SUPPLIER.IO TERMS OF USE

Thank you for visiting the supplier.io websites, supplierone.co or supplier.io (the “Sites”). These Sites are operated by SUPPLIER.IO, Inc. located at 4422 N Ravenswood Ave, Chicago, IL 60640. By accessing and using these Sites, you agree to be bound by the terms and conditions below and the supplier.io Privacy Policy, which is incorporated by reference herein (collectively the “Terms”). If you do not agree with any of the Terms, please do not use these Sites. supplier.io reserves the right to update or change the Terms at any time and for any reason, without notice. By continuing to use the Sites, you agree to be bound by any such revisions and should therefore periodically visit and print the latest version for your records.

There are two distinct areas on these Sites – a public area and a private area. By creating a profile and sharing social content in the public section, you are fostering more direct, person-to-person collaboration among supplier.io's many constituents, including its participating customer companies, registered small and diverse businesses, and registered users. Information posted to a public area of these Sites is visible to all Sites users.

Information posted to private areas of these Sites is visible to registered users from participating customers, and other businesses that register on the site. The following data elements from the application will be visible to other small and diverse businesses suppliers that have completed applications: Company Name, Company Address (Address, City, State, Zip), Contact email, Telephone, Industry, Commodity (Goods or Service provided), Federal vs Commercial marketplace, Diversity Certifications and Affiliations.

The social computing tools on supplier.io are effective ways to interact with others and share your own capabilities. Remember these tools are intended for individuals who wish to share and discuss non-confidential business and technology-related subjects. They are not intended for personal or non-business topics or agendas, for sharing confidential or restricted information, for aggregating lists of contacts for sale or distribution, for soliciting sales or employment, for human resources related subjects or for research or information gathering for the purpose of negotiating or dealing with management regarding such subjects.

We refer to the supplier.io in these Terms of Use as either supplier.io or these Sites. The term supplier.io refers to supplier.io.

By accessing and using the supplier.io Community, you agree that:

  1. You are at least 18 years old and, if you are accepting these Terms of Use on behalf of a company or other entity as well as for yourself, you are authorized to do so. The information you submit in your registration with supplier.io (name and e-mail address) is accurate and current. Such information will be included in your supplier.io profile, unless you choose to not include it. You may include, if you so choose, additional information in your supplier.io profile. You agree to maintain the security of, and not allow others to use, your User ID or password. You are responsible for your profile and activities on these Sites, and it is up to you to decide what information you disclose about yourself on these Sites.
  2. Your use of supplier.io is subject to, and you agree to comply supplier.io’s Community guidelines. supplier.io’s community guidelines state that you will post content that:
    • Contains nudity, sexually explicit or obscene language or content;
    • Creates a risk of harm, loss, physical or mental injury, emotional distress, death, disability, property damage, disfigurement, or physical or mental illness to any person, animal or property;
    • Is a direct and specific threat of violence to others;
    • Is abusive or harassing towards any individual or group of individuals. Specifically this includes, but is not limited to, use of epithets or slurs.
    • Seeks to harm or exploit children, expose them to inappropriate content or present them in a sexual manner;
    • Impersonates another person or entity in a manner that does or is intended to mislead, confuse, or deceive others;
    • Seeks to obtain or expose personally identifiable information about third parties, or other users;
    • Implies or portrays graphic violence or excessive use of alcohol, illegal drugs, tobacco, firearms/weapons (or the use of any of the foregoing) or any activities that may encourage users to engage in activities that are unsafe or dangerous;
    • Contains any information or content that supplier.io in its full discretion deems to be hateful, violent, harmful, abusive, racially or ethnically offensive, gory, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane or otherwise objectionable;•Violates the rights of a third party, including copyright, trademark, trade secret, patent, other intellectual property, privacy, and publicity rights;
    • Contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
    • Is fraudulent, false, misleading, or deceptive;
    • Is defamatory or libelous;
    • Misrepresents or presents disparaging remarks about supplier.io, its products, people, contest entries, products or companies; •Is harassing, abusive, or constitutes spam; or
    • Violates any applicable laws or regulations.
  3. These Sites contain proprietary notices and copyright information, which you must observe and follow. supplier.io owns supplier.io and supplierone.co. The content on these Sites (other than User Content) (Site Content) is owned by supplier.io or the company that posted the content. supplier.io grants you non-exclusive, non-transferable, limited permission to access these Site and the Site Content. You may not copy, reproduce, upload, post, modify, transmit, mirror on another site or in any other media, distribute or create derivative works of these Site or the Site Content. supplier.io does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights.
  4. You are responsible for all User Content that you upload, post, display, submit or otherwise transmit (post) to these Sites. User Content includes all information, profiles, personal information, reports, materials, feedback, contact data, submissions, ideas, tags, messages, endorsements, text, material, articles, photos, music, posts, comments, responses, e-mail and other content that you post on these Sites. You agree to only post User Content that you created or developed or that you have permission or authorization to post. supplier.io may, in its sole discretion, for any reason or no reason at all, access, delete, edit or remove any User Content posted on these Sites, without permission of or notification to the participant who posted the User Content. supplier.io may (but is not obligated to) monitor the activities and postings of participants (or be alerted to the same) on these Sites for any reason, such as if supplier.io believes such action is necessary to comply with the Community Guidelines, any law or act in an emergency.
  5. You represent and warrant that you: (i) are the owner or authorized licensee of any and all User Content; and (ii) will not publish, post, upload, record, or otherwise distribute or transmit Content that violates the supplier.io Community Guidelines or applicable law, and (iii) that you have all required permissions and consents from any third party whose personal information you may have posted or uploaded to the Site.
  6. User Content that is posted in a public environment on these Sites (not a private space) may be made available to third party search engines on the Internet as well as through the Site's search engine. User Content that you post will be available for use on a global basis by supplier.io (internally and externally), other participants and others who are not participants but who view the User Content on the Internet without royalties or restrictions. supplier.io, other participants and others who are not participants but who view the User Content on the Internet may use User Content, in whole or in part, for any purpose, may create derivative works thereof and may sub-license others to do the same. supplier.io shall have no obligation to compensate you for any feedback you provide in connection with these Sites.
  7. You agree to indemnify supplier.io and the participating companies and their respective directors, officers, agents, contractors and employees from and against losses, claims, costs and expenses, including attorney's fees, arising out of or relating to (i) your User Content, (ii) your violation of these Terms of Use or violation of applicable law and (iii) your activities on these Sites. This defense and indemnification obligation will survive these Terms of Use and your use of the Site. Notwithstanding any other terms contained in these Terms of Use, the terms of this Section 7 are not applicable to users who access the Website on behalf of the participating companies, including supplier.io as a participating company.
  8. The supplier.io privacy policy shall apply to your registration information, namely your e-mail address, insofar as you do not make such information part of your profile. It shall not apply to User Content that you post.
  9. You may request to remove your User Content and cease being a participant in supplier.io at any time. If you choose to remove your User Content, your User Content will no longer be displayed on the supplier.io platform, but supplier.io may, if it so chooses, archive and retain copies of your User Content. In addition, supplier.io may continue to use User Content as provided in Section 6 above.
  10. NEITHER SUPPLIER.IO NOR THE PARTICIPATING COMPANIES ARE RESPONSIBLE FOR USER CONTENT OR THE ACCURACY OF ANY USER CONTENT POSTED. USERS SHALL REMAIN SOLELY RESPONSIBLE FOR THE USER CONTENT THEY POST. USER CONTENT DOES NOT REPRESENT THE VIEWS OR OPINIONS OF SUPPLIER.IO OR THE PARTICIPATING COMPANIES. NEITHER SUPPLIER.IO NOR THE PARTICIPATING COMPANIES GUARANTEE THAT ANY USER CONTENT IS CORRECT OR ACCURATE AND NEITHER SUPPLIER.IO NOR THE PARTICIPATING COMPANIES CONFIRM ANY USER CONTENT.
  11. USE OF THESE SITES IS AT YOUR SOLE RISK. SUPPLIER.IO AND SITE CONTENT, INCLUDING ALL MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, SERVICES AND PROGRAMS PROVIDED ON THESE SITES, ARE PROVIDED AS IS, WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. SUPPLIER.IO AND THE PARTICIPATING COMPANIES EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. NEITHER SUPPLIER.IO NOR THE PARTICIPATING MEMBERS WARRANT THAT THE FUNCTIONS CONTAINED IN THESE SITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THESE SITES OR THE SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, OR SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  12. IF YOU SUFFER ANY HARM OR LOSSES AS A RESULT OF YOUR USE OF THESE SITES, YOU MAY CEASE BEING A PARTICIPANT IN SUPPLIER.IO, WHICH SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY FOR SUCH HARM OR LOSSES. IN NO EVENT WILL SUPPLIER.IO OR ANY PARTICIPATING COMPANY BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THESE SITES OR ANY USE OF THESE SITES, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THESE SITES, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF SUPPLIER.IO OR THE PARTICIPATING COMPANY IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES. YOU SPECIFICALLY ACKNOWLEDGE THAT NEITHER SUPPLIER.IO NOR ANY PARTICIPATING COMPANY SHALL BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU AND NOT ANY OF THE PARTICIPATING COMPANIES.
  13. There is no guarantee that any participating companies will purchase any goods or services from any small and diverse business that registers to use these Sites. This Site does not create a procurement or any other relationship between participating companies and small and diverse businesses that register.
  14. supplier.io may, at any time, modify, change, discontinue or terminate supplier.io and supplierone.co, in whole or in part.
  15. Neither supplier.io nor the participating companies are responsible for the privacy practices or content of any sites linked to from these Sites.
  16. supplier.io may change the Terms of Use at any time. supplier.io will give notice of material changes to these Terms of Use by posting a notice outlining such changes on these Sites for thirty days. Your continued use of these Sites after changes are made will constitute your acceptance of any changed or new terms. If you do not accept such changed or new terms, you may terminate this agreement as provided in Section 18 below. With respect to changes to these Terms of Use.participating companies, supplier.io will give thirty (30) days prior written notice of material
  17. From time to time, supplier.io may add specialized sections or areas of these Sites (such as those targeting specific topics for discussion or those intended for discussion / sharing confidential information among specific participants) or may offer for download software or other materials for which additional terms and conditions may be applicable. Prior to your participation in such specialized sections or areas or your download of such materials, your acceptance of such additional terms and conditions may be required.
  18. You may terminate this agreement with supplier.io at any time by providing written notice to supplier.io in accordance with Section 22 below. supplier.io may, for any reason (such as violation of these Terms of Use or the supplier.io Community Guidelines) or no reason at all, terminate this agreement with you with or without notice. Upon termination, your User Content will no longer be displayed on the supplier.io platform, your User ID and password will be deactivated and you will no longer be able to access supplier.io, but supplier.io may, if it so chooses, archive and retain copies of your User Content. In addition, supplier.io may continue to use User Content as provided in Section 6 above.
  19. You agree to comply with all applicable export (and re-export) and import laws, regulations, orders, and policies, including the Export Administration Regulations, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Asset Control and the International Traffic in Arms Regulations maintained by the Department of State.
  20. supplier.io will respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. supplier.io will terminate without notice participants who are repeat infringers of copyrights.
  21. These Terms of Use will be governed by the substantive laws of the State of Illinois. Any proceedings to resolve disputes relating to the Terms of Use shall be brought in a U.S. Federal Court in the State of Illinois. You hereby expressly waive the right to trial by jury in any matter which arises under these Terms of Use. Unless otherwise provided by local law without the possibility of contractual waiver or limitation, any legal or other action related to a breach of these Terms of Use must be commenced no later than two (2) years from the date on which the cause of action arose.
  22. If any provision of these Terms of Use is found by competent judicial authority to be unenforceable in any respect, the validity of the remainder of these Terms of Use will be unaffected. These Terms of Use (and the documents referred to in these Terms of Use) constitute the entire agreement between you and supplier.io with respect to your use of these Sites.
  23. supplier.io may give you notice by posting on these Sites or by email to you at the email address you provided to supplier.io (if you provided one). You may provide notice to supplier.io by contacting the supplier.io Community Administrator at info@supplier.io.
  24. Communications on this platform do not create a binding obligation among the participants on this site, and do not constitute an offer, agreement, conditional or otherwise, agreement in principle, agreement to agree, or commitment to enter into any transaction. Any such commitment to enter into a transaction would be reflected in a written agreement signed by the relevant parties thereto.