SiteBid Pro Services Agreement

Updated: February 2024

This SiteBid Pro Services Agreement (the “Agreement”) establishes the terms and conditions under which SiteBid, Inc. (“SiteBid”) provides marketing services and platform access to Industry Professionals (the “Professional”). By subscribing to or using SiteBid’s Pro Services, the Professional agrees to be bound by this Agreement.

1. Services Provided. SiteBid is a professional marketplace designed to connect industry experts with property owners, tenants, and investors seeking specialized services. The platform empowers professionals by offering a suite of tools and resources to enhance their visibility, generate leads, and grow their business.
   1. Access to the SiteBid Platform: Professionals can create detailed service listings to showcase their expertise and attract potential clients. The platform facilitates direct engagement with leads and interested parties, enabling seamless communication. Service providers can leverage SiteBid’s interface to build credibility and establish themselves within the marketplace.
   2. Digital Marketing & Promotional Services: SiteBid provides assistance with listing optimization to improve visibility and attract relevant leads. Professionals benefit from enhanced promotional exposure through featured listings, platform advertising, and strategic placement within relevant categories. The platform offers branding opportunities within the SiteBid ecosystem to increase recognition and client trust.
   3. Lead Generation & Referral Opportunities: Professionals can gain access to potential referrals through the SiteBid network. The platform helps connect professionals with property owners, tenants, and investors seeking services related to infrastructure leasing, transactions, and management.
   4. Concierge Services (Optional): SiteBid offers optional concierge services to help professionals manage inbound leads. These services include initial lead screening, appointment setting, and follow-up coordination to enhance conversion opportunities.
2. Limitation on Services.
   1. SiteBid Does Not Act as a Broker, Agent, or Intermediary: SiteBid does not represent any party in a transaction, negotiate deals, or facilitate contractual agreements. The platform serves as a marketing and networking tool, not as a brokerage service.
   2. SiteBid Does Not Guarantee Leads, Conversions, or Business Outcomes: While SiteBid provides marketing and exposure opportunities, it does not guarantee the number of leads, successful conversions, or revenue generation. Success on the platform depends on the professional’s engagement, service quality, and market demand.
   3. SiteBid provides access to its platform on a commercially reasonable basis and will make reasonable efforts to ensure uptime and functionality. However, SiteBid does not guarantee uninterrupted access, error-free operation, or specific advertising performance outcomes. Scheduled maintenance, system upgrades, and unforeseen technical issues may result in temporary disruptions. SiteBid will provide advance notice for scheduled maintenance when feasible. Customer support is provided on a commercially reasonable basis, and SiteBid aims to respond to inquiries within 3 business days, but specific response times are not guaranteed.
      SiteBid shall not be held liable for business disruptions, technical failures, or third-party service issues that impact the performance of Listings or Advertisements.
   4. SiteBid Does Not Verify User Credibility or Accuracy of Information: SiteBid does not conduct background checks, verify credentials, or ensure the legitimacy of users or listings. Professionals and clients are responsible for conducting their own due diligence before engaging in transactions.
   5. SiteBid Does Not Provide Legal, Financial, or Transactional Advisory Services: SiteBid does not offer legal, financial, or real estate advisory services. Any professional guidance, contract negotiation, or investment advice must be obtained independently from qualified professionals outside of SiteBid.
3. Professional’s Obligations. By using the SiteBid platform, the Professional acknowledges and agrees to uphold the following responsibilities to ensure transparency, compliance, and professionalism within the marketplace.
   1. Accurate Representation of Qualifications, Services, and Pricing
      1. The Professional must provide truthful and up-to-date information regarding their experience, certifications, and service offerings.
      2. Any claims regarding expertise, licensing, or past work must be verifiable and not misleading.
      3. Pricing structures, fees, and service terms must be clearly stated to avoid confusion or misrepresentation.
      4. If any information changes, including licensing status or business offerings, the Professional must promptly update their profile and listings.
   2. Compliance with Federal, State, and Industry-Specific Laws. The Professional must adhere to all relevant laws, regulations, and industry standards applicable to their field. This includes, but is not limited to:
      1. Licensing requirements for professional services where applicable.
      2. Advertising and marketing regulations, including truthful representations in listings and promotions.
      3. Data privacy and consumer protection laws governing client interactions and transactions.
      4. Ethical guidelines and best practices established by relevant professional associations.
      5. The Professional is solely responsible for ensuring that their services and interactions comply with all applicable laws in their jurisdiction.
   3. Maintaining Listings and Responding to Leads in a Timely & Professional Manner. The Professional must keep their service listings current, ensuring that all descriptions, pricing, and availability reflect accurate information. Any outdated, incorrect, or misleading listings must be corrected or removed promptly. The Professional is expected to respond to inquiries and leads in a courteous and timely manner, maintaining professional communication standards. Repeated failure to respond to leads or maintain an active presence may result in the suspension or removal of the listing from the SiteBid platform.
   4. Payment of Applicable Fees. The Professional agrees to pay all fees associated with their selected subscription plan, referral fee structure, or any additional premium services opted into. Fees may include:
      1. Monthly or annual subscription charges for platform access.
      2. Referral or success-based fees if applicable.
      3. Advertising or promotional service fees if the Professional chooses to enhance their visibility on the platform.
      4. Failure to make timely payments may result in restricted access, suspension, or termination of services.
   5. By adhering to these obligations, the Professional helps maintain the integrity of the SiteBid platform, fostering a trusted and professional environment for all users.
4. Fees & Payment. SiteBid offers flexible payment models to accommodate the needs of professionals using the platform. By selecting a payment model, the Professional agrees to the terms and conditions outlined in this section.
   1. Payment Models Available:
      1. Subscription Plan: Professionals may opt for a recurring monthly or annual subscription to gain access to the SiteBid platform, marketing services, and additional promotional tools. Subscription plans may include benefits such as enhanced listing visibility, featured placements, and priority support. The subscription fee is automatically charged based on the selected billing cycle (monthly or annually).
      2. Referral Fee: Professionals may choose a referral-based payment model, where fees are charged based on leads, inquiries, or successfully closed transactions originating from SiteBid. Referral fees may be structured as a fixed amount per lead, a percentage of transaction value, or another predefined metric. Professionals are responsible for reporting and paying any applicable referral fees as agreed upon during account setup.
      3. Hybrid Model: This model combines both subscription and referral-based fees, providing access to SiteBid’s platform and marketing services while also incorporating performance-based charges. Hybrid models may include reduced subscription costs with an additional referral fee per transaction or lead generated.
   2. Fee & Payment Terms: All fees are non-refundable and are fully earned upon payment, regardless of platform usage or results. Fees are subject to change at SiteBid’s discretion, with prior notice provided to professionals. Any changes will apply to future billing cycles.
      1. Automatic Billing: Subscription and recurring charges will be automatically billed to the payment method on file unless canceled in accordance with the platform’s cancellation policy. Professionals are responsible for maintaining updated payment information to prevent disruptions in service.
      2. Failure to Pay: Missed or failed payments may result in restricted access, temporary suspension, or termination of the Professional’s account. SiteBid reserves the right to take collection actions, including applying late fees, suspending listings, or pursuing legal remedies if payments remain outstanding. Reactivation of a suspended account may require payment of overdue balances and any associated reinstatement fees. By enrolling in a payment plan, the Professional acknowledges and agrees to these terms. SiteBid retains the right to modify payment policies as needed to ensure continued platform sustainability and service offerings.
5. Term & Termination. This Agreement remains in effect for as long as the Professional maintains an active account with SiteBid or until canceled by either party. The following terms outline the conditions for cancellation, suspension, and termination of services.
   1. Term & Renewal. The Agreement begins upon the Professional’s acceptance of the terms and activation of their SiteBid account. Subscription-based accounts automatically renew at the end of each billing cycle (monthly or annually) unless canceled in accordance with the cancellation policy. Referral-based accounts remain active as long as the Professional continues to engage with leads or conduct transactions through the platform.
   2. Cancellation by the Professional. Professionals who wish to cancel their subscription must submit a written cancellation request at least 10 business days before their renewal date to avoid automatic billing for the next cycle. Cancellations submitted after this period may result in an additional charge for the following billing cycle before termination takes effect. Any outstanding fees or referral payments due at the time of cancellation must be settled before the account is officially closed. Professionals will continue to have access to the platform until the end of the paid billing period unless immediate termination is requested.
   3. Suspension or Termination by SiteBid. SiteBid reserves the right to suspend or terminate a Professional’s account without refund if they violate any terms of this Agreement, SiteBid’s policies, or applicable laws. Common violations that may result in termination include, but are not limited to:
      1. Misrepresentation of services, credentials, or pricing.
      2. Fraudulent, unethical, or illegal activities.
      3. Abuse or misuse of the platform, including spam, harassment, or failure to engage professionally with leads.
      4. Non-compliance with federal, state, or industry regulations.
      5. Non-Payment: Failure to make timely payments for subscription fees, referral fees, or other charges may result in temporary suspension or permanent account termination.
      6. Discretionary Termination: SiteBid retains the right to discontinue services at its discretion for business reasons, such as platform restructuring, changes in service offerings, or risk management concerns. In such cases, SiteBid may provide notice and offer prorated refunds where applicable.
   4. Effects of Termination. Upon termination, the Professional’s account, listings, and associated data may be removed from the SiteBid platform. Any unpaid fees or outstanding obligations remain due and must be paid even after account termination. Professionals will lose access to all SiteBid platform features, including lead generation, listing visibility, and marketing services. If applicable, SiteBid may retain limited business records for legal and administrative purposes, even after account closure. By maintaining an active SiteBid account, the Professional acknowledges and agrees to these termination policies.
6. Limitation of Liability. By using the SiteBid platform, the Professional acknowledges and agrees to the following limitations on SiteBid’s liability. SiteBid provides a marketplace and marketing platform but does not assume responsibility for business outcomes, service reliability, or financial losses incurred by Professionals.
   1. No Liability for Business Losses. SiteBid is not responsible for any direct, indirect, incidental, special, consequential, or punitive damages resulting from the Professional’s use of the platform. This includes, but is not limited to:
      1. Loss of business opportunities, clients, or revenue.
      2. Damage to reputation due to interactions with leads, clients, or third parties.
      3. Market fluctuations, competition, or external factors impacting business performance.
      4. The Professional assumes full responsibility for their business decisions, pricing, and service offerings.
   2. No Warranty on Advertising or Marketing Performance. SiteBid provides advertising, promotional, and marketing services but does not guarantee:
      1. A specific number of leads, conversions, or engagements.
      2. The effectiveness of any listing optimizations, advertising placements, or marketing strategies.
      3. That leads or referrals generated through the platform will convert into paying clients or successful transactions.
      4. Any insights, analytics, or performance metrics provided by SiteBid are for informational purposes only and should not be considered financial or business advice.
   3. Limitation of Financial Liability. SiteBid’s total liability for any claims, disputes, or damages arising from the Professional’s use of the platform shall not exceed the total amount paid by the Professional to SiteBid in the last 90 days before the claim. This limitation applies regardless of the nature of the claim, whether contractual, tort-based, negligence-related, or any other legal theory.
   4. No Liability for Third-Party Actions. SiteBid is a neutral platform that connects Professionals with potential clients and does not control the actions of users, leads, or third-party service providers. SiteBid is not responsible for:
      1. Any disputes, conflicts, or issues between the Professional and a client, lead, or another user.
      2. The legitimacy, behavior, or conduct of any user interacting with the Professional.
      3. External factors, such as market changes, competition, or business conditions affecting the Professional’s success.
   5. No Liability for Platform Downtime or Technical Issues. SiteBid makes reasonable efforts to maintain platform functionality and availability but does not guarantee uninterrupted or error-free service. SiteBid is not liable for any loss of business, leads, or revenue due to:
      1. Temporary outages, technical failures, or maintenance-related downtimes.
      2. Cybersecurity incidents, hacking, or data breaches beyond SiteBid’s control.
      3. Software bugs, glitches, or errors affecting listings, communication, or payments.
   6. By using SiteBid, the Professional agrees that their sole remedy for any dissatisfaction with the platform, services, or policies is to discontinue use of the SiteBid platform, subject to the termination terms outlined in this Agreement.
7. Indemnification. By using the SiteBid platform, the Professional agrees to indemnify, defend, and hold harmless SiteBid, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, and legal fees arising out of or related to the Professional’s use of the platform.
   1. Scope of Indemnification. The Professional specifically agrees to indemnify SiteBid against any claims, damages, or losses resulting from:
      1. Misrepresentation of Qualifications, Services, or Business Practices
      2. If the Professional provides inaccurate, misleading, or false information regarding their credentials, expertise, or service offerings.
      3. Any claims arising from unauthorized or exaggerated representations that lead to disputes with clients or regulatory agencies.
      4. Allegations that the Professional’s services did not meet advertised expectations, leading to reputational or financial damage for clients.
      5. Failure to Comply with Laws and Industry Regulations.
      6. Any violation of federal, state, local, or industry-specific laws, including but not limited to:
         1. Licensing requirements for real estate, engineering, consulting, or other regulated services.
         2. Fair advertising laws, including misleading claims or false promotions.
         3. Consumer protection laws, such as failure to disclose relevant terms, hidden fees, or deceptive business practices.
         4. Any legal actions, penalties, fines, or disputes resulting from the Professional’s non-compliance with applicable laws and regulations.
      7. Disputes, Claims, or Liabilities Arising from Client Interactions or Transactions.
      8. Any conflicts, complaints, or disputes between the Professional and leads, clients, or other platform users.
      9. Issues related to contractual agreements, payment disputes, service dissatisfaction, or professional malpractice.
      10. Claims of fraud, negligence, or breach of duty in the Professional’s performance of services.
      11. Any liability resulting from third-party claims, including but not limited to defamation, data privacy violations, intellectual property disputes, or breach of confidentiality.
   2. Third-Party Actions or Legal Proceedings. If SiteBid is named in a lawsuit, arbitration, or administrative action due to the Professional’s actions, misrepresentations, or service disputes. The Professional agrees to cover all legal costs, attorney fees, settlements, or judgments incurred by SiteBid as a result of such claims.
   3. Indemnification Process. SiteBid will notify the Professional of any claims or legal actions requiring indemnification. The Professional agrees to fully cooperate in the defense of any claim, including providing necessary documentation or testimony. SiteBid reserves the right to assume exclusive defense and control of any matter subject to indemnification, at the Professional’s expense. By agreeing to these indemnification terms, the Professional acknowledges full responsibility for their business practices and interactions on the SiteBid platform, ensuring that SiteBid remains protected from unnecessary legal and financial burdens.
8. Dispute Resolution & Arbitration. To ensure efficient and fair resolution of disputes, the Professional and SiteBid agree that any legal disputes, claims, or controversies arising from or relating to this Agreement, the use of the SiteBid platform, or any services provided therein shall be resolved exclusively through binding arbitration, rather than through litigation in court.
   1. Binding Arbitration Agreement. The Professional and SiteBid agree that all disputes shall be resolved through final and binding arbitration, except for cases involving claims for injunctive or equitable relief related to intellectual property rights, which may be pursued in court. Arbitration is a private dispute resolution process where an independent arbitrator, rather than a judge or jury, makes a final and legally binding decision. By agreeing to arbitration, both parties waive their rights to a jury trial or participation in traditional court proceedings.
   2. Class Action Waiver. The Professional agrees that all claims and disputes must be brought on an individual basis only, and not as part of a class action, collective action, or mass claim. Neither party may participate in or consolidate claims with other users in a class action lawsuit, arbitration, or any similar group proceeding. The arbitrator shall not have the authority to hear claims on a class-wide basis or to join multiple claimants into a single arbitration case.
   3. Governing Arbitration Rules & Location. All arbitration proceedings shall be conducted under the Commercial Arbitration Rules of the American Arbitration Association (AAA) or any successor organization. Arbitration shall take place in San Diego County, California, unless both parties agree to a different location or to a virtual arbitration process. The arbitration shall be conducted in English, and the arbitrator’s decision shall be final and binding on both parties.
   4. Costs & Fees of Arbitration. Each party shall bear its own legal fees and arbitration costs unless the arbitrator determines that one party is entitled to recover reasonable attorneys’ fees or costs under applicable law. If arbitration fees are prohibitively expensive for the Professional, SiteBid may agree to cover a portion of the costs, subject to a good-faith financial hardship request.
   5. Exceptions to Arbitration Requirement. SiteBid may seek injunctive relief, equitable remedies, or enforcement of intellectual property rights in a court of law without first resorting to arbitration. If the dispute involves a claim that qualifies for small claims court, either party may elect to pursue the matter in a small claims court located in San Diego County, California, rather than arbitration.
   6. Arbitration Award & Enforcement. The arbitrator shall issue a written decision, including findings of fact and conclusions of law, which shall be enforceable in any court of competent jurisdiction. Any arbitration award may be entered as a judgment in a state or federal court, allowing for enforcement through legal channels.
   7. Waiver of Jury Trial. By agreeing to arbitration, both parties waive their right to a jury trial in any proceeding arising from this Agreement. By using the SiteBid platform, the Professional acknowledges and agrees to these dispute resolution terms, ensuring that any conflicts are handled through fair, efficient, and binding arbitration.
9. Incorporation by Reference. The following policies, disclaimers, and guidelines are expressly incorporated into this Agreement by reference. By using SiteBid’s services, Advertiser acknowledges and agrees to be bound by the terms set forth in these policies:
   • Content Guidelines: https://sitebid.com/disclaimers/content-guidelines/
   • Copyright Notice: https://sitebid.com/disclaimers/copyright-notice/
   • Listings Quality Policy: https://sitebid.com/disclaimers/listings-quality-policy/
   • Listing Ad Terms: https://sitebid.com/disclaimers/listing-advertising-terms/
   • Privacy Policy: https://sitebid.com/disclaimers/privacy-policy/
   • Property Marketing Agreement: https://sitebid.com/disclaimers/property-marketing-agreement/
   • Terms of Use: https://sitebid.com/disclaimers/terms-of-use/

   In the event of any conflict or inconsistency between this Agreement and any of the referenced policies, the terms of this Agreement shall govern, unless otherwise specified in the conflicting policy. SiteBid reserves the right to update, modify, or replace these policies at its sole discretion. Continued use of SiteBid’s services constitutes Site Owner’s acceptance of any updates to these policies.