1. Introduction. Welcome to the user agreement (the Agreement or User Agreement) for CleanBid.net, CleanGuru.com and CleanGuru.net, which are websites owned by Clean Guru, LLC, an Ohio Limited Liability Company, authorized to do business in the State of Michigan (CleanGuru or we). If you do not agree to be legally bound by the terms and conditions of this Agreement, do not use or access our Services (Services) or websites (Sites).
3. Change Control. We reserve the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the Sites or Services at any time and in our sole and exclusive discretion. Any changes will be effective upon the posting of the revisions on the Site(s). You are responsible for reviewing any applicable changes. Changes to referenced policies and guidelines may be posted without notice to you. Your continued use of these Sites and/or Services following our posting any changes will constitute your acceptance of such changes or modifications. If you do not agree to any changes to this Agreement, do not continue to use the Sites or Services.
4. Eligibility. Our Services are available only to, and may only be used by, individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, our Services are not available to children (persons under the age of 18) or to temporarily or indefinitely suspended CleanGuru subscribers. Competitors are not authorized to access or use our Sites or Services without express, written permission from us in advance of such access. If you do not qualify, please do not use our Sites or Services. Further, your CleanGuru account User Name and Password may not be transferred, loaned, given or sold to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement and you are accessing or using our sites or selling services strictly on behalf of that registered business entity.
5. Services. CleanGuru provides online tools/features such as invoicing as well as calendar functionality to aid authorized users and subscribers in managing their businesses. Some of these tools/features come standard, at no additional cost, with active membership to one of CleanGuru’s fee-based membership programs.
a. The CleanBid® Program provided by CleanGuru allows users and subscribers to calculate cleaning times for standard janitorial, office cleaning projects, as well as to determine prices and prepare customized proposals for a variety of other cleaning jobs. CleanGuru reserves the right to update and modify the Services from time to time. You, as well as all users and subscribers, authorize CleanGuru to capture non-personally identifiable building data inputted by you and other users and subscribers and use that data to improve bid calculation estimates, thereby improving the value of the overall service to you and all users and subscribers.
b. The CleanQC Program is an online quality control program and mobile inspection cleaning app you and other business owners can use to quickly improve quality in the buildings you clean. In addition, an innovative Inspection Performance Review Form can be generated to educate and build trust with current customers. And, finally, a sample inspection and attention-getting promotional page can be automatically inserted into the bid proposal to impress prospects at janitorial business locations on which you want to win the cleaning contract.
c. The CleanSuccess Program is a video coaching series provided by CleanGuru designed to provide you and other users and subscribers marketing, selling and profit ideas, tips and strategies. The videos are released on a regular basis, stored online and are intended to be viewed only by authorized CleanSuccess users and subscribers using their unique User Name and Password. Accompanying notes may be available for some or all of the videos to be reviewed by CleanSuccess users and subscribers as well.
The CleanSuccess Program ends when new weekly videos are no longer released to users and subscribers. While this completes the program, every subscriber is allowed one (1) additional year of access to the CleanSuccess Program at no charge. This additional access is intended to provide former users and subscribers time for further review of the series videos, as well as, the opportunity to download or print any or all of ‘Dan’s Notes’.
d. Subscribers who cancel prior to completing the CleanSuccess Program will also be given one (1) additional year of access to the CleanSuccess Program at no charge, but only to the videos already provided to them during their time as an active subscriber.
After the additional year of free access is complete, any former subscribers can arrange additional access to the CleanSuccess Site and the videos previously sent to them while they were an active subscriber. The monthly charge for this access is $9.95 monthly and can be reactivated by contacting the CleanGuru office directly.
6. Subscriber’s or User’s Responsibilities. As a CleanGuru Subscriber or User, you will be obligated under the terms and conditions of this Agreement throughout the Subscription Term and, as to our Intellectual Property and Confidential Information, beyond the Subscription Term of this Agreement into perpetuity.
7. Subscription Fees. Payment of subscription fees may be by credit card online, or by any other method approved by CleanGuru. Fees are non-refundable, unless expressly provided otherwise on the Sites or in this Agreement. If for any reason CleanGuru is unable to charge your credit card with the full amount of the fees, or if CleanGuru is charged back for any fee previously charged to your credit card, you agree that CleanGuru may pursue all available remedies to pursue payment, including without limitation, suspension or termination of your subscription.
8. Subscription Term. The term of your subscription shall be on a month to month basis unless otherwise approved specifically and in advance by CleanGuru. Your subscription will automatically renew monthly, or as to specific Services, in accordance with the terms and conditions posted on the Sites, unless otherwise cancelled by either you or CleanGuru.
9. Limitations on Technical Support. CleanGuru will provide email technical support, as is reasonably possible, during regular business hours at no additional charge.
10. Restricted Activities. Your information and activities on the Sites shall not: (a) be false, inaccurate or misleading; (b) be fraudulent; (c) infringe on our or any third party’s copyright, patent, trademark, trade secret, Confidential Information, or other proprietary rights or rights of publicity or privacy; (d) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising); (e) be defamatory, disparaging, trade libelous, unlawfully threatening or unlawfully harassing; (f) be obscene or contain child pornography; (g) contain any viruses, Trojan horses, or the like, or other computer programming routines that may damage or interfere with our marketplace; or (h) create liability for us or cause us to lose (in whole or in part) the Services of our ISPs or other suppliers. Furthermore, you may not consummate any transaction that was initiated using our Services that could cause us to violate any applicable law, statute, ordinance or regulation.
11. Access and Interference. You agree that you will not use any robot, spider, scraper or other automated means to access the Sites for any purpose without our express written permission. Additionally, you agree that you will not: (a) take any action that we, in our sole and exclusive discretion, believe imposes an unreasonably large load on our servers; (b) copy, reproduce, modify, create derivative works from, distribute or publicly display any website content without the prior expressed written permission of CleanGuru and the appropriate third party, as applicable; (c) attempt to interfere with the proper working of the Sites or any activities or Services conducted on the Sites; and/or (d) bypass any measures we may use to prevent or restrict access to the Sites.
12. Breach. Without limiting other remedies, we may limit your activity, issue a warning, temporarily suspend, indefinitely suspend or terminate your subscription and/or refuse to provide our Services to you if, within our sole and exclusive judgment: (a) you breach, or we anticipate that you are about to breach, this Agreement or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause financial loss or legal liability for you, our users, subscribers or us. In addition, we reserve the right to terminate this Agreement at any time, with or without cause.
14. Intellectual Property. The Sites contain intellectual property that is protected by state and federal, as well as international law.The Sites and their entire contents are copyright protected and are otherwise deemed Confidential Information under this Agreement. You may not copy, publish, re-transmit, distribute, or otherwise make unauthorized use of the material on the Sites except as permitted under applicable laws or specifically by us. Any right to use, not specifically granted, is expressly reserved by CleanGuru.
15. National Do Not Call Registry. If you complete a contact form on the Sites, you have expressly agreed to be contacted via telephone by CleanGuru, regardless of whether you are listed on the National Do Not Call Registry.
16. Results May Vary. EVERY EFFORT HAS BEEN MADE TO ACCURATELY REPRESENT OUR SITES AND SERVICES. EXAMPLES AND TESTIMONIALS ON THE SITES ARE NOT TO BE INTERPRETED AS PROMISES OR GUARANTEES OF EARNINGS.
17. No Warranty of Any Kind.
a. WE, OUR OFFICERS, DIRECTORS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS PROVIDE OUR SITES AND SERVICES AS IS AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR OFFICERS, DIRECTORS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, UNLESS SUCH DISCLAIMER IS PROHIBITED BY LAW.
b. IN ADDITION, WE SPECIFICALLY DISCLAIM ALL WARRANTIES THAT THE SITES OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR; THAT THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THE SITES WILL BE AS REPRESENTED BY SELLERS, AVAILABLE FOR SALE AT THE TIME OF OFFER, LAWFUL TO SELL, OR THAT SELLERS WILL PERFORM AS PROMISED; ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF CLEANGURU. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, CLEANGURU DISCLAIMS ANY AND ALL SUCH WARRANTIES.
c. AND FINALLY, WE SPECIFICALLY DISCLAIM ANY EARNINGS CLAIMS WITH RESPECT TO HOW MUCH INCOME YOU MIGHT EARN AS A RESULT OF OR THROUGH THE USE OF OUR SITES OR SERVICES. ALL OF OUR SUBSCRIBERS AND USERS ARE RESPONSIBLE FOR YOUR OWN INDIVIDUAL PERFORMANCE AND RESULTS.
18. General Release. YOU RELEASE CLEANGURU, OUR OFFICERS, DIRECTORS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITES. IF YOU ARE A RESIDENT OF THE STATE OF CALIFORNIA, YOU WAIVE THE PROTECTIONS AFFORDED BY CALIFORNIA CIVIL CODE § 1542, WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. YOU ACKNOWLEDGE AND AGREE THAT THIS WAIVER IS AN ESSENTIAL AND MATERIAL TERM OF THIS AGREEMENT, AND THAT WITHOUT SUCH WAIVER, THIS AGREEMENT WOULD NOT HAVE BEEN ENTERED INTO BY CLEANGURU.
19. Limitation of Liability. IN NO EVENT SHALL WE, OUR OFFICERS, DIRECTORS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS, BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES HOWEVER ARISING, INCLUDING NEGLIGENCE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND/OR YOUR USE OF THE SITES OR SERVICES. OUR LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF A) THE AMOUNT OF FEES YOU PAY TO US IN ANY ONE MONTH OR B) ONE HUNDRED DOLLARS ($100).
20. Indemnity. The language, calculations and prices provided in our Services and associated documents are provided as examples or suggestions only. Nothing contained in our Services or in the associated documents or reports generated from their use are to be construed as legal, accounting or tax advice. It is understood that as a user or Subscriber of our Services, you should seek the counsel of a lawyer or other appropriate professional for specific advice pertaining to your business. You agree to indemnify and hold us and our officers, directors, members, agents, employees, contractors and suppliers, harmless from any claim or demand, including reasonable attorney’s fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, your violation of any law or the rights of a third party, or any claim or demand alleging such breach or violation.
21. Dispute Resolution. In any dispute regarding this Agreement, the Parties agree that the sole remedy for the resolution of the suit shall be through mediation and arbitration. The parties will first attempt to mediate the matter. In the event they are unable to reach an agreement within sixty (60) days, then either party may file for arbitration with the American Arbitration Association or such recognized Arbitration service to which the Parties may mutually agree. For purposes of this agreement and all matters related to it, the laws of the state of Michigan shall govern and have jurisdiction and venue for all hearings which shall be held exclusively in Monroe County, State of Michigan. All legal actions must be brought by a single party and cannot be brought in a class. The prevailing party to any arbitration shall be entitled to an award of attorney’s fees, costs and reasonable expenses, and such award, if unpaid, may be confirmed in a state court action initiated exclusively in Temperance, Monroe County, State of Michigan.
22. Licenses. CleanGuru grants a limited license to you only to make personal or business use of the Sites or Services in accordance with this Agreement. This license expressly excludes, without limitation, any reproduction, duplication, sale, resale or other commercial use of the Sites or Services, making any derivative of the Sites or Services, the collection and use of participant e-mail addresses or other participant information, ratings or listings, or any data extraction or data mining whatsoever. You agree that you will not compile, reproduce, republish or resell for any commercial purpose any information on our Sites or Services will not use any device, software or routine that may interfere with the operation of the Sites or Services, or will not use any Sites or Services for any purpose or individual, other than for your own registered business entity.
23. General Provisions. This is the entire Agreement governing the use of the Sites and Services. No delay by either party shall waive rights under this Agreement. This Agreement is governed by, and to be construed in accordance with, the laws of the State of Michigan, without regard to Michigan’s conflict of law provisions. No waiver of any breach of this Agreement shall be a waiver of any other provision of this Agreement, and no waiver shall be valid unless in writing signed by the parties. If any provision of this Agreement is held invalid, such provision shall be restated to reflect, as nearly as possible, the original intention of CleanGuru in accordance with applicable law and the remainder of the Agreement shall remain in full force.
24. Consent to receive marketing. Users and subscribers specifically consent to receive e-mails and marketing materials from CleanGuru, its affiliated companies and authorized vendors but may opt out at any time.
25. Notices. Except as explicitly stated otherwise, any notices shall be given by postal mail to Clean Guru, LLC, 1606 Smith Road, Temperance, MI 48182, (in the case of CleanGuru) or to the email address you provide to Clean Guru, LLC during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid.