The Services offer Business Users a platform for connecting with Geeks, to solve technology issues, including basic troubleshooting to more complex development and server issues. SWAG provides entrepreneurs and small business owners with a web-based portal for reaching each other for the purpose of developing new business relationships and generating sales, on an individualized basis. Once End Users identify themselves as either a Business Owner or Geek, the End User will be directed to complete various steps as part SWAG’s method of maintaining standards for the Services.
SWAG does not guarantee that every End User can avail its Services – not every Business Owner that creates an account is guaranteed access to a Geek, and not every Geek is guaranteed access to a Business User through SWAG.
SWAG itself does not sell any products or services directly, and any relationships or contracts entered into between any End User through SWAG are contracts between such parties and do not involve SWAG. We are not partners, affiliates, contractors or in any other business relationship with any End Users. End Users simply use our Services to engage other End Users; therefore, SWAG does not and shall not control or enforce any of the terms between End Users, including but not limited to any terms relating to guarantees, service of product descriptions, quality, accuracy, and safety. Additionally, SWAG shall not mediate or resolve any disputes between End Users, and SWAG shall not have any liability for the results of any disputes between End Users. While not required, the use of written terms is highly recommended.
SWAG is not a party to any transaction between its End Users who use the on-demand platform for standard individual contracts, of which every contract is considered separate legal agreements between End Users . SWAG does not monitor or enforce any terms between Business Users and Geeks. SWAG recommends that End Users use written terms between themselves when conducting business with each other, which should include price, services performed, and warranties. However, SWAG shall not be a party to any terms between End Users, and SWAG shall not guarantee any of the terms between End Users through standard use of the platform. End Users shall be solely responsible for all issues relating to fees, including collections, refunds, late fees, and any services to be performed.
SWAG may charge fees to certain Business Users and Third Parties, as stated herein, from time to time. Said Business Users and Third Parties shall pay the fees according to the payment terms listed in the agreement. End Users may also be obligated to additional terms as stated on an addendum to this Agreement, which are hereby incorporated by reference. Any fees paid to SWAG are non-cancellable and non-refundable. SWAG may assess a late fee of 1.5% per month on any balance that remains unpaid after the invoice due date. Failure to pay any invoice within 60 days of the invoice date is a material breach of this Agreement that entitles SWAG stop the Services, including accessibility to the SWAG and related profile/account information, and demand payment in full for all outstanding amounts, including payments owed through the accrued late fees. Business Users and Third Parties shall be responsible for paying all applicable sales, use, and other taxes.
In instances where Business Users desire to employ a Geek on a full time basis, the Business User enter into an Direct Hire Agreement with SWAG Both parties agree to a mutual arrangement that gives SWAG permission to provide job candidates for review in regards to the position the Business User is seeking to fill. If a candidate is offered a position or full time contract, The Business User agrees to pay SWAG a monthly fee of 2% of the hire’s annual salary for a total of 12 months. Should the Geek and Business User part ways prior to the full 12 month term, the Business User is responsible to pay only for the months the Geek was employed.
All End Users shall provide: first and last name; address; company name and/or affiliation; email address; and billing information (if and when applicable). All End Users shall be at least 18 years old, and must provide complete and accurate contact information. End Users shall not attempt to hide or misrepresent their identity, or create accounts intended for the use of others. End Users creating accounts for businesses with multiple users shall provide the information above for at least one contact, and by providing such information, End User represents and warrants that person has authority on behalf of the entity to use the Services.
Subject to the terms of this Agreement, SWAG hereby grants End User a limited, non-exclusive, non-transferable, revocable license to use and access the Services only for the period of time stated herein, if applicable, and otherwise as long as End User is in compliance with this Agreement and all other applicable terms.
SWAG may from time to time and in its sole and absolute discretion provide additional materials and services to complement the Services, including, but not limited to educational materials, educational seminars, and sales training, advertising, either through the Services platform, in person, or via email ("Materials"). SWAG hereby grants End User a limited license to use the Materials solely for End User’s own authorized internal business purposes. The Material shall not be used for any other purpose.
End User agrees to access and use the Services solely in accordance with the terms and purposes expressly authorized in this Agreement, and End User shall not exceed the access provided by End User.
In order to provide the desired experience to all End Users, as part of each category of membership, End User must adhere to their respective obligations in this Agreement. Failure to comply with any of the obligations may result in immediate revocation of access to SWAG, without notice.
Business Users shall:
This Agreement governs whether End Users may use or continue to use our platform and whether they may be banned from using SWAG. We do not guarantee that every End User’s account will be accepted or supported on our platform. We decide whether any actions of any End User violate this Agreement on a case-by-case basis, and in our sole and absolute discretion.
SWAG does not provide technology services or otherwise control, support, or endorse any services provided by Geeks. We simply allow our End Users to request and obtain tech support from others. While we do not control these interactions, we have the right (but not the obligation) to determine, in our sole and absolute discretion, to limit or otherwise remove End Users from SWAG, and we may do so for any reason or no reason at all. SWAG may, from time to time, request additional information from an End User in order to make this decision, or SWAG may make a decision based on information available.
End Users shall not, and shall not permit any employee or other third-party under its direction, to do any of the following prohibited acts, which may result in the immediate termination of Services and other remedies:
If End User posts any content or otherwise uses the Services in any manner that is in violation of these Prohibited Uses or the law, SWAG reserves the right to immediately remove such content or terminate the End User’s account, or take any other action the SWAG believes is necessary, without notice.
Some features of SWAG provide an opportunity for End Users to interact with and communicate with other SWAG End Users, including messaging, sharing location information, and feedback. By creating an account and using the Services, End Users are agreeing to receive messages from other End Users that are commercial and social in nature. SWAG does not screen or otherwise review any messages sent or received using the Services. Additionally, End Users may decide to engage in marketing, sales, and networking offline, in person. Similarly, SWAG does not monitor, police, screen or otherwise oversee in person interactions. Therefore, SWAG shall not be responsible or held liable for any offensive, irregular, unusual, or harmful communications and interactions, and End Users shall indemnify and hold SWAG harmless from any liabilities relating to interactions and communications with other End Users. However, such communications and interaction may violate this Agreement, and therefore, if they occur, End Users must report any of these incidents to SWAG, immediately. Please include a copy of any electronic communications and the user ID of any End User in your notice to us.
SWAG owns all right, title, and interest in and to the Services, Materials, and SWAG’s registered and unregistered, domestic and foreign, trademarks, service marks, trademark applications, service mark applications, trade names, patents, patent applications, copyrights, copyright applications, discoveries, know-how and trade secrets of and relating to the Services, including any and all surveys created by SWAG (“Intellectual Property”). End User shall only use its limited grant of rights to SWAG’s Intellectual Property for the purposes of lawfully using the Services as authorized by the SWAG. SWAG may from time to time make modifications to the Services in the form of upgrades and releases based on a variety of factors including End User's feedback. Because SWAG must use substantial resources to make and support such changes, and because such changes are derived from SWAG’s existing Intellectual Property, SWAG owns all right, title, and interest in and to such changes. End User shall not remove any copyright notice attached to SWAG Intellectual Property, including those appearing on all templates.
End Users own all right, title and interest in its own intellectual property including its trademarks, inquiries and responses, provided they are not derived from SWAG's Intellectual Property. End User grants SWAG a non-exclusive, irrevocable, royalty-free, perpetual, worldwide license to use and publicly display any and all intellectual property provided to SWAG, including any and all intellectual property rights that End User may acquire in the future, relating to content provided on or through the SWAG. End User understands that this is necessary in order for SWAG to provide the Services.
End User also grants SWAG a license to display End User’s name, registered and unregistered trademarks, and other identifying information in SWAG marketing materials, including on the SWAG website. End User also grants SWAG a non-exclusive, irrevocable, royalty-free right to use End User’s name and logo in SWAG marketing materials and client lists, including on the SWAG website, anytime during or after termination of End User’s use of the Services, without additional notice.
In the event that an End User shall provide a resume, self-promotional material, and/or other documentation demonstrating the End Users technical capabilities (herein after referred to as “resume”), the End User grants SWAG the authority to act as their agent in matters pertaining to the intent of the platform. To this effect, SWAG shall modify and enhance the End Users resume, and distribute the resume to various Third Parties in an attempt to fulfill the intended services of the SWAG platform. In performing this service as the End Users agent, SWAG will protect the End Users identity and ensure that personal contact information is not widely distributed to Third Parties.
SWAG also respects the intellectual property rights of others. Therefore, if any content on SWAG is, in good faith, believed to be infringing, then please inform us of which content is infringing by emailing us at: Info@speakwithageek.com. Please include a link to the content, and a brief description of the nature of the infringement. Please note that abusive use of infringement “take-down” requests may create liability on the party using the notification, abusively.
If you believe your copyright has been infringed, please send us a notice that contains:
If the DMCA notice is properly formed, we will act quickly to take down the complained-about material and request a response from the person responsible for posting it. Please note that sending a false DMCA notice is not only a criminal act, but also enables the victim of the notice to sue you.
SWAG may from time to time improve the functionality of the Service and retire old features. SWAG reserves the right to decide whether retired feature will be available. End User is solely obligated to back-up and download all necessary data relating to the Services. From time to time, SWAG reserves the right to delete any and all data that is older than 2 years from its database at any time, without written notice to the End User.
SWAG provides business owners with a unique opportunity to market products and services to other business owners. We cannot monitor every statement made on SWAG and do not edit any advertisements or promotions made by any End User. All statements made on SWAG by an End User are the statements of that End User alone, and SWAG does not and shall not endorse, support or adopt any such statements as its own. Therefore, in order to provide End Users with the best experience when marketing, all End Users shall adhere to the following marketing practices:
All Materials and the Services (i.e., access to our mobile application) provided by SWAG to End User, either directly or indirectly, are provided solely "AS IS." SWAG makes no representations or warranties of any kind concerning use of its Services, or products and services acquired through SWAG, other than as expressly stated herein. End User's use of SWAG is at its own risk. End Users shall not have any recourse against SWAG for reliance on the Services.
SWAG represents and warrants that the Services shall be provided in a workmanlike manner that conforms to the relevant, prevailing industry standards.
EXCEPT FOR THE WARRANTY ABOVE, SWAG PROVIDES THE SERVICES AS IS AND EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND QUIET ENJOYMENT. END USER UNDERSTANDS THAT SWAG IS DEPENDENT ON CERTAIN THIRD-PARTIES AND ON MATTERS OUTSIDE ITS CONTROL FOR DELIVERING THE SERVICES. SWAG EXPRESSLY DISCLAIMS THAT SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE OR RELIABLE. ANY MATERIAL OR DATA OBTAINED OR DOWNLOADED THROUGH THE SERVICES, INCLUDING SURVEY RESPONSES AND SAMPLE SURVEYS, IS DONE AT END USER’S OWN RISK AND END USER SHALL REMAIN SOLELY RESPONSIBLE FOR ANY DAMAGE CAUSED BY SUCH MATERIAL, INCLUDING ANY LOSS OF DATA OR DAMAGE TO END USER’S COMPUTER SYSTEMS. SWAG SHALL NOT BE RESPONSIBLE FOR END USER'S FAILURE TO STORE, DOWNLOAD, OR BACKUP ITS DATA.
END USER ACKNOWLEDGES THAT SWAG PROVIDES A PLATFORM FROM WHICH END USER MAY COMMUNICATE WITH PARTICIPANTS OF THE SWAG. SWAG DOES NOT CONTROL, EDIT, OR ENDORSE END USER'S OR OTHER PARTICIPANT'S COMMUNICATIONS ON THE SWAG. END USER SHALL REMAIN SOLELY RESPONSIBLE TO EVALUATE THE ACCURACY, RELIABILITY, COMPLETENESS AND USEFULNESS OF ANY COMMUNICATIONS, ADVERTISING, RESPONSES, RESULTS, AND MATERIALS. SWAG SHALL NOT BE RESPONSIBLE FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF CONTENT TRANSMITTED THROUGH THE SWAG SERVICE.
END USER REPRESENTS AND WARRANTS THAT IT SHALL NOT BREACH ANY OF THE OBLIGATIONS UNDER THIS AGREEMENT.
SWAG'S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT ARE LIMITED TO DIRECT MONETARY DAMAGES, AND THE AMOUNT OF SUCH DAMAGES SHALL NOT EXCEED THE AGGREGATE FEES PAID BY END USER WITHIN THE PAST YEAR OF SERVICE UP TO A MAXIMUM OF $3000.00. IN NO EVENT WILL SWAG BE LIABLE FOR PROVIDING SUBSTITUTE SERVICES OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES RESULTING FROM, LOST PROFITS, LOST REVENUE, LOST DATA, OR INABILITY TO USE THE SERVICES, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE. END USER ACKNOWLEDGES THAT SWAG HAS SET ITS PRICES AND ENTERED INTO THIS AGREEMENT IN RELIANCE ON THE DISCLAIMERS OF WARRANTIES AND LIMITATION OF LIABILITY AND THE SAME FORM AN ESSENTIAL BASIS FOR THE BARGAIN BETWEEN THE PARTIES.
End User agrees to indemnify, hold harmless, and defend or settle at its own expense SWAG and its directors, officers, employees, and agents against claims for property damage, loss of data, loss of revenue or profits, loss to reputation, loss of goodwill, death, illness, injury, improper business practices arising out of End User's use of the Services, intellectual property infringement, reliance on the Services, or unauthorized access by persons using End User's login credentials due to End User's negligence.
If any Service or feature becomes, or in SWAG’s opinion is likely to become, subject of such a claim of infringement, SWAG may either provide End User the right to continue to use that Service, or replace or modify the Service so it is no longer infringing. If neither of the foregoing is commercially and reasonably available to SWAG, End User shall return all Materials relating to the Services to SWAG, or the Service may be deactivated by SWAG. SWAG shall have no obligation or liability hereunder for any claim resulting from: (a) modification of the Services by any party other than SWAG, (b) modification of the Services by SWAG in accordance with End User’s designs, specifications, or instructions; (c) use other than as granted in this Agreement; (d) use of a superseded version of the Services if the infringement claim could have been avoided by using a current version available to End User.
THIS SECTION STATES THE PARTIES' SOLE AND EXCLUSIVE REMEDIES AND LIABILITY FOR ANY INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT OR MISAPPROPRIATION CLAIMS OR DAMAGES.
Confidential Information does not include information that: (a) is known prior to any disclosure and can be so proven by written records; (b) is received at any time in good faith from a third party lawfully in possession of it and having the right to disclose the same, and can be so proven by written records; (c) is as of the date of receipt in the public domain or subsequently enters the public domain other than by reason of acts or omissions of the employees or agents of End User; (d) becomes publicly available through no fault of End User; (e) is provided to SWAG in its capacity as the End Users Agent (f) or is independently developed by or on behalf of End User without resort to Confidential Information, as can be shown by reasonable documentary evidence.
This Agreement shall become effective upon commencing use of the Services. Upon termination of this Agreement or the rights licensed herein, End User shall cease using the Services and related Materials immediately. Upon termination, SWAG shall not have any obligation to make available or provide access to the Services.
SWAG may immediately terminate this Agreement in response to any breach or any action that in SWAG's sole and absolute discretion constitutes a violation of this Agreement or any other abuse of the Services, or for any other reason (or not reason) in SWAG’s sole and absolute discretion. End User shall remain responsible for all charges due through termination.
Paragraphs 13 through 18 shall survive termination of this Agreement.
This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona, without regard to its own or other conflict of law principles. End User’s disputes relating to SWAG’s Services under this Agreement (and not disputes between End Users relating to services provided by Geeks, etc.) shall be resolved by the following process only: End User shall email SWAG at: Info@speakwithageek.com with a brief description of the complaint or concerns (no longer than 250 words), and the terms believed to be violated. Thereafter, SWAG shall have 30 days to respond. If after receiving SWAG’s response, End User is not satisfied, End User must propose an alternative resolution via email, and SWAG shall have an additional 10 days to consider the alternative resolution and provide its own alternatives. The parties shall then be required to discuss the proposed alternatives for an additional 20 days after SWAG provides End User with its proposed resolutions. Thereafter, any unresolved disputes may then be brought before a neutral arbitrator in Maricopa County, Arizona. All resolutions or settlements in arbitration shall be final and binding and non-appealable. End User understands and agrees that SWAG does not resolve disputes between End Users. Any disputes relating to sales or dealings between End Users shall not involve SWAG.
This Agreement, and modifications, and any addenda (if applicable), represents the entire final Agreement between End User and SWAG, and supersedes all prior Agreements relating to the use of the Services, whether written or oral, unless otherwise expressly permitted in this Agreement.
The failure by SWAG to enforce any right or provision of the Agreement shall not constitute a waiver of that provision or any other provision of the Agreement.
The parties understand that there may be an occurrence of an event or effect that cannot be reasonably anticipated or controlled, which even by the exercise of reasonable diligence cannot prevent non-performance. These occurrences and events include, but are not limited to: acts of God; acts of war; acts of public enemies; strikes; fires; explosions; outages; general Internet brown-outs or black-outs or shortage of bandwidth; hacking; actions of the elements; industry changes; regulatory changes; or other similar causes beyond the control of End User or SWAG in the performance of this Agreement. Upon the occurrence of such event or effect, the parties shall agree to excuse performance under this Agreement and not hold SWAG liable for the delay in or failure of performance under this Agreement. Any such delay in or failure of performance shall not constitute default or give rise to any liability for damages.
End User shall not assign or otherwise transfer the rights under this Agreement by operation of law or otherwise, without SWAG's prior written consent. Any entity that acquires, merges with, or otherwise combines in any manner with End User shall not acquire any rights to the Services under this Agreement, without SWAG's prior written consent.
If any provision of the Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall remain in full force and effect.