Description of Referral Program. The Procore Global Customer Referral Program (“Referral Program”) is a program operated by Procore Technologies, Inc. (“Procore”, “we,” “us,” “our”), which offers you (the “Referrer”, “you,” “your”), to refer others to become Procore customers, and in some cases, you may be eligible to receive certain rewards or incentives for making such referrals. The Referral Program is offered on the website located at https://refer.procore.com (the “Site”).
Binding Agreement; Modifications. By participating in the Referral Program or using the Site, you agree to be bound by these Global Customer Referral Program Terms and Conditions (“Terms”) and any other terms and conditions presented on the Site in connection with the Referral Program (which may vary by territory), all of which are incorporated herein by reference. In the event of conflicting terms, this English language version of these Terms and the terms and conditions herein shall govern. Procore reserves the right, in its sole discretion, to modify these Terms at any time by updating the Terms on the Site and adjusting the date above. You are responsible for reviewing and becoming familiar with any such modifications. Your ongoing use of the Site or participation in the Referral Program following such update to these Terms constitutes your acceptance of the Terms as modified..
Please note that the section below entitled YOU ARE AGREEING TO BINDING ARBITRATION contains an arbitration clause and class action waiver. By agreeing to these Terms, you agree to resolve all disputes through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or representative actions..
How the Referral Program Works. To participate in the Referral Program, you must visit the Site and follow the on-screen instructions to refer friends, family members or colleagues as potential Procore customers (each a “Friend”). Once you enter your information to participate in the Referral Program, you will be provided with a unique referral link (“Personal Link”). Your Personal Link should be provided to the Friend you are referring, who can use your Personal Link to sign up for a demo with a Procore sales representative..
Eligibility. In order to be deemed a valid referral subject to an applicable reward or incentive (each a “Referral”) under these Terms, the Friend you refer must be employed by a company in the construction industry. In addition, the following individuals are not permitted to participate in the Referral Program, either as a Referrer or as a Friend: employees, officers, and directors (and their immediate families and members of their households, whether or not related) of (i) Procore and Procore’s subsidiaries, affiliates, partners, advertising and promotion agencies, manufacturers, or distributors of Referral Program materials (collectively, the “Program Parties”); or (ii) any Government Official in any country or territory. For purposes of these Terms, "Government Official" includes any government employee; candidate for public office; and employee of government-owned or government-controlled companies, public international organizations, and political parties..
Rewards. In some territories, you may be eligible for certain rewards and other incentives in connection with the Referral Program. Please note that referrals in some territories are not subject to rewards or incentives, and this section is void when not applicable. Procore reserves the right to adjust rewards in any territory at any time, including removing or modifying the reward or incentive offered in a particular territory. When you make a valid Referral (as defined below), you and/or the Friend you referred may receive gift cards, branded Procore merchandise, and/or other rewards as determined in the sole discretion of Procore, in the form and amounts set forth as the time the Referral was made. Gift card rewards shall be awarded in local currency and at Procore’s sole discretion. You may earn a maximum of five hundred U.S. Dollars ($500 USD) in rewards in a calendar year. Where the Referrer and Friend are located in different territories, the reward received shall be the reward offered in the applicable territory where the reward recipient is located. Additional restrictions may apply. For example, there may be additional limitations on the number of Referrals you can make in a particular territory, or if the reward is in the form of a gift card, gift certificate or voucher, it may be subject to the issuer’s terms and conditions.Unless otherwise stated, rewards have no monetary value and may not be redeemed for cash. Rewards are not transferable and may not be auctioned, traded, bartered or sold. Reward recipients are responsible for all federal, state, and local taxes on the value of rewards received in connection with the Referral Program. Procore may require reward recipients to provide additional information to enable Procore to confirm eligibility and/or issue or process the reward. Reward recipients may also be required to sign and return an affidavit or declaration of eligibility or other paperwork as determined by Procore in its sole discretion prior to receiving any reward..
Taxes. Where applicable, you may receive from an IRS form 1099-MISC or (for winners that are not U.S. residents) a U.S. tax form 1042 at the end of the calendar year reflecting the total value of rewards you received in that calendar year..
Account Holder. The person submitting a referral must be the Authorized Account Holder of the email account used to submit the referral, otherwise the referral may be deemed void. “Authorized Account Holder” means the natural person who is assigned an email address by an internet access provider, online service provider, or other organization (e.g., business, educational, institution, etc.) responsible for assigning email addresses or the domain associated with the submitted email address..
Compliance with Laws. Receiving a reward from Procore for a valid Referral (where applicable) is contingent upon your fulfilling all requirements set forth herein and is subject to compliance with all applicable federal, state, and local laws and regulations. Each Referrer and Friend shall be subject to and shall comply with the laws of their own territory; provided, however, that the provisions herein related to governing law, arbitration, dispute resolution, and venue shall apply to any disputes arising under or related to these Terms, the Referral Program, or the Site. Eligibility and rewards are subject to verification. Procore may delay a reward for the purposes of investigation. Procore may also refuse to verify and/or process any transaction for any reason. If you become aware of any suspicious, illegal or fraudulent activity occurring in relation to these Terms, you agree to report such activity to Procore within twenty-four (24) hours by sending an email to legalnotice@procore.com..
Restrictions. The Referral Program is void where prohibited, taxed, or restricted by law. You cannot refer yourself as a Friend or create multiple, fictitious or fake accounts to participate in the Referral Program. You may not use the Referral Program to violate any law, infringe or violate the rights of any third party, or otherwise act in a manner that is deemed harassing, harmful, illegal, hateful, obscene or outside the spirit and intent of the Referral Program. In addition, you may not (i) tamper with the Referral Program, (ii) act in an unfair or disruptive manner, or (iii) use any system, bot or other device or artifice to participate or receive any benefit in the Referral Program. CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE REFERRAL PROGRAM OR THE SITE MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, PROCORE RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY’S FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING, BUT NOT LIMITED TO, CRIMINAL PROSECUTION.
Representations and Warranties. By participating in the Referral Program, you represent and warrant that: (i) your participation in the Referral Program does not violate the terms of your employment, including any applicable company policies; (ii) you are not a Government Official, and you will not make any facilitation payments (which are payments to induce officials to perform routine functions they are otherwise obligated to perform); and (iii) you will comply with all applicable laws, rules and regulations in connection with your participation in the Referral Program..
Liability. YOU UNDERSTAND AND AGREE THAT THE RELEASED PARTIES (AS DEFINED BELOW) ARE NOT LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PROCORE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). By participating in the Referral Program, you agree that the Program Parties, Extole, Inc. (as the provider of the referral service), and their respective parent companies, affiliates, and subsidiaries, together with their respective employees, directors, officers, licensees, licensors, shareholders, attorneys and agents including, without limitation, their respective advertising and promotion entities and any person or entity associated with the production, operation or administration of the Referral Program (collectively, the “Released Parties”) will have no liability for any loss, injury, or damage, including but not limited to personal injury, death, or damage to personal or real property, to you or any other person or entity due in whole or in part, directly or indirectly, to your participation in the Referral Program. By participating in the Referral Program, you agree to indemnify, defend, release and hold harmless the Released Parties, from any and all claims, actions, demands, damages, losses, liabilities, costs or expenses caused by, arising out of, in connection with, or related to: (a) the Referral Program; (b) these Terms; (c) your use of the Site; (d) your breach of these Terms, including any representations and warranties contained herein; and (e) the awarding, receipt and/or use or misuse of any reward, incentive, or benefit provided in connection with the Referral Program (including, without limitation, any property loss, damage, personal injury or death caused to any person(s)). Without limiting the foregoing: (i) the Released Parties shall not be liable for any technical errors or malfunctions, data theft or corruption, any printing or typographical error, or any damage to any computer system resulting from participating in, or accessing or downloading the Site or other information in connection with the Referral Program; and (ii) the Released Parties shall not be liable to any users for failure to supply any advertised benefit, by reason of any acts of God, any action or request by any governmental or quasi-governmental entity (whether or not valid), or any other activity or action that is beyond any of the Released Parties’ reasonable control. TO THE FULLEST EXTENT POSSIBLE BY LAW, THE RELEASED PARTIES’ MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE REFERRAL PROGRAM, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED $100 USD. Some jurisdictions may not allow the limitation or exclusion of liability for incidental or consequential damages, or exclusion of implied warranties, and the above limitations or exclusions may not apply in certain jurisdictions where expressly prohibited. You should check your local laws for any restrictions or limitations regarding these limitations or exclusions..
Disclaimer of Warranties. YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) THE REFERRAL PROGRAM AND THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, CONDITIONS AND TERMS OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR CUSTOM, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO PRODUCTS OR SERVICES OFFERED THROUGH THE USE OF THE REFERRAL PROGRAM OR SITE, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) THE RELEASED PARTIES MAKE AND GIVE NO WARRANTY THAT (i) THE REFERREAL PROGRAM OR SITE WILL MEET YOUR REQUIREMENTS; (ii) THE REFERRAL PROGRAM OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE REFERRAL PROGRAM OR SITE WILL MEET YOUR EXPECTATIONS, AND (C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE OR REFERRAL PROGRAM IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL..
Limitation Period for Claims. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms, the Referral Program, or the Site must be filed within one (1) year after such claim or cause of action arose or be forever barred..
YOU ARE AGREEING TO BINDING ARBITRATION. Certain portions of this Arbitration section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and Procore mutually agree that this section is intended to satisfy the “writing” requirement of the Federal Arbitration Act. .
You and Procore agree to arbitrate any and all disputes or claims arising out of, in connection with, or relating to these Terms, the Referral Program, or the Site. This includes agreeing to arbitrate claims that arose before these Terms came into effect and any claims that may arise after termination of this these Terms. The arbitration shall be conducted in accordance with the American Arbitration Association (“AAA”) Consumer Arbitration Rules then in effect. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. Arbitration shall take place in Santa Barbara County, California. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT (I) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER; (II) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (III) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS. If the specific provision of this paragraph is found to be unenforceable, then the entirety of this Section shall be null and void. Arbitration is a method of claim resolution that is less formal than a traditional court proceeding. It uses a neutral arbitrator instead of a judge or jury and is subject to limited review by courts. YOU AGREE TO WAIVE YOUR RIGHT TO A JURY TRIAL AND UNDERSTAND THAT, ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THESE TERMS, THE REFERRAL PROGRAM, OR THE SITE, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS.
Bulk Distribution (“Spam”). You agree that referrals must be created and distributed in a personal manner that is appropriate and customary for communications with friends, colleagues, and family members. Bulk email distribution, distribution to strangers, or any other use of the Referral Program or the Site described herein in a manner that is not promoted is expressly prohibited and may be grounds for immediate termination and further legal action. Procore has no obligation to monitor the Referral Program or the Site or any communications; however, Procore may choose to do so and block any email messages, remove any such content, or prohibit any use of the Referral Program or the Site. If you do not act in strict compliance with law, including anti-spam laws, you are obligated to indemnify the Released Parties against any liabilities, costs and expenses incurred as a result of such spam or legal non-compliance.
Sign-In Credentials. You are responsible for maintaining the confidentiality of any sign-in credentials and your Personal Link, and you are fully responsible for all activities that occur using them. You agree to notify Procore immediately if you suspect unauthorized access to your account or Personal Link. You agree that the Released Parties will not be liable for any loss or damage arising from unauthorized use of your credentials or Personal Link.
Right to Cancel, Modify or Terminate. Procore reserves the right to cancel, modify or terminate the Referral Program at any time for any reason or no reason. Procore further reserves the right to disqualify any individual or entity at any time from participation in the Referral Program for failure to comply with any of these Terms.
Personal Information. The personal information collected, processed, and used as part of the Referral Program will be used in accordance with Procore’s Privacy Notice, which is available at https:// www.procore.com/legal/privacy. By submitting any information in connection with the Referral Program, you certify and represent that you have the lawful right and authorization to provide such information. You agree that any personal information may be processed, shared, and otherwise used for the purposes and within the context of the Referral Program and any other purposes outlined in these Terms, on the Site, or in the Procore Privacy Notice. Without limiting the foregoing, Procore may also use personal information to verify your identity and contact information, and to otherwise verify your eligibility to participate in the Referral Program. You agree that Procore may send you blogs, articles, specials, informational emails regarding Procore’s products, services, business activities, and various other promotional materials.
Dispute; Governing Law. These Terms and all matters arising out of or relating to the Referral Program shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law provisions. Subject to the arbitration provision above, the parties consent to exclusive jurisdiction and venue in the state court located in Santa Barbara County, California and the federal district court located in Los Angeles, California, and by participating in the Referral Program or accessing the Site, you submit to the exclusive jurisdiction of such courts.
Contact. If you have questions, complaints, or claims with respect to the Referral Program, you may contact Procore at Procore Technologies, Inc., 6309 Carpinteria Avenue, Carpinteria, CA 93013 USA, or email customerreferrals@procore.com.
Binding Agreement; Modifications. By participating in the Referral Program or using the Site, you agree to be bound by these Global Customer Referral Program Terms and Conditions (“Terms”) and any other terms and conditions presented on the Site in connection with the Referral Program (which may vary by territory), all of which are incorporated herein by reference. In the event of conflicting terms, this English language version of these Terms and the terms and conditions herein shall govern. Procore reserves the right, in its sole discretion, to modify these Terms at any time by updating the Terms on the Site and adjusting the date above. You are responsible for reviewing and becoming familiar with any such modifications. Your ongoing use of the Site or participation in the Referral Program following such update to these Terms constitutes your acceptance of the Terms as modified..
Please note that the section below entitled YOU ARE AGREEING TO BINDING ARBITRATION contains an arbitration clause and class action waiver. By agreeing to these Terms, you agree to resolve all disputes through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or representative actions..
How the Referral Program Works. To participate in the Referral Program, you must visit the Site and follow the on-screen instructions to refer friends, family members or colleagues as potential Procore customers (each a “Friend”). Once you enter your information to participate in the Referral Program, you will be provided with a unique referral link (“Personal Link”). Your Personal Link should be provided to the Friend you are referring, who can use your Personal Link to sign up for a demo with a Procore sales representative..
Eligibility. In order to be deemed a valid referral subject to an applicable reward or incentive (each a “Referral”) under these Terms, the Friend you refer must be employed by a company in the construction industry. In addition, the following individuals are not permitted to participate in the Referral Program, either as a Referrer or as a Friend: employees, officers, and directors (and their immediate families and members of their households, whether or not related) of (i) Procore and Procore’s subsidiaries, affiliates, partners, advertising and promotion agencies, manufacturers, or distributors of Referral Program materials (collectively, the “Program Parties”); or (ii) any Government Official in any country or territory. For purposes of these Terms, "Government Official" includes any government employee; candidate for public office; and employee of government-owned or government-controlled companies, public international organizations, and political parties..
Rewards. In some territories, you may be eligible for certain rewards and other incentives in connection with the Referral Program. Please note that referrals in some territories are not subject to rewards or incentives, and this section is void when not applicable. Procore reserves the right to adjust rewards in any territory at any time, including removing or modifying the reward or incentive offered in a particular territory. When you make a valid Referral (as defined below), you and/or the Friend you referred may receive gift cards, branded Procore merchandise, and/or other rewards as determined in the sole discretion of Procore, in the form and amounts set forth as the time the Referral was made. Gift card rewards shall be awarded in local currency and at Procore’s sole discretion. You may earn a maximum of five hundred U.S. Dollars ($500 USD) in rewards in a calendar year. Where the Referrer and Friend are located in different territories, the reward received shall be the reward offered in the applicable territory where the reward recipient is located. Additional restrictions may apply. For example, there may be additional limitations on the number of Referrals you can make in a particular territory, or if the reward is in the form of a gift card, gift certificate or voucher, it may be subject to the issuer’s terms and conditions.Unless otherwise stated, rewards have no monetary value and may not be redeemed for cash. Rewards are not transferable and may not be auctioned, traded, bartered or sold. Reward recipients are responsible for all federal, state, and local taxes on the value of rewards received in connection with the Referral Program. Procore may require reward recipients to provide additional information to enable Procore to confirm eligibility and/or issue or process the reward. Reward recipients may also be required to sign and return an affidavit or declaration of eligibility or other paperwork as determined by Procore in its sole discretion prior to receiving any reward..
Taxes. Where applicable, you may receive from an IRS form 1099-MISC or (for winners that are not U.S. residents) a U.S. tax form 1042 at the end of the calendar year reflecting the total value of rewards you received in that calendar year..
Account Holder. The person submitting a referral must be the Authorized Account Holder of the email account used to submit the referral, otherwise the referral may be deemed void. “Authorized Account Holder” means the natural person who is assigned an email address by an internet access provider, online service provider, or other organization (e.g., business, educational, institution, etc.) responsible for assigning email addresses or the domain associated with the submitted email address..
Compliance with Laws. Receiving a reward from Procore for a valid Referral (where applicable) is contingent upon your fulfilling all requirements set forth herein and is subject to compliance with all applicable federal, state, and local laws and regulations. Each Referrer and Friend shall be subject to and shall comply with the laws of their own territory; provided, however, that the provisions herein related to governing law, arbitration, dispute resolution, and venue shall apply to any disputes arising under or related to these Terms, the Referral Program, or the Site. Eligibility and rewards are subject to verification. Procore may delay a reward for the purposes of investigation. Procore may also refuse to verify and/or process any transaction for any reason. If you become aware of any suspicious, illegal or fraudulent activity occurring in relation to these Terms, you agree to report such activity to Procore within twenty-four (24) hours by sending an email to legalnotice@procore.com..
Restrictions. The Referral Program is void where prohibited, taxed, or restricted by law. You cannot refer yourself as a Friend or create multiple, fictitious or fake accounts to participate in the Referral Program. You may not use the Referral Program to violate any law, infringe or violate the rights of any third party, or otherwise act in a manner that is deemed harassing, harmful, illegal, hateful, obscene or outside the spirit and intent of the Referral Program. In addition, you may not (i) tamper with the Referral Program, (ii) act in an unfair or disruptive manner, or (iii) use any system, bot or other device or artifice to participate or receive any benefit in the Referral Program. CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE REFERRAL PROGRAM OR THE SITE MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, PROCORE RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY’S FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING, BUT NOT LIMITED TO, CRIMINAL PROSECUTION.
Representations and Warranties. By participating in the Referral Program, you represent and warrant that: (i) your participation in the Referral Program does not violate the terms of your employment, including any applicable company policies; (ii) you are not a Government Official, and you will not make any facilitation payments (which are payments to induce officials to perform routine functions they are otherwise obligated to perform); and (iii) you will comply with all applicable laws, rules and regulations in connection with your participation in the Referral Program..
Liability. YOU UNDERSTAND AND AGREE THAT THE RELEASED PARTIES (AS DEFINED BELOW) ARE NOT LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PROCORE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). By participating in the Referral Program, you agree that the Program Parties, Extole, Inc. (as the provider of the referral service), and their respective parent companies, affiliates, and subsidiaries, together with their respective employees, directors, officers, licensees, licensors, shareholders, attorneys and agents including, without limitation, their respective advertising and promotion entities and any person or entity associated with the production, operation or administration of the Referral Program (collectively, the “Released Parties”) will have no liability for any loss, injury, or damage, including but not limited to personal injury, death, or damage to personal or real property, to you or any other person or entity due in whole or in part, directly or indirectly, to your participation in the Referral Program. By participating in the Referral Program, you agree to indemnify, defend, release and hold harmless the Released Parties, from any and all claims, actions, demands, damages, losses, liabilities, costs or expenses caused by, arising out of, in connection with, or related to: (a) the Referral Program; (b) these Terms; (c) your use of the Site; (d) your breach of these Terms, including any representations and warranties contained herein; and (e) the awarding, receipt and/or use or misuse of any reward, incentive, or benefit provided in connection with the Referral Program (including, without limitation, any property loss, damage, personal injury or death caused to any person(s)). Without limiting the foregoing: (i) the Released Parties shall not be liable for any technical errors or malfunctions, data theft or corruption, any printing or typographical error, or any damage to any computer system resulting from participating in, or accessing or downloading the Site or other information in connection with the Referral Program; and (ii) the Released Parties shall not be liable to any users for failure to supply any advertised benefit, by reason of any acts of God, any action or request by any governmental or quasi-governmental entity (whether or not valid), or any other activity or action that is beyond any of the Released Parties’ reasonable control. TO THE FULLEST EXTENT POSSIBLE BY LAW, THE RELEASED PARTIES’ MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE REFERRAL PROGRAM, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED $100 USD. Some jurisdictions may not allow the limitation or exclusion of liability for incidental or consequential damages, or exclusion of implied warranties, and the above limitations or exclusions may not apply in certain jurisdictions where expressly prohibited. You should check your local laws for any restrictions or limitations regarding these limitations or exclusions..
Disclaimer of Warranties. YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) THE REFERRAL PROGRAM AND THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, CONDITIONS AND TERMS OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR CUSTOM, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO PRODUCTS OR SERVICES OFFERED THROUGH THE USE OF THE REFERRAL PROGRAM OR SITE, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) THE RELEASED PARTIES MAKE AND GIVE NO WARRANTY THAT (i) THE REFERREAL PROGRAM OR SITE WILL MEET YOUR REQUIREMENTS; (ii) THE REFERRAL PROGRAM OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE REFERRAL PROGRAM OR SITE WILL MEET YOUR EXPECTATIONS, AND (C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE OR REFERRAL PROGRAM IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL..
Limitation Period for Claims. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms, the Referral Program, or the Site must be filed within one (1) year after such claim or cause of action arose or be forever barred..
YOU ARE AGREEING TO BINDING ARBITRATION. Certain portions of this Arbitration section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and Procore mutually agree that this section is intended to satisfy the “writing” requirement of the Federal Arbitration Act. .
You and Procore agree to arbitrate any and all disputes or claims arising out of, in connection with, or relating to these Terms, the Referral Program, or the Site. This includes agreeing to arbitrate claims that arose before these Terms came into effect and any claims that may arise after termination of this these Terms. The arbitration shall be conducted in accordance with the American Arbitration Association (“AAA”) Consumer Arbitration Rules then in effect. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. Arbitration shall take place in Santa Barbara County, California. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT (I) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER; (II) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (III) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS. If the specific provision of this paragraph is found to be unenforceable, then the entirety of this Section shall be null and void. Arbitration is a method of claim resolution that is less formal than a traditional court proceeding. It uses a neutral arbitrator instead of a judge or jury and is subject to limited review by courts. YOU AGREE TO WAIVE YOUR RIGHT TO A JURY TRIAL AND UNDERSTAND THAT, ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THESE TERMS, THE REFERRAL PROGRAM, OR THE SITE, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS.
Bulk Distribution (“Spam”). You agree that referrals must be created and distributed in a personal manner that is appropriate and customary for communications with friends, colleagues, and family members. Bulk email distribution, distribution to strangers, or any other use of the Referral Program or the Site described herein in a manner that is not promoted is expressly prohibited and may be grounds for immediate termination and further legal action. Procore has no obligation to monitor the Referral Program or the Site or any communications; however, Procore may choose to do so and block any email messages, remove any such content, or prohibit any use of the Referral Program or the Site. If you do not act in strict compliance with law, including anti-spam laws, you are obligated to indemnify the Released Parties against any liabilities, costs and expenses incurred as a result of such spam or legal non-compliance.
Sign-In Credentials. You are responsible for maintaining the confidentiality of any sign-in credentials and your Personal Link, and you are fully responsible for all activities that occur using them. You agree to notify Procore immediately if you suspect unauthorized access to your account or Personal Link. You agree that the Released Parties will not be liable for any loss or damage arising from unauthorized use of your credentials or Personal Link.
Right to Cancel, Modify or Terminate. Procore reserves the right to cancel, modify or terminate the Referral Program at any time for any reason or no reason. Procore further reserves the right to disqualify any individual or entity at any time from participation in the Referral Program for failure to comply with any of these Terms.
Personal Information. The personal information collected, processed, and used as part of the Referral Program will be used in accordance with Procore’s Privacy Notice, which is available at https:// www.procore.com/legal/privacy. By submitting any information in connection with the Referral Program, you certify and represent that you have the lawful right and authorization to provide such information. You agree that any personal information may be processed, shared, and otherwise used for the purposes and within the context of the Referral Program and any other purposes outlined in these Terms, on the Site, or in the Procore Privacy Notice. Without limiting the foregoing, Procore may also use personal information to verify your identity and contact information, and to otherwise verify your eligibility to participate in the Referral Program. You agree that Procore may send you blogs, articles, specials, informational emails regarding Procore’s products, services, business activities, and various other promotional materials.
Dispute; Governing Law. These Terms and all matters arising out of or relating to the Referral Program shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law provisions. Subject to the arbitration provision above, the parties consent to exclusive jurisdiction and venue in the state court located in Santa Barbara County, California and the federal district court located in Los Angeles, California, and by participating in the Referral Program or accessing the Site, you submit to the exclusive jurisdiction of such courts.
Contact. If you have questions, complaints, or claims with respect to the Referral Program, you may contact Procore at Procore Technologies, Inc., 6309 Carpinteria Avenue, Carpinteria, CA 93013 USA, or email customerreferrals@procore.com.