WHITE PICKET MEDIA TERMS OF USE

Effective Date: March 29, 2020

Thank you for visiting our Services!

The Services at Kitchens.com and Home.Love as well as any applications, software, accounts, or related services (“Services”) are provided by White Picket Media, Inc. (“We”, “Us”, “Our”, and “WPM”) Your use of the Services is governed by these Terms of Use (“TOU”). These TOU let you know how you may and may not use the Services. These TOU also inform you of your rights and duties when using our Services.

Currently the Services are only available on the Kitchens.com website however, WPM will, in the future launch a sister site at Home.Love which will incorporate these same terms, User data and any User accounts created through Kitchens.com. If you wish to delete your account or exercise any of your data rights, please review our Privacy Policy for procedures and more information.

By using the Services, you agree to abide by these TOU, which form a binding agreement between you and WPM (the “Agreement”). This Agreement is a legally binding contract, and you have a duty to read these TOU before using our Services. If you do not agree to the provisions in these TOU, you must immediately cease use of the Services. We think our TOU are reasonable, and we hope you agree.

1. Definitions

“Content” is any information, data, images, text, audio, location data, account data, or any other items available through the Services.

“General User” is any non-professional visitor to the website/Services and anyone who registers a non-professional Account.

“General User Account” is an account created by a User for non-professional use of the Services.

“Professional User” is a professional who creates a Professional Account.

“Professional Account” is an account created by a Professional User. Professional Users can create a Professional Profile Account and/or a Company Profile Account.

“User” is anyone, professional or non-professional who uses the Services.

“User Content” is Content provided, uploaded, or transmitted by any User or Professional User.

“WPM Content” is Content provided, uploaded or transmitted by WPM.

2. WPM May Amend These TOU and Will Update the Effective Date Shown Above to Notify Users

WPM reserves the right to amend, replace, suspend, or terminate this Agreement or any portion of its TOU at any time as required by changes in the law, circumstances, its business, or any other reason as determined by WPM in its sole discretion. Even if you have used WPM’s services in the past, we encourage you to review these TOU before each use of the Services.

While WPM may amend these TOU in its sole discretion, it will not hide any changes from you! Please note the Effective Date shown at the top of these TOU. If these TOU are modified, suspended, or otherwise changed, the Effective Date will change to reflect the date on which the change took place. Your use of the Services after a change in the Effective Date constitutes your acceptance of any modification, amendment, or replacement to these TOU and will form a new, superseding and binding contract between WPM and you based on the updated TOU.

3. Warranties

You warrant that you are of sound mind and are competent to agree to the provisions of these TOU thereby entering into this Agreement with WPM by your use of our Services. You also warrant that your use of the Services does not violate any law, regulation, ordinance, statute, or treaty applicable to individuals or other entities located in the jurisdiction in which you live, conduct business, or make use of the Services. You further warrant that you are not prohibited from entering into this Agreement by the terms of any pre-existing agreement or obligation. If you are accessing or using the Services on behalf of a governmental organization, non-governmental organization, business, or other legal entity, you warrant that you are an authorized agent of that organization and that you have the authority to bind that organization to the terms of this Agreement.

You also warrant that you are legally an adult under the law where you live and no younger than 13 years of age. If you are younger than 13 years old, you may not access the Services. WPM Services are not marketed to nor geared to children.

4. Privacy Policy

WPM respects your privacy and has set out how information provided by you to WPM may be used in a separate Privacy Policy. WPM hereby incorporates its Privacy Policy by reference as if fully restated herein.

5. No Professional Advice

The Services are provided for informational purposes only. No information provided by WPM should be construed as consulting, design, architectural, engineering, building, legal or other professional advice of any kind. Any advice provided by Professionals or any user through the Services is not the opinion or advice of WPM. Your use of the Services does not create a client, advisory, fiduciary or professional services relationship between you and WPM.

Users who seek professional advice should enter into a separate agreement with a licensed and/or qualified professional.

WPM does its best to provide high quality Services but makes no guarantee that the information or WPM Content available through the Services is up to date or accurate. WPM is not liable for any errors or omissions in the content or information provided through the Services.

WPM does not recommend or endorse any Professionals. Users who choose to engage the services of any Professional should do their own research and ensure that the Professional they choose is fully qualified to provide the services they require.

6. Accounts and Registration

In order to access certain aspects of the Services, you may need to register for an Account. WPM may offer access to the Services through the creation of User Accounts and Professional Accounts. You may only use the Account that you register, and you are expressly prohibited from providing third parties with access to your Account. You agree that, in registering an Account, you will provide WPM with accurate, complete, relevant, and current information. If your information changes at any time you must update your Account immediately. WPM is not responsible for any inaccurate information connected with your Account. You may not impersonate someone else (e.g., adopt the identity of a celebrity or a friend), create or use an account for anyone other than yourself, provide an email address other than your own, or create multiple accounts. The use of your real name for account creation is strongly encouraged. The use of a pseudonym for Professional Accounts is strictly prohibited. You are solely responsible for maintaining the security and confidentiality of your username and password. We take your privacy and our security seriously, and you are solely responsible for any access to your Account, whether authorized or unauthorized. In the event your Account is accessed without your authorization, you agree to immediately provide written notice to WPM. By creating an Account, you consent to WPM’s use of your data explained in the consent portion of the registration process and is more fully detailed in our Privacy Policy. WPM reserves the right to accept, reject, modify, suspend, or delete any Account at any time and for any reason in its sole discretion.

Unless you create a Professional Account or have otherwise entered into a professional agreement with WPM, you may only use the Services for lawful, non-commercial purposes.

In order to create a Professional Account, you must be a professional service provider currently offering your services for sale to consumers. WPM reserves the right to review and approve all Accounts submitted for registration prior to making them public.

Accounts are provided to you as a part of the Services and at WPM’s discretion. No one is entitled to an Account. WPM reserves the right to edit, modify, cancel or delete any Accounts at any time, for any reason.

7. Non-Discrimination

In all aspects of providing the Services, WPM does not discriminate on the basis of race, creed, color, ethnicity, national origin, sex, sexual orientation, gender expression, age, height, physical or mental ability, veteran status, military obligations, or marital status.

8. Communication with WPM

WPM will communicate with you through the Services and via email in accordance with our Privacy Policy. When you create an account, you provide WPM with your consent to use your provided Data to contact you for various reasons. More information about how we use your Data and your privacy rights can be found in our Privacy Policy.

9. Intellectual Property Rights

Generally, WPM is the owner of all rights in, and to, the Services and, unless otherwise noted, its associated content, including, but not limited to, copyrights, trademark and trade dress rights, patent rights, rights of publicity and privacy, trade secret rights, and any other property or proprietary rights. WPM expended a lot of time and effort developing the Services. We are proud of it, and we hope you appreciate how important it is for WPM to protect its intellectual property. The Services are subject to copyright and other intellectual property rights under the laws of the United States, foreign states, as well as international treaties, and WPM provides you with the right to use the Services on a limited basis without forfeiting any of its rights in and to the Services and associated content. You are expressly prohibited from using the Services for any purposes not stated in these TOU.

In addition to WPM’s content available to you while accessing and using the Services, you may encounter Professional Content, User Content and Affiliate Content. Anyone who contributes Content to the Services platforms grants WPM a world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, and transferable license to use the Content for any purpose. Furthermore, when you upload Content you grant other Users, Professionals, Affiliates, and third parties a limited, world-wide, perpetual, non-exclusive and royalty free license to use your Content for any activity provided through the Services, pursuant to these terms.

You warrant that you own all rights in and to all aspects of all Content you upload. In the event that you are a licensee of the Content or aspects thereof, you warrant that you have sufficient license to upload and grant the licenses pursuant to this Agreement. If you become aware that you do not have sufficient rights as described herein, you must notify us as soon as possible. WPM is not responsible for any infringement or related claims arising out of non-WPM uploaded Content.

Users may make copies of the materials and Content available through the Services only if: * The copies are for User’s own personal information and non-commercial use; and * You do not alter or remove any copyright, trademark or other proprietary notices affixed to or contained in the materials or content.

10. WPM's Use of Content

Our Services have been designed to help promote Professionals and their services while educating, organizing, and inspiring Users with their home projects. As part of this objective and pursuant to the License you provide us in this Agreement, WPM uses uploaded Content to create an excellent experience and maximize the quality of our Services. Content uploaded may be incorporated into various features of the Services. For example:

• Professional Profiles may be listed within our Find-A-Pro section to help connect homeowners with professionals.
• Photos uploaded as part of a professional profile, along with photo details and the professional’s name, business name, and location may be included in our Photos section to help generate interest in professional services and inspire homeowners. In addition, your photos, photo details, and a link to your profile may also appear on the home page header when visitors in your region visit the site. Finally, to expand engagement and help users organize their projects, uploaded Content will be sharable through social media.
• Future Services enhancements may provide new ways for users to engage with uploaded Content such as options for saving, organizing, and sharing Content.
• Professionals may have the ability to generate and run custom advertising using their Uploaded content throughout the Services.
• Finally, to help generate additional traffic to the Services, we may utilize uploaded Content in advertising for our services.

WPM does not maintain a backup of your Content for restoration purposes. You are responsible for maintaining sufficient backups and/or copies of your Content on a separate system.

WPM may run advertisements throughout the Services and elsewhere. You are not entitled to any compensation for advertisements or marketing that appears near or including your Content.

WPM reserves the right to screen, edit, remove, move, or reinstate any Content at any time.

11. Copyright Takedown Policy 

If you believe that a user of the Services has infringed your copyrights, you may provide WPM with a notice of copyright infringement that complies with § 512 of the Digital Millennium Copyright Act. Copyright takedown Upon receipt of a notice that complies with this section, WPM will make a good faith attempt to notify the owner or uploader of the allegedly infringing content so that they can respond with a counter-notification. 

This notice of copyright infringement must contain the following: 

• The physical or electronic signature of a person authorized to act on behalf of the copyright owner; 
• Identification of the copyrighted work(s) alleged to have been infringed; 
• The location of the copyrighted work(s) on the Services; 
• Your contact information, such as an address, telephone, fax number, or email address; 
• A statement that you have a good faith belief that the use of the allegedly infringing content is not authorized by the copyright owner, its agent, or the law; and 
• A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner. 

If you believe that Content subject to a notice of copyright infringement is not infringing, you may submit a counter-notification. This counter-notification must contain the following: 

• Identification of the specific materials that have been removed from the Services; 
• Your contact information, such as an address, telephone, fax number, or email address; 
• A statement, under penalty of perjury, that you have a good faith belief that the content was removed as a result of mistake or misidentification; 
• A statement that you consent to the jurisdiction of the federal district court in which your address is located or in which WPM is located; 
• A statement that you will accept service of process from the notifying party; and 
• Your physical or electronic signature. 

All Copyright and Intellectual Property notices must be sent via email to dmca@kitchens.com.

12. Repeat Infringer Policy

Where WPM determines that a User has repeatedly uploaded infringing content, that User will be considered a Repeat Infringer. It is WPM’s policy to terminate any Repeat Infringer’s User Account or Professional Account.

13. How You May Use Our Services

WPM hereby provides you with a limited, non-exclusive, non-assignable, non-sub-licensable, revocable license to use the Services for its customary and intended purposes. Use of the Services for a purpose outside of its customary and intended purposes or in violation of the express provisions of these TOU may result in the immediate termination of any limited license granted to you by WPM through these TOU or otherwise as determined by WPM in its sole discretion. This license may be revoked by WPM at any time, and any rights not expressly granted herein are reserved by WPM. 

You are expressly prohibited from reproducing, preparing derivative works based upon, distributing, publicly performing, publicly displaying, scraping, framing, hacking, or reverse engineering the Services, whether in whole or in part, without the prior written consent of WPM.

The Services includes the ability for you to participate on our websites and to interact with other Users and Professionals. We want our community to enjoy a positive and healthy virtual environment. Offensive Content is strictly prohibited. You may not publish any content that, in WPM’s sole discretion, is offensive, violent, threatening, or inappropriate. WPM has the right to remove any such Content and/or cancel your Account or access to the Services. 

WPM does its best to monitor the Services and uploaded Content. However, WPM does not endorse and is not responsible for the accuracy, usefulness, safety, or intellectual property rights of such Content. Your use of our Services may expose you to Content that you feel is inappropriate or offensive. If you wish to report such Content to us for review, please contact us at contentreview@kitchens.com.

WPM reserves the right to delete any Accounts, in their sole discretion. Any User whose account is removed, whether under the above Repeat Infringer Policy or otherwise, may not create another Account under another name. Anyone who has previously had their account privileges removed is not eligible to utilize the Services in any way and shall not receive any benefits granted under the Terms.

14. Indemnification

You agree to hold harmless, defend, and indemnify WPM from and against any and all claims, demands, judgments, liabilities, costs, and fees, including costs and attorneys' fees, arising out of or related to: (1) the creation or use of an Account; (2) a violation of any provision of these TOU; (3) the violation of any right of any third party, including rights of privacy, publicity, and/or intellectual property rights in connection with your use of the Services; and/or (4) the violation of any law, statute, regulation, ordinance, or treaty, whether local, state, provincial, national, or international in connection with your use of the Services. Your obligation to indemnify WPM will not provide you with the ability or right to control WPM’s defense or legal strategy, and WPM reserves the right to control its defense in its sole discretion, including, but not limited to, the choice to litigate or settle and the choice of counsel.

15. Modification of the Services or WPM’s Services

WPM reserves the right to accept, reject, modify, suspend, or delete any Account or user-generated content at any time for any reason as determined in its sole discretion. WPM reserves the right to modify or cease providing access to the Services or any of its associated services at any time without notice in its sole discretion.

16. Specifically Prohibited Use of the Services

You agree that you will not: (1) impose a disproportionate load on the Services or its server infrastructure or otherwise attempt to interfere with the operation of the Services; (2) circumvent any technological or security protection mechanisms used by WPM; (3) use a robot, spider, scraper, or other automated technology to access the Services; (4) attempt to gain access to the private data or personal information of a user of the Services or a third party through the Services; (5) post or otherwise transmit content intended to collect personal or personally identifiable information from users of the Services or third parties by using the Services in any way; (6) harass any user of the Services or any third party through your use of the Services; (8) post or transmit content that threatens or encourages bodily harm or the destruction of property or that is considered false, misleading, defamatory; (9) post or upload Content that is considered, in WPM’s discretion, hate speech, pornography, exploitive, (10) post or transmit content that infringes upon the intellectual property, privacy, moral, or any other legal rights of other users of the Services or third parties; (11) post or transmit content that constitutes fraud, an unwanted commercial solicitation, a phishing scam, a pyramid scheme, a chain letter, or any similar nuisance; or (12) post or transmit any content of a graphic sexual nature or content in violation of 18 U.S.C. § 2257.

17. Payment

Access to or use of some of WPM’s Services may require or involve payment. If payment is required for Services you access or utilize, you will be clearly informed.

All payments required for WPM’s Services or for products purchased through use of the Services and any applicable taxes and shipping fees must be paid through WPM’s third-party payment processing agent with valid payment information. All payments for services and any applicable taxes, information, or otherwise, offered through the Services are non-refundable. You hereby authorize WPM’s payment processing agent to charge your credit card (or other approved payment facility).

You agree to pay all required fees and charges on time, and WPM may terminate or disable your access to the Services or suspend its services if you fail to pay any amount owing to WPM or a WPM merchant when due. You agree that you will pay all costs of collection, including legal fees, incurred by WPM if it is forced to expend resources collecting any monies owed to it by you.

In the event you dispute the amount or validity of any payments or invoices under these TOU, you must notify WPM within ten (10) days of any such dispute. You understand and agree that by failing to notify WPM of any dispute within ten (10) days you will expressly waive any claims related to the disputed payment.

18. No Uptime Guarantee

WPM offers its Services “AS-AVAILABLE”. WPM’s Services, like any internet based and technology-based services, may experience down time due to updates, server errors, etc. WPM does not guarantee that the Services will be available at any given time.

19. Third Party Links and Services

You acknowledge and agree that the Services and communications from WPM and Affiliates may contain links to third-party content that is not owned or controlled by WPM.

WPM may also provide tools through the Services that enable you to export and import information, including User Content, to and from third party services, including through features that allow you to link your Account on with an account on a third-party service. By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third-party services are not under our control, and we are not responsible for their use of your exported information.

WPM will not be held liable or responsible for the content or actions of any third-party, and you are advised to review the terms of use agreements and privacy policies of those third-parties.

20. Disputes between Users

We encourage Users, Professional Users or any other party with access to the Services to handle any disputes amongst themselves. WPM is not responsible for resolving disputes between Users, Professionals, or third parties.

21. Termination

This Agreement will remain in full force and effect until you either cease use of the Services or your fees due are paid in full and WPM has delivered all goods or services contracted for. You may terminate the services by notifying WPM at terminateservices@kitchens.com in a written statement describing your intent to terminate the Agreement created by these TOU and your use of the Services. WPM may terminate this Agreement without liability at any time, without notice, and for any reason, including but not limited to a violation of a term or condition of these TOU as determined by WPM in its sole discretion. You must pay all monies due notwithstanding termination of the services.

22. WPM Disclaimer of Warranties

WPM SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, WPM AND ITS AFFILIATES AND SUPPLIERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WPM AND ITS AFFILIATES AND SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND AS TO THE OPERATION OR AVAILABILITY OF THE SERVICES OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR MADE AVAILABLE THROUGH THE SERVICES. WPM DOES NOT WARRANT THAT THIS SITE WILL BE UNINTERRUPTED OR SECURE, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

23. Limitation on Liability

WPM WILL NOT BE HELD LIABLE TO YOU OR ANY OTHER PERSON FOR ANY CLAIMS, DAMAGES, JUDGMENTS, LIABILITIES, COSTS, CHARGES, OR FEES, INCLUDING ATTORNEYS' FEES, WHETHER IN TORT, CONTRACT, PERSONAL INJURY, OR STRICT LIABILITY, INCLUDING, BUT NOT LIMITED TO, INDIRECT DAMAGES, CONSEQUENTIAL DAMAGES, EXEMPLARY DAMAGES, INCIDENTAL DAMAGES, STATUTORY DAMAGES, SPECIAL DAMAGES, OR PUNITIVE DAMAGES, EVEN IF WPM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

WPM WILL NOT BE HELD LIABLE OR RESPONSIBLE FOR ANY CONTENT POSTED ON THE SERVICES, INCLUDING, BUT NOT LIMITED TO, THE CONTENT OF ACCOUNTS OR ANY USER GENERATED CONTENT. WPM IS A SERVICE PROVIDER AND DOES NOT ASSUME RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DESTRUCTION OF THE SERVICES OR ANY PORTION THEREOF, UNAUTHORIZED ACCESS TO AN ACCOUNT, OR ALTERATION THEREOF. WPM RESERVES THE RIGHT TO DISCONTINUE THE SERVICES AT ANY TIME AND WITHOUT LIABILITY.

24. Assignment

You acknowledge and agree that you are prohibited from assigning your rights and obligations under this Agreement. WPM may assign its rights and obligations under this Agreement at any time. This Agreement shall be effective and binding upon the Parties as well as any successors in interest of WPM.

25. Choice of Law

This Agreement shall be governed in all respects by the laws of the State of North Carolina irrespective of choice-of-law. You agree that any claim or dispute you may have against WPM, its agents, or any successor in interest must be resolved by a court located in Mecklenburg County in the State of North Carolina. You hereby consent to the personal jurisdiction of the courts located within Mecklenburg County, North Carolina for the purpose of litigating or otherwise resolving all such claims or disputes.

26. Dispute Resolution

Any controversy or claim arising out of or relating to these Terms of Use or breach hereof, or otherwise relating to this Site (with the exception of injunctive relief sought by Kitchens.com for any violation of Kitchens.com's proprietary rights), shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its then-current rules. The arbitration shall be decided by one (1) arbitrator, who shall be an attorney having experience and familiarity with information technology disputes. The language of the arbitration shall be English. The location of arbitration shall be Charlotte, NC, USA. The arbitrator may award to the prevailing party, if any, as determined by the arbitrator, its costs and expenses, including attorneys' fees. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both parties. To the fullest extent permitted by applicable law, no such arbitration shall be joined to an arbitration involving any other party subject to these Terms of Use, whether through class arbitration proceedings or otherwise. Each party hereby waives its right to a trial by jury for any disputes between the parties.

27. Waiver of Jury Trial

Any disputes arising out of or relating to any purchase you make on or through the Site, any information you provide via the Site, these Terms (including the formation, performance, or alleged breach), and your use of the Site shall be submitted individually by you and will not be subject to any class action or representative status. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, representative action, consolidated action or private attorney general action). Neither you, nor any other user of Kitchens.com services, can be a class representative, class member, or otherwise participate in a class, representative, consolidated or private attorney general proceeding with respect to the matters set forth in the first sentence of this paragraph. You agree that this Dispute Resolution is material and essential to the arbitration of any dispute between you and Kitchens.com and is nonseverable from the Arbitration Provision. If any portion of this Dispute Resolution is limited, voided, or cannot be enforced, then the Arbitration Provision shall be null and void. You understand that by agreeing to this Dispute Resolution, you may only pursue dispute against Kitchens.com in an individual capacity and not as a plaintiff or class member in any purported class action or representative proceeding.

28. Severability

If any provision of this Agreement is found to be invalid or unenforceable for any reason whatsoever, the remaining provisions will remain valid and unimpaired and will continue in full force and effect.

29. Integration

This Agreement, created by your use of the Services and these TOU, incorporating the Privacy Policy, constitute the entire agreement between the parties with respect to the use of the Services and the associated services provided by WPM. There are no further understandings, agreements, or representations with respect to the subject matter of this Agreement. You acknowledge and agree that any additional provisions that may appear in any communication from you will not bind WPM.

30. Waiver

You understand and agree that no term or provision of this Agreement will be deemed to have been waived and no breach will be deemed to have been consented to unless said waiver or consent is in writing and signed by the party to be charged.

31. Limitation on Actions

WPM AND YOU AGREE TmHAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE OR WPM SERVICES MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. FAILURE TO ASSERT SAID CAUSE OF ACTION WITHIN ONE YEAR WILL PERMANENTLY BAR ANY AND ALL RELIEF.

32. Reservation of Rights

All rights not expressly granted herein are reserved to WPM.