Gridly LLC. (together with our affiliates, “Gridly”, “we”, “our” or “us”) offers a platform and related products, services, content and features through our website (the “Gridly Site”), and social media pages. The Gridly Site and Gridly-controlled social media pages are collectively called the “Services.”
By visiting, browsing, or using the Services in any way, users (“user,” “you” or “your”) accept and agree to be bound by these Terms of Service (“Terms”), which form a binding agreement between you and Gridly. If you do not wish to be bound by these Terms, you may not access or use the Services.
THESE TERMS CONTAIN AN AGREEMENT TO ARBITRATE, WHICH (I) REQUIRES THAT YOU AND GRIDLY ARBITRATE CERTAIN CLAIMS BY BINDING, INDIVIDUAL ARBITRATION INSTEAD OF GOING TO COURT; AND (II) LIMITS CLASS ACTION CLAIMS, UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE AS DESCRIBED IN THE “AGREEMENT TO ARBITRATE; WAIVER OF CLASS ACTION” SECTION BELOW.
Changes to these terms and the services
We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately on the date that they are posted to the Gridly Site and/or otherwise made available through the Services, and apply to all access to and use of the Services thereafter. Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes.
Because we are always evolving the Services we may change or discontinue all or any part of the Services, at any time and without notice to you, in our sole discretion.
Who may use these services
We may, in our sole discretion, refuse to offer the Services to any person or entity at any time. You are solely responsible for ensuring that you comply with all laws, rules and regulations applicable to you in connection with your use of the Services.
Users’ rights to access and use the Services are revoked where these Terms or use of the Services is prohibited or conflicts with any applicable law, rule or regulation.
You must be at least 18 years old or the age of legal majority in your jurisdiction of residence, to download, register with and/or use the Services.
UNDER NO CIRCUMSTANCES MAY ANY USER SOLICIT OR SUBMIT TO GRIDLY OR THE SERVICES ANY PERSONAL INFORMATION FROM CHILDREN UNDER THE AGE OF 13. THE SERVICES ARE NOT INTENDED TO BE USED BY CHILDREN UNDER THE AGE OF 13.
License to use the services
Subject to your compliance with these Terms, Gridly grants you a limited, non-transferable, non-exclusive, revocable license to access and use the Services for your own personal, non-commercial purposes. This license includes the right to view Content (defined below) available on the Services. This license is personal to you and may not be assigned or sublicensed to anyone else.
Account and registration
Account Creation. To enjoy full access to the Services, you must create an account. All information that you provide to Gridly and to any third parties in connection with your use of the Services must be accurate and complete, including your name, address, and email address.
Account Updates. You must notify us if any of your account information changes. If you fail to keep your account information up to date, we may suspend or terminate your account in our discretion.
Profile Information. You may not use someone else’s name or any other information that violates a third party’s rights, is against the law, or that is offensive, obscene, or otherwise objectionable in Gridly’s sole discretion.
Account Security. You are responsible for all activity that occurs under your account, including any activity by unauthorized users. You may not allow others to use your account. You must safeguard the confidentiality of your password, and if you are using a device that others have access to, log out of your account after using the Services. If you become aware of unauthorized access to your account, change your password and notify us immediately at firstname.lastname@example.org.
Account Deletion. You may delete your account through your account settings (if applicable to your account), or by contacting us at email@example.com.
Gridly's role and home energy projects
Gridly assists homeowners with home energy project planning, but Gridly is not a contractor and does not provide home energy products, services, contracting, or work, and does not sell home energy products directly.
Home Energy Project-Related Service Providers. Gridly may suggest home energy project-related service providers (“Service Pros”) in your area, who may be interested in assisting you with your home energy project by providing home energy project-related products and/or services to you (“Pro Services”). If you would like to explore a home energy project-related service or product, Gridly may attempt to connect you with a Service Pro, and may share your contact information with Service Pros that may be able to assist you. However, we do not guarantee that we will be able to match your project, product, or service needs with a Service Pro or that there are Service Pros in your area that are either capable or willing to complete your project, or provide the Pro Services that you are in tested in.
No Guarantees or Endorsements. While we may take certain steps to review the credentials of Service Pros listed on our Services, we make no guarantees, warranties or representations regarding the skills or undertakings of such Service Pros or the quality of the job that he or she may perform for you if you elect to retain their services, or for any Pro Services provided to you. We do not endorse or recommend the services of any particular Service Pro. We do not independently verify their representations about their services, nor validate any reviews. It is entirely your responsibility to evaluate the Service Pro and the Service Pro’s qualifications, and to enter into a direct contract or otherwise reach agreement with a Service Pro. We do not guarantee or warrant any Service Pro’s performance on the job or the outcome or quality of the services performed. The Service Pros are not employees or agents of Gridly, nor is Gridly an agent of the Service Professionals.
Pricing and Contracting. Gridly may provide pricing or cost estimates for home energy projects, products and services, however, all pricing and cost estimates are purely informational and are general estimates, and Gridly does not guarantee or warrant the accuracy of pricing or costs displayed on the Services. The actual cost of a home energy project, product, or service will depend on a variety of factors, and may differ from pricing or cost estimates displayed on the Services. Any such pricing or costs estimates, or quotes provided by Service Pros via the Services, or which you find on the Services, are not contractually binding offers, are for informational purposes only, and cannot be accepted on or via the Services. No contractual arrangement is created based upon the quotes or estimates provided to you in the Services. To contract with a Service Pro, you must work directly with the Service Pro. Gridly does not perform, and is not responsible for, Pro Services or for any of the projects, products, or services requested by you in your home energy project request. Your rights under contracts you enter into with Service Pros are governed by the terms of such contracts and by applicable federal, state, provincial and local laws. Grisly is not a party to such agreements. All payments and applicable taxes must be made to the Service Pro in accordance with the agreements.
Home Energy Products. The Services may display or contain links to products offered and sold by third parties. Gridly does not offer for sale or sell these products directly. If you are interested in a product displayed on or linked from the Services, you must complete your purpose with the third party offering such product(s). Gridly is not a party to your transaction, and is not responsible or liable in connection with your purchase or use of such product(s) in any way.
Release from Damages or Claims. In the event that you have a dispute with respect to any Pro Services, or any other projects, products, or services provided by a Service Pro or purchased from a third party seller, or the fees charged by any Service Pro or third party seller, you must address such dispute with the Service Pro or third party seller directly. GRIDLY IS NOT LIABLE OR RESPONSIBLE IN ANY WAY FOR PRO SERVICES OR THIRD PARTY SELLERS OR FOR YOUR DEALING WITH SERVICE PROS OR THIRD PARTY SELLERS. YOU HEREBY AGREE TO RELEASE GRIDLY (AND OUR OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, EMPLOYEES AND AGENTS) FROM ANY DAMAGES OR CLAIMS (INCLUDING CONSEQUENTIAL AND INCIDENTAL DAMAGES) OF EVERY KIND OR NATURE, SUSPECTED AND UNSUSPECTED, KNOWN AND UNKNOWN, AND DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED SERVICE PROS, PRO SERVICES, THIRD PARTY SELLERS, WITH SUCH DISPUTES, AND YOUR DEALINGS WITH SERVICE PROS OR THIRD PARTY SELLERS.
No subscription fees; payments to third parties
Gridly does not charge you any subscription or other fees for use of the Services.
In connection with your use of the Services, you agree to pay all applicable fee(s), taxes and other charges owed by you to third parties for products and services made available to you through use of the Services. However, Gridly is not a party to such transactions and has no liability in connection therewith.
Term and termination; account deletion
Term. These Terms begin on the date you first use the Services and continue as long as you have an account with us and/or continue to use the Services.
Termination and Content Removal. Gridly may, in Gridly’s sole discretion, suspend, disable, or delete your account (or any part thereof), terminate your account, or block or remove any User Content (defined below) that you submitted, for any lawful reason, including if Gridly determines that you have violated these Terms or that your conduct or User Content would tend to damage Gridly’s reputation or goodwill. If Gridly deletes your account or terminates your account, you may not re-register for or use the Services under any other user name or profile without the express written consent of Gridly. Gridly may block your access to the Services to prevent re-registration.
Effect of Termination / Account Deletion. Upon termination of these Terms all licenses granted by Gridly will terminate. In the event of account deletion for any reason, User Content may no longer be available and Gridly is not responsible for the deletion or loss of such User Content.
You are not required to agree to receive promotional text messages, calls or pre-recorded messages as a condition of using the Services. By submitting your phone number to us and agreeing to these Terms, you agree to receive communications from Gridly, including via text messages, calls, pre-recorded messages, and push notifications, any of which may be generated by automatic telephone dialing systems. These communications include, for example, operational communications concerning your account or use of the Services, your inquires related to home energy projects, products or services, updates concerning new and existing features on the Services, communications concerning promotions run by us or third parties, and news relating to the Services and industry developments. Standard text message charges applied by your telephone carrier may apply to text messages we send. If you submit someone else’s phone number or email address to us to receive communications, you represent and warrant that each person for whom you provide a phone number or email address has consented to receive communications from Gridly.
If you wish to stop receiving promotional emails or promotional text messages, we provide the following methods for you to opt-out or unsubscribe: (a) follow the instructions we provide in the email or initial text message for that category of promotional emails or text messages or (b) if you have an account on the Services, you may opt-out or unsubscribe using your settings.
For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any content that users (including you) provide to be made available through the Services. Content includes, without limitation, User Content. Any User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content submitted by or on behalf of you is accurate, complete, up-to-date, and in compliance with these Terms and with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. To the full extent permitted by law, we make no representations, warranties or guarantees with respect to any Content that you access on or through the Services.
As between you and Gridly, you represent that you own (or have all rights necessary to grant Gridly the rights below to) all User Content that you submit to the Services, and that Gridly will not need to obtain licenses from any third party or pay royalties to any third party in order to use such User Content. You grant Gridly a worldwide, perpetual, irrevocable, non-exclusive, sublicensable (through multiple tiers), transferable, royalty-free license and right to use, copy, transmit, distribute, publicly perform and display (through all media now known or later created), edit, modify, and make derivative works from your User Content (including, without limitation, translations) for any purpose whatsoever, commercial or otherwise, without compensation to you. In addition, you waive any so-called “moral rights” or rights of privacy or publicity in your User Content. You further grant all users of the Services permission to view your User Content for their personal, non-commercial purposes.
Feedback and suggestions
Any communication or other material that you send to us, such as any questions, comments, feedback, suggestions, testimonials, or the like, is and will be deemed to be non-confidential and we shall have no obligation of any kind with respect to such information. We shall be free to use any ideas, concepts, know-how or techniques contained in such communication for any purpose whatsoever, including but not limited to, operating, developing, and improving the Services. As further described herein, you are solely responsible for all information you send to us, including, without limitation, its accuracy, truthfulness and non-infringement of any other party’s legal rights.
General prohibitions and user content standards
You agree not to do any of the following:
- Reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Services, or any part thereof, unless expressly permitted in writing by an authorized representative of Gridly;
- Post, upload, publish, submit or transmit any User Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person, animal, or entity; (vii) exploits minors or (viii) promotes illegal or harmful activities or substances;
- Download and/or install any third-party software and/or application on any Gridly hardware that is not expressly permitted by Gridly in writing;
- Use, display, mirror or frame the Services or any individual element within the Services, Gridly’s name, any Gridly trademark, logo or other proprietary information, without Gridly’s express written consent; nor alter, modify and/or remove any copyright or other proprietary notice associated with the Services;
- Access, tamper with, or use non-public areas of the Services, Gridly’s computer systems, or the technical delivery systems of Gridly’s providers;
- Attempt to probe, scan or test the vulnerability of any Gridly system or network or breach any security or authentication measures;
- Attempt to access, scrape or search the Services or Content or download Content from the Services, including through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools, plugins, add-ons or the like), other than the software and/or search agents provided by Gridly or other generally available third-party web browsers;
- Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms or permitted expressly in writing by Gridly;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
- Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
- Copy, use, disclose or distribute any information obtained from the Services, whether directly or through third parties (such as search engines), without Gridly’s express written consent;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
We reserve the right, but are not obligated, to remove or disable access to the Services and/or any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, determine that a user has violated these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
You agree to indemnify, defend, and hold harmless Gridly and its directors, officers, employees, and agents, from and against all claims, damages, losses and costs that arise from or relate to (i) your access to, or use or misuse of, the Services and/or Content, (ii) any User Content submitted by or on behalf of you, including with respect to any violation of any intellectual property or other right of any third party or (iii) your breach of these Terms.
There may be links on the Services that let you leave the particular Services you are accessing in order to access a linked site that is operated by a third party. Gridly neither controls nor endorses these sites, nor has Gridly reviewed or approved the content that appears on them. Gridly is not responsible for the legality, accuracy or inappropriate nature of any content, advertising, products or other materials on or available from any such third-party sites. You acknowledge and agree that Gridly is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the access or use of any of the links, content, goods or services available on or through these third-party sites.
Gridly reserves the right to modify the Services, including, but not limited to updating, adding to, enhancing, modifying, removing or altering any Content or features of the Services, at any time, in its sole discretion. You are responsible for providing your own access (e.g., computer, smart phone, mobile device, Internet connection, virtual or augmented reality headset, etc.) to the Services. Gridly has the right but not the obligation to screen or monitor any Content and Gridly does not guarantee that any Content available on the Services is suitable for all users or that it will continue to be available for any length of time.
Gridly provides the Services and all Content, and information relating to Service Pros and Pro Services, on an “AS IS” and “AS AVAILABLE” basis. You therefore use the Services and Content at your own risk. Other than as expressly provided in writing by Gridly in these Terms or otherwise, to the extent permitted by law, Gridly expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, quiet enjoyment and any other warranty that might arise under any law. Without limiting the foregoing, Gridly makes no representations or warranties:
- That the Services are or will be permitted in your jurisdiction;
- That the Services will be uninterrupted or error-free;
- Concerning any Content, including User Content;
- Concerning any cost estimates or pricing;
- Concerning any Service Pro, Pro Services, or any project, work, product, or service of any Service Pro;
- Concerning any third party product displayed or linked from the Services, or the third party sellers of such products;
- That the Services will meet your personal or professional needs;
- That Gridly will continue to support any particular feature of the Services; or
- Concerning sites and resources linked to, or integrated with, the Services.
Limitation of liability
As between you and Gridly, in the event of any problem with the Services and/or any Content, any Service Pro, the Pro Services, any third party product, or any third party seller, you agree that your sole remedy is to cease using the Services and Content. In no event shall Gridly or its subsidiaries, affiliates, directors, officers, employees or any party involved in creating or producing the Services and/or Content be liable to you for any amount exceeding $100, or for any special, indirect, incidental, consequential, punitive or exemplary damages, or any other damages whatsoever, resulting from the use of the Services (or with the delay or inability to use the Services), any Content, Service Pros, Pro Services, third party products, third party sellers, or otherwise arising out of using the Services, Content, Pro Services, third party products, or your dealings with Service Pros or third party sellers, whether under a theory of breach of contract, tort, strict liability, negligence, or otherwise, even if such party has been advised of the possibility of such damages. If you live in a jurisdiction that does not allow the exclusion or limitation of liability for consequential or similar damages, the above limitation does not apply to you. To the extent that one or any aspect of Gridly’s limitations set out above does not apply, all remaining aspects survive. The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between Gridly and you.
The Services, its software, features and functionality, and all of Gridly’s Content, including but not limited to all information, text, displays, images, video and audio, and the design, selection and arrangement thereof, are owned by Gridly or its licensors, as the case may be, and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. As between you and Gridly, Gridly owns a copyright in the selection, coordination, arrangement and enhancement of all Content in the Services. Unless otherwise specified, copying or modifying any Content or using Content for any purpose other than your personal, non-commercial use of the Services, including use of any such Content on any other website or networked computer environment, is strictly prohibited.
The Gridly name, logos and affiliated properties, designs and marks are the exclusive property of Gridly, whether registered or unregistered, and may not be used in connection with any product or service that is not ours, or in any manner that is likely to cause confusion as to our endorsement, affiliation or sponsorship of any person, product or service. Nothing contained on the Services should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of our trade names, trademarks or other intellectual property without our express prior written consent.
Any other trademarks appearing on the Services are trademarks of Gridly or their respective owners. Our partners or service providers may also have additional proprietary rights in certain Content that they make available through the Services. All rights not expressly granted in these Terms are reserved by Gridly.
Governing law and jurisdiction
These Terms, and any dispute between you and Gridly, shall be governed by the laws of the State of Massachusetts without regard to principles of conflicts of law that would result in the application of the law of any other jurisdiction, except that the Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth below. Unless you and we agree otherwise, in the event that the “AGREEMENT TO ARBITRATE; WAIVER OF CLASS ACTION” section below is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt out of the Agreement to Arbitrate (as defined below) or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state court located in Boston, MA or a federal court located in Boston, MA, except that you or we are permitted (i) to bring small claims actions in state court in the county in which you reside if such court has a small claims procedure; (ii) to bring claims for injunctive relief in any court having jurisdiction over the parties; or (iii) to seek enforcement of a judgment in any court having jurisdiction over the parties. To the extent permitted by law, you and we agree to waive trial by jury in any court proceeding.
Agreement to arbitrate; waiver of class action
You may opt out of this agreement to arbitrate. If you do so, neither you nor we can require the other to participate in an arbitration proceeding. To opt out, you must notify us in writing within thirty (30) days after the date that you first became subject to this arbitration provision. The opt out notice must state that you do not agree to the Agreement To Arbitrate and must include your name, address, phone number, your Gridly account to which the opt out applies and a clear statement that you want to opt out of this agreement to arbitrate. You must sign the opt-out notice for it to be effective. This procedure is the only way you can opt out of the Agreement To Arbitrate. You must use this address to opt out: 65 Great Road Acton, MA 01720
Notwithstanding any provision in these Terms to the contrary, you and Gridly agree that if we make any change to the Arbitration Procedures (other than a change to any notice address or Gridly Site link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against us prior to the effective date of the change. Moreover, if we seek to terminate the Arbitration Procedures from these Terms, such termination shall not be effective until thirty (30) days after the version of these Terms not containing the Arbitration Procedures is posted to our Site, and shall not be effective as to any claim that was filed in a legal proceeding against us prior to the effective date of removal.
In accordance with this Section, this agreement to arbitrate will survive the termination of your relationship with us.
Interpretation; severability; waiver; remedies
Headings are for convenience only and shall not be used to construe these Terms. If any portion of these Terms is found invalid or unenforceable by any court of competent jurisdiction, that portion will be enforced to the maximum extent permissible and otherwise severed from these Terms. No failure or delay by Gridly in exercising any right hereunder will waive any further exercise of that right. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Gridly. Gridly’s rights and remedies hereunder are cumulative and not exclusive.
Successors; assignment; no third-party beneficiaries
These Terms are binding upon and will inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. You may not assign or transfer these Terms without Gridly’s prior written consent. Gridly may assign its rights, obligations and/or these Terms at any time in its sole discretion without notice to you. The Services are offered only for your personal, non-commercial use, and not for the use or benefit of any third party.
You consent to electronic delivery for all notices, agreements, disclosures, or other information from Gridly. Gridly may communicate with you by email or by posting notices to you through the Services. For support-related inquiries, you may email firstname.lastname@example.org. For all other notices to Gridly, write to the following address: 33 Commercial Street, Gloucester, MA 01930.
Nothing in these Terms or otherwise limits Gridly’s right to object to subpoenas, claims, or other demands.
Entire agreement; modification
These Terms represent the entire understanding between Gridly and you regarding the Services and/or Content and supersede all prior agreements and understandings regarding the same. These Terms cannot be amended except by a writing signed by both parties or by our posting of an amended version of these Terms.
If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, the other provisions of these Terms will remain in full force and effect. These Terms shall bind and inure to the benefit of the parties to these Terms and their respective successors and permitted assigns. We and you are not partners, joint venturers, agents, employees or representatives of the other party.
Neither you nor Gridly shall be liable for any failure or delay in performance under these Terms for causes beyond the party’s reasonable control and not caused by that party’s fault, or negligence, including, but not limited to, “acts of God,” acts of government, flood, fire, civil unrest, acts of terror, pandemics and epidemics, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the internet, any internet service provider, telecommunications or hosting facility.
Notice to international users
The Services are operated from the United States and international users of the Services agree to be subject to applicable laws in the United States as set forth in the GOVERNING LAW AND JURISDICTION section above. Please note that other countries may have laws and regulatory requirements that differ from those in the United States, and if you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with all local laws.
If you have any questions about these Terms, please contact us at 65 Great Road Acton, MA 01720, email@example.com.