FILE CERTAIN CLAIMS IN SMALL CLAIMS COURT, YOU AGREE THAT YOU ARE GIVING UP YOUR RIGHT TO A TRIAL IN COURT, EITHER WITH OR WITHOUT A JURY.

  4. Class Action Waiver.  You and Suntuity expressly waive the right to file a class action or seek relief on a class basis.  YOU AND SUNTUITY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.  If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes. 

  5. Intellectual Property Exclusion.  Notwithstanding the parties’ decision to resolve all disputes through arbitration, Suntuity may bring enforcement actions, validity determinations, requests for emergent relief, including temporary restraining orders or preliminary injunctions, or claims arising from or relating to theft, piracy, or unauthorized use of intellectual property in any state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect its intellectual property rights in the Site.

This Mandatory Arbitration, Waiver of Class Actions section shall survive any termination of your use of the Sites.  

Modifications to Service.  Suntuity reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, any of the Sites or some or all of the content or Services offered through the Sites, with or without notice.  You agree that Suntuity shall not be liable to your or to any third party for any modification, suspension or discontinuance of any of the Sites or some or all of the Services offered through the Sites.

  1. Reviews of Third-Party Products or Services.  Our sites may contain reviews of third-party products or services, made in good faith. Third parties may provide their products or services at a reduced price or no cost to incentivize a review of such products or services, in which we shall indicate such sponsorship in the reviews.

  2. Third Party Content and Links. We may provide content of third parties or links to third party sites, as a service to those interested in this information. We do not monitor, approve or have any control over any third party content or sites and the inclusion of links to third party content or sites does not imply any association or relationship between Suntuity and such third party. We do not guarantee, endorse or adopt the accuracy or completeness of any third party content or site. We are not responsible for updating or reviewing third party content sites. You understand and acknowledge that you shall use third party content and sites at your own risk. Third party content, including comments from third party users posted on our Sites do not necessarily reflect the views of Suntuity. Third party content includes, without limitation, product reviews, ratings, Questions & Answers and other material that was originally posted on third party sites.

  3. Affiliate Links. We may participate in affiliate marketing and may include certain affiliate links on our Sites, in which we earn a commission for every click on or purchase made via affiliate links. For such affiliate links, we shall indicate as such.

  4. Disclaimer.  All information, content and material provided by us on or through the Sites, including Suntuity Content and Freemium Content, are for educational and informational purposes only. We expressly do not claim or intend for any such information to be understood, construed or substituted as legal, financial, tax, medical, health, or any other professional advice. You understand and acknowledge that you are responsible for using your own judgment and due diligence prior to your use of any information, content or material on or through the Sites for any purpose, other than for personal non-commercial and informational purposes. 

  5. General.  These Terms, along with Suntuity’s Privacy Policy (together, the “Agreement”) constitutes the entire agreement between you and Suntuity with respect to the Sites and supersedes all prior or contemporaneous communications and proposals, whether oral, written, or electronic, between you and Suntuity with respect to the Sites.  If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.  The Agreement is governed by the internal substantive laws of the State of New Jersey, without respect to its conflict of laws principles. The sole relationship between you and Suntuity is that of independent contractors.  All provisions of this Agreement shall survive termination except those granting access or use to the Sites and Services, and you shall cease all your use and access thereof immediately.  You may not assign or transfer your obligations under this Agreement.  No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. 

Contact Information.  If have any questions or should you need any additional information about issues relating to the Sites, please contact us at:

Suntuity Renewables LLC

2137 NJ-35

Holmdel, NJ 07733

United States

 

Email: [email protected]

Telephone: (732) 979-2400

 

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