Effective date
May 19, 2025
Part I: General Terms of Service
The following terms apply to any User of the Steel Subcontracting Ltd Services
Please read these Terms of Service ("Terms") carefully before using the www.steelsubcontracting.com website (the “Platform”) operated by Steel Subcontracting Ltd, Inc. ("Steel Subcontracting ", "us", "we", or "our"). For purposes of these Terms, “you” and “your” means you as a user of the Platform.
Steel Subcontracting enables businesses to seamlessly manage relationships with Contractors (as defined below) or Consultants (as defined below) as well as managing Clients’ direct employees’ payroll and other HR-related services.
These Terms apply to all Users who wish to access the Platform or use the Services. Depending on the designation of your account, different services may be available to you depending on the User (as defined below) type you may have (“Services”). Certain Services may also only be available subject to the payment of such fees detailed on the Platform. Certain Users may also have additional terms and conditions applicable to their use of the Platform as described in these Terms. Steel subcontracting Ltd reserves the right to modify or discontinue providing the Services or any part of them, at any time and without notice, at its sole discretion.
Capitalized words in these Terms are defined as follows:
2.1. Account is an account to access and use the Platform in accordance with the applicable terms.
2.2. Administrator refers to Users with authority to, on behalf of a Business, apply for an Account, access the Services, manage an Account, and otherwise act on behalf of the Business.
2.3. Business means any type of legal entity with an Account created on Platform and managed through an Administrator.
2.4. Clients refers to Users who use the Platform to request Services and make payments through the Platform in connection with their receipt of any Services.
2.5. Content means all content on or made available on the Platform or through the Services, including any documents, images, photos, pictures, videos, data, audio or text, and any modifications or derivatives of the foregoing.
2.6. Contractors refers to Users who offer and perform services to Clients as described in contracts and who receive payments from Clients through the Platform.
2.7. Payment Service Provider(s) are third-party financial service providers with respect to payment of funds by Users hereunder.
2.8. Users refers to any person authorized to access an Account.
2.9. User Content means all Content made available by Users on the Platform or through Services.
3.1. Subject to these Terms and and related documents between you and Steel Subcontracting Ltd, Steel Subcontracting Ltd grants you a non-exclusive right to access and use the Platform and/or Services solely for your or the Business’ internal business purposes.
3.2 Use of and access to the Platform and/or Services is void where prohibited by law. By using the Services, you (where relevant on behalf of the applicable Business) represent and warrant that: (a) any and all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) your use of the Services does not violate any applicable law, regulation, or obligation you may have to a third party; (d) you will comply with applicable laws, regulations, guidelines, these Terms throughout your use of the Platform and/or Services, as applicable.
3.3. We make the Platform and the Services available to Users who are 18 years of age or older. If you are aged between 16 and 17, you confirm that you have the permission and consent of a parent or legal guardian before utilizing the Platform and the Services. In cases where you are under 16, or if such usage is prohibited by law, you may not create an Account or use the Services. You must be a human to open an Account. Accounts registered by “bots” or other automated methods are not permitted. You may not maintain more than one Account at a time. By applying for an Account and using the Services, you represent and warrant that you are of legal age to form a binding contract and meet all of the foregoing eligibility requirements. If you do not meet these requirements, you may not access or use the Services or apply for an Account. Steel Subcontracting Ltd may refuse to open an Account for any individual or Business at its sole discretion.
3.4. If you are accessing or using the Services on behalf of a Business: (i) you represent that you are authorized to enter into, and bind the Business to these Terms and register for the Services; and (ii) the Business is legally and financially responsible for your access to and use of the Services, as well as for the use of the Services by others affiliated with you, including any employees, agents or contractors.
3.5. If we determine that any Content or the use of the Services violates these Terms, the Prohibited Activity List or any regulation, we may remove the Content or Services from your Account without prior notice to you. We may also suspend or close your Account. To the extent permitted by applicable law, we will provide you with notice of any of the foregoing promptly following taking any such action. Content or Services removed from your Account may not be edited or restored.
4.1. Applying for an Account. In order to access and use the Services, you will be required to create an account. To apply for an Account, you must provide your full legal name, a valid email address, your social security number, EIN, TIN, legal address and any other required information to complete the sign-up process, as requested by Steel Subcontracting ltd.. If you are applying for an Account on behalf of a Business, you may also be required to provide a business address, business ownership details, the nature of the business and additional business information that we may request. We will use this information to permit Steel Subcontracting and its financial partners to conduct due diligence on you prior to opening an Account, and throughout the course of our business relationship with you. Our use of your information is subject section 16 of these terms, Data Protection. If you are creating an Account on behalf of a Business, you must specify at least one Administrator. You are liable for any actions of your Administrator, and for any other person with access to your credentials or your Account. If you are an Administrator, you represent and warrant that you have the authority to apply for and to manage your Business’ Account.
4.2. Account Security. You are fully and solely responsible and liable for maintaining the privacy and security of your computer system, mobile device and all activity on your Account, even if such activities were not committed by you. You will promptly disable access to the Services if you believe your Account has been compromised or stolen, and you will immediately notify us if you believe your Account credentials have been compromised or stolen, and in the event of any unauthorized access to or use of your Account. Steel Subcontracting Ltd will not be liable for any losses or damage arising from unauthorized use of your account or password, and you agree to indemnify and hold Steel Subcontracting Ltd harmless for any unauthorized, improper or illegal use of your account and any charges and taxes incurred, unless you have notified us via e-mail at info@steelsubcontracting.com that your account has been compromised and have requested that we block access to it, which we will do as soon as reasonably practicable. We will attempt to prevent unauthorized transactions or other activity using your Account, and we will assist you in the event your Account is compromised, but we do not police for and cannot guarantee that we will learn of or prevent, any inappropriate use of the Services and you are solely responsible for any financial or other loss that results from unauthorized access to your Account. We may suspend access to your Account if we suspect your Account has been compromised.
5.1. Steel Subcontracting Ltd has no obligation to accept, display, or maintain any User Content. Moreover, Steel Subcontracting Ltd reserves the right to remove and permanently delete any User Content uploaded by you, without notice and for any reason. You are and shall remain at all times fully and solely responsible for any User Content that you upload to the Services. You represent and warrant that any User Content that you upload: (i) complies with applicable law; (ii) does not infringe or violate any third-party intellectual property rights, privacy or publicity rights, or moral rights; and (iii) you have all necessary rights and authority to submit such User Content.
5.2. Without limiting the foregoing, you agree that you will not transmit, submit or upload any User Content to the Platform and/or Services or act in any way that: (i) restricts or inhibits use of the Services; (ii) imposes an unreasonably or disproportionately large load on our infrastructure; (iii) violates the legal rights of others, including defaming, slandering, abusing, stalking or threatening Users; (iv) infringes (or results in the infringement of) the intellectual property rights, moral rights, publicity, privacy, or other rights of any third party; (v) is (or you reasonably believe or should reasonably believe to be) stolen, illegal, counterfeit, fraudulent, pirated, violent or unauthorized, or in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or you reasonably believe or should reasonably believe to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material; (vi) does not comply with all applicable laws, rules and regulations; or (vii) posts, stores, transmits, offers, or solicits anything that contains the following, or that you know contains links to the following or to locations that in turn contain links to the following: (a) material that we determine to be offensive (including material promoting or glorifying hate, violence, bigotry, or any entity (past or present) principally dedicated to such causes or items associated with such an entity); (b) material that is racially or ethnically insensitive, defamatory, harassing or threatening; (c) pornography or obscene material; (d) any virus, worm, trojan horse, or other harmful or disruptive component; or (e) anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate or offensive.
5.3. Use Restrictions. You may not use the Platform and/or Services for any illegal, fraudulent or unauthorized purposes. You may not use the Platform and/or Services to violate intellectual property laws or intellectual property rights of Steel Subcontracting Ltd or third parties, or any other any laws in your jurisdiction that are applicable to you. You may not use the Platform and/or Services for personal, household, family, consumer or other non-commercial purposes. You may only use the Platform and/or Services for your bona fide internal business purposes in accordance with the terms hereof. You may not use the Platform and/or Services to solicit or provide services for the benefit of any unaffiliated third parties or any other services not for the benefit of a User. You may not access or authorize anyone to access the Platform and/or Services from any country or region subject to United States embargo (currently, Cuba, Iran, Syria, North Korea, the Crimea, and the self-proclaimed Luhansk People’s Republic, and Donetsk People’s Republic) (collectively, “Prohibited Regions”). You may not use the Platform and/or Services if you are, or to solicit, provide, or receive services or payments to/from or through, or otherwise conduct any transaction involving: (a) any individual or organization that is subject to financial sanctions by the United States including, but not limited to, parties identified on the Specially Designated Nationals List administered by the United States Office of Foreign Asset Control (OFAC) or owned fifty percent or more by one or more such parties; or (b) parties that are located in, organized under the laws of, or that are part of, or owned or controlled by or acting on behalf of, the governments of Prohibited Regions (collectively, “Restricted Parties”).
6.1. Subject to these Terms and this Section of the Terms, as part of the Platform, Client may access Steel Subcontracting Ltd solution modules and features for General contractors or Subcontractors and Suppliers, performance management, applicant tracking system, via the internet (“Steel Subcontracting Engage Services”).
6.2. The Client wishes to have access to the Steel Subcontracting Engage Services and use its online services solely in its internal business operations.
6.3. Subject to these Terms, Steel Subcontracting has agreed to grant access to the Client with certain features and plug-ins to the Platform which include its online services as further described below and the Client has agreed to take and pay (if applicable) for Steel Subcontracting Engage Services provided that the Client complies with any and all of the requirements set forth in these Terms.
6.4. Steel Subcontracting Ltd Engage Definitions:
6.4.1. The following definitions apply solely within this Section 6 and not to sections of the Terms
6.4.2. Subscription Plan: any fees paid or payable by the Client to Steel Subcontracting Ltd for the provision of the Steel Subcontracting Engage Services selected by the Client as set out in the our webpage.
6.4.3. Effective Date: the date on which access was granted to the Steel Subcontracting Ltd Engage Services by Steel Subcontracting to the Client and/or to any of its Authorised Users.
6.5. Steel Subcontracting Ltd Engage Services. Subject to the Terms, payment by the Client of the applicable Subscription Plan as further specified in the Pricing Page available to the Client:
6.5.1. Steel Subcontracting Ltd hereby grants to the Client a non-exclusive, non-transferable right and license, without the right to grant sublicenses, to permit the Authorised Users to use the Platform during the Subscription Term (as defined below) solely for the Client's internal business operations.
6.5.2. The Steel Subcontracting Ltd Engage Services facilitate General contractors, create reports about its such Users, allow them to submit documents and access other functionalities as offered within the Platform
6.5.3. The Authorised User(s) will have access to specific functionalities that can be expanded from time to time relating to modules and features for managing career development, performance management, learning management, applicant tracking system, compensation and budgeting management, and job and position planning.
6.5.4. Steel Subcontracting Ltd. may, at its sole discretion and at any time, modify or discontinue providing the Steel Subcontracting Ltd. Engage Services provided through the Platform or any part thereof without notice.
6.5.5. Steel Subcontracting Ltd will charge the Client for any Authorised User added to the Platform as expressly specified in the our webpage which may be amended from time to time.
It is also agreed that the Client will be charged by Steel Subcontracting Ltd for any additional purchase made to be made within the Platform and/or in connection with any additional services.
6.6. Authorised Users
6.6.1. Additional Authorised Users
Subject to the Engage Terms and their restrictions, the Client’s Authorised User may, from time to time during the Subscription Term, grant access to any additional Authorised User to the applicable Steel Subcontracting Ltd Engage Services, only by adding Authorised Users to the Platform and paying the applicable Subscription Plan.
It is agreed that the addition of any Authorised User by the Client on the Platform will be considered as an ordering of an additional User Subscription.
6.6.2. Client Authorised Users
In relation to the Authorised Users, the Client ensures that:
6.7. Fees and Payment. In order to use the Steel Subcontracting Ltd Engage Services, including the Platform described herein, the Client shall pay Steel Subcontracting Ltd the applicable Subscription Plan set forth in the Pricing Page. Such fees shall be paid in accordance with the applicable payment terms.
6.8. Obligations of the Client
6.8.1. The Client shall protect the access authorizations as well as identification, and authentication information assigned to him or the Users from access by third parties and shall not disclose them to unauthorized persons.
6.8.2. The Client will indemnify Steel Subcontracting Ltd against all claims of third parties due to infringements of rights, which are based on unlawful use of the services by the Client or are made with its approval. If the Client recognizes or should have recognized that such an infringement is imminent, the Client must inform Steel Subcontracting Ltd immediately.
6.8.3. The Client shall use the possibilities provided by Steel Subcontracting Ltd to additionally secure its data in its original area of responsibility.
6.8.4. The Client shall protect the hardware and software used to access the Steel Subcontracting Engage Services, in particular against unauthorized access by employees or other third parties, viruses, Trojans, and other malware.
6.9. Term and Termination.
6.9.1. The term of a Subscription Plan shall begin on the effective date and shall continue until terminated by Steel Subcontracting Ltd or the Client as provided in these Engage Terms (the “Subscription Term”).
6.9.2. Either party may terminate the Subscription Plan without cause and at any time upon giving 30 days prior written notice to the other party (the “Notice Period”). Such termination shall be effective commencing from the first day of the following calendar month.
6.9.3. The Subscription Plan may be terminated immediately by Steel Subcontracting Ltd (without notice) upon: (i) the Client’s non-payment or failure to make payment when due for any reason; or (ii) in the event of suspicious Account activity or Account compromise, fraud, harassment, or threats; unfair, deceptive, or abusive acts or practices; illegal acts, at the direction of a regulatory authority, or for any other violation of these Engage Terms. Steel Subcontracting Ltd may also cancel the Subscription Plan if the Client or any of its Authorized Users is no longer a Steel Subcontracting account holder in good standing.
6.9.4. Changes to the Subscription Plan. Steel subcontracting Ltd reserves the right to make changes to these Engage Terms and/or the Subscription Plan, in any manner and at any time as Steel Subcontracting Ltd may determine in its sole and absolute discretion. Steel Subcontracting Ltd will provide Client written notification of any material changes to the Subscription Plan, at least 10 days in advance of the implementation of such changes. After notice of a material change, Client may terminate its Client’s Subscription Plan by providing written notice to Steel Subcontracting Ltd within the 10-day notice period before the effective date of the change. Except as otherwise expressly provided for herein, any price changes or changes to the Client’s Subscription Plan will take effect following such 10-day notice period.
6.10. Indemnity. Client agrees to indemnify Steel Subcontracting Ltd and its affiliates, and hold Steel Subcontracting Ltd and its affiliates harmless from any damages, losses, and costs related to third-party (including any Authorized Users) claims or proceedings arising out of Client’s use and/or its Authorized Users’ use of the Platform, including, without limitation, infringements of rights, which are based on an unlawful use of the Steel Subcontracting Ltd Engage Services by the Client and/or its Authorised Users or are made with the Client and/or its Authorised Users approval. The Client is obligated to notify Steel Subcontracting Ltd immediately in cases where infringement is or could be imminent.
6.11. Applicability. It is hereby agreed that in the case of any contradiction and/or lack of clarity and/or ambiguity and/or incompatibility between the provisions of the Terms and these this section 6, the provisions specified in this Section 6 shall prevail in relation to the Steel Subcontracting Ltd l Engage Services and the Platform.
7.1. Except for Steel Subcontracting Ltd role as a limited payment agent for Contractors as set out in the Contractor User Terms of Service (Part II of these Terms), Steel Subcontracting Ltd does not and will not provide banking, deposit taking, stored value, escrow, insurance, or any other financial service. To facilitate payments under the Services, Steel Subcontracting Ltd partners with different payment service providers, including payment gateways, money transmitters, wallet providers, credit and debit card payment processors, merchant acquirers, and merchant acquiring banks (collectively, “Payment Service Provider”). All payment services, including withdrawal services, will be provided by Steel Subcontracting Ltd Payment Service Provider. Depending on your location, some payment methods may not be available, and we do not guarantee that you will be able to use your preferred payment method even in locations where it is available. Depending on the desired payment method, Users may be required to enter into a separate agreement with the applicable Payment Service Provider (“Payment Service Provider Agreement”). Your use of any payment method is subject to the terms and conditions of the applicable Payment Service Provider and Payment Service Provider Agreement. We will not be held liable for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from the actions or omissions of any Payment Service Provider, and we expressly disclaim any responsibility in this regard. Any fees for use of a Payment Service Provider to make payments or receive payments will be borne by you. Steel Subcontracting Ltd will not be liable for any losses or damages you suffer with your use of any third-party payment services. Steel Subcontracting Ltd is not a party to your Payment Service Provider Agreement and will not intervene in any disputes related to payments you make or receive using any third-party payment method. Any fees for the use of a Payment Service Provider to make payments or receive payments will be borne by you and are in addition to any fees payable to Steel Subcontracting Ltd.
7.2. Steel Subcontracting Ltd supports Client payments via wire transfer and Automated Clearing House (“ACH”) transfer, which will be subject to the National Automated Clearing House Association Operating Rules. Users are solely responsible for payment of insufficient funds fees, overdraft fees, wire transfer fees, or other bank fees that you or Steel Subcontracting Ltd. Users are solely responsible for payment of insufficient funds fees, overdraft fees, wire transfer fees, or other bank fees that you or Steel Subcontracting Ltd incur for ACH payments, Payment Service Provider transaction fees, taxes, and any other third-party payment method fees or charges. Steel Subcontracting Ltd does not charge non-Client Users any fees for payments processed through the Platform regardless of payment method. However, Steel Subcontracting Ltd is not responsible for any transaction fees, foreign exchange fees, or any other fees imposed separately on a User by a Payment Service Provider or by the User’s own financial institution.
Steel Subcontracting Ltd is not responsible for any transaction fees, foreign exchange fees, or any other fees imposed separately on a User by a Payment Service Provider or by the User’s own financial institution.
7.3 User Payment Information. Solely to protect against money laundering, terrorist financing, fraud, unauthorized transactions, or as required by applicable laws, Steel Subcontracting Ltd and Payment Service Providers will collect, store, and analyze User payment information. Payment Services Providers may also collect payment information necessary for processing User payments. Except for payment amount and payment status details stored in your Account, Steel Subcontracting Ltd does not have access to payment information provided to Payment Services Providers, and such information will be subject to the privacy policy of each Payment Service Provider.
7.4 By using any payment method and providing payment information to Steel Subcontracting Ltd or to any Payment Service Provider, you represent and warrant that you are the owner or authorized representative of the owner of the bank account or payment method account you use to send or receive payments, and that you are legally authorized to send or receive payments using such accounts.
8.1. If you are a Client, certain Services are subject to the payment to Steel Subcontracting Ltd of the fees outlined on the Platform. You may access and use certain Services by selecting from one of our payment plans (“Payment Plan”) on our webpage.. You agree to pay Steel Subcontracting Ltd the fees outlined on the Platform in accordance with your applicable Payment Plan. A separate invoice will be generated and uploaded to your Account.
8.2. If you pay for your Payment Plan using a debit method, wire transfer, or credit card (collectively, “Card”), the following terms apply:
8.3. Steel Subcontracting Ltd, in its sole discretion, may modify your Payment Plan fees by notifying you at least 30 days before the end date of your next billing cycle. Changes to the Payment Plan will become effective at the end of the next billing cycle following your receipt of the notice of the change. If you do not agree to the changes, you must terminate your Payment Plan at least 5 days before the end of your next billing cycle by sending Steel Subcontracting Ltd a notice of termination to info@steelsubcontracting.com. Your continued use of the Services after the Payment Plan change becomes effective constitutes your consent to the new Payment Plan terms.
8.4. Payment Plan fees excludes any sales tax, value-added taxes, use or withholding tax, or other government assessments of any nature (collectively, “Taxes”). You are responsible for paying all Taxes associated with your Payment Plan, except for taxes based on Steel Subcontracting Ltd net income. Should any payment to Steel Subcontracting Ltd for the Services be subject to sales tax, value added taxes, use or withholding tax or other governmental assessments by any government, you will reimburse Steel Subcontracting Ltd for such amounts.
8.5. Steel Subcontracting Ltd, in its sole discretion, may offer a free trial of a Payment Plan for a limited period of time ("Free Trial"). To participate in a Free Trial, you must select a Payment Plan and provide a valid payment method, where we will not charge your payment method unless you continue using the Services after the Free Trial ends. If you are on a Free Trial, you may cancel at any time until the last day of your Free Trial by emailing info@steelsubcontracting.com. If you or Steel Subcontracting Ltd cancel your Free Trial, you acknowledge and agree that Steel Subcontracting Ltd may delete all contracts, forms, content, and all other data associated with your Account during your Free Trial. If you do not cancel your Free Trial once it ends, your Free Trial will automatically be converted to a paid Payment Plan, and you authorize us to charge the payment method you provided in accordance with your Payment Plan. To cancel your Payment Plan after your Free Trial has ended and your Payment Plan has begun, you must terminate your Payment Plan at least 5 days before the end of your next billing cycle by sending Steel Subcontracting Ltd a notice of termination to info@steelsubcontracting.com. At any time and without prior notice, Steel Subcontracting Ltd may: (a) modify the terms of any Free Trial offer; (b) withdraw any Free Trial offer; or (c) cancel any Free Trial.
8.6. Client payment obligations under your Payment Plan for each billing cycle cannot be canceled after a billing cycle has commenced, and you will not receive a partial refund if you stop using the Services and terminate your Payment Plan before the end of a billing cycle. All fees paid to Steel Subcontracting Ltd are non-refundable and there are no credits for partially used Payment Plan periods. We may consider certain refund requests on a case-by-case basis at our sole discretion.
9.1. The User acknowledges that the Services may integrate or interoperate with products and services of third parties (“Third-Party Product”), or import or export data and other content to or from Third-Party Products (collectively, “Integrations”).
9.2. Any use of any Third-Party Products is solely at your own decision and risk. Steel Subcontracting Ltd is not responsible for any Third-Party Products, any use by you of Third-Party Products, and any data exchange between you and any Third-Party Product is solely between you and the applicable provider.
9.3. Steel Subcontracting Ltd makes no representation, warranty, or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such Third-Party Products, or any transactions completed, and any contract entered into by the User, with any provider of such Third-Party Products. Any contract entered into and any transaction completed via any Third-Party Product is between the User and the relevant third party, and not Steel Subcontracting Ltd. The use of any Third-Party Products is subject to the applicable third party's terms and conditions. Steel Subcontracting Ltd does not endorse or approve any Third-Party Products nor the content of any of the Third-Party Products made available via the Services.
9.4. If you opt to use any Integrations, you agree to: (i) assume sole responsibility for and all risk arising from your use of Integrations and the content, functionality, or availability of any Third-Party Products, including waiving and releasing Steel Subcontracting Ltd from any claims directly or indirectly related thereto; and (ii) without limitation, defend, indemnify, and hold harmless Steel Subcontracting Ltd from any third party claims directly or indirectly arising from or related to your use of any Integrations.
9.5. STEEL SUBCONTRACTING Ltd PROVIDES INTEGRATIONS “AS IS'' WITHOUT WARRANTY OF ANY KIND AND ONLY AS A CONVENIENCE.
10.1. By creating an Account on our Platform you agree that we may contact you in relation to the Services. By creating an Account you also agree to subscribe to newsletters and/or marketing materials and/or other promotional information we may send to you. However, you may opt-out of receiving any, or all, of these marketing communications from us by following the unsubscribe link or instructions provided in any email we send. Please note that we may still contact you and send you messages related to the Services even after you have opted out of receiving marketing communications.
11.1. You agree that any signature or other electronic symbol or process attached to any document between you and Steel Subcontracting Ltd or you and another User with the intent to sign, authenticate or accept the terms of any Contract, or other document and any contract formation or record-keeping through electronic means on the Services will have the same legal validity and enforceability as a manually executed signature or use of a paper-based recordkeeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, or any similar state law based on the Uniform Electronic Transactions Act, and you hereby waive any objection to the contrary.
11.2. You consent to us providing notices to you under these Terms electronically and understand that this consent has the same legal effect as a physical signature.
11.3. We may provide notices regarding activity and alerts electronically through your Account, email, and via text or SMS to the contact information provided to us by you. These notices may include alerts related to the Services, payment and these Terms through your Account or via email and you agree that they will be considered received 24 hours after they are sent. You understand that you may not use the Platform and/or Services unless you consent to receive notices electronically. You may only withdraw consent to receive notices electronically by closing your Account.
11.4. You are responsible for receiving notices. Contact us immediately via email to info@steelsubcontracting.com if you are or believe you are having problems receiving notices.
12.1. From time to time, the Platform and/or (parts of the) Services may be unavailable for periods of time for maintenance and / or modifications to the Platform. We will endeavor to make keep maintenance down time as brief as possible. However, we cannot guarantee that the Platform and/or Services will be available to you, and we will not be liable to you for any losses or damages, pecuniary or non-pecuniary, resulting from the interruption of your use of the Platform and/or Services.
13.1. The Platform, Services, any Content thereon (excluding any User Content), and any APIs, interfaces, features and functionalities thereof are and will remain the exclusive property of Steel Subcontracting Ltd and its licensors. The Platform and the Services are protected by copyright, trademark, and other laws of both the United States and each jurisdiction in which we make the Services available to Users. You may not use our trademarks, trade dress, service marks, logo or trade name in connection with any product or service without the prior written consent of Steel Subcontracting Ltd. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Platform and/or Services, if any. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the Content of the Platform or Services for any purpose.
13.2. Except as otherwise agreed, by submitting any User Content, you grant Steel Subcontracting Ltd and its successors and assignees a worldwide, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license under any of your intellectual property, moral or privacy rights to use, copy, distribute, transmit, modify, prepare derivative works of, publicly display, alter, decompile, publicly perform such User Content on, through or in connection with the Platform and/or Services in any media formats and through any media channels.
14.1. You acknowledge and agree that Steel Subcontracting Ltd may collect and process your personal data in connection with your use of our platform. Steel Subcontracting Ltd undertakes to ensure compliance with all applicable data protection laws and regulations, including but not limited to the General Data Protection Regulation, the California Consumer Privacy Act, and any other relevant legislation or regulation governing the processing of personal data. All rights and obligations of Users with respect to the processing of personal data pursuant to this TOS shall be governed by the Data Processing Addendum (“DPA”).
15.1. Our Platform may contain links to third-party websites or services that are not owned or controlled by Steel Subcontracting Ltd.
15.2. Steel Subcontracting Ltd has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third-party websites or services. We do not warrant or guarantee the offerings of any of these third-party, their services, or their websites.
15.3. You acknowledge and agree that Steel Subcontracting Ltd will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.
15.4. We strongly advise you to read the terms of service and privacy policies of any third-party web sites or services that you visit or interact with.
16.1. We may terminate or suspend your Account and bar access to the Platform and/or Services immediately, without prior notice or liability to you, in our sole discretion, for any reason whatsoever. Grounds for such termination or suspension may include: (i) extended periods of inactivity; (ii) breach of these Terms; (iii) fraudulent, harassing, or abusive behavior; (iv) behavior that is illegal or harmful to other Users, third parties or business interests of Steel Subcontracting Ltd; (iv) termination, suspension or expiration of any agreement for any reason, as applicable, or (v) failure to make payment in accordance with the terms hereof or any agreement between the User and us. If your Account is terminated, you may not rejoin the Platform again without our written permission. Upon termination of your Account, you shall not have any further access to any Content that may be available through your Account.
16.2. We reserve the right to investigate suspected violations of these Terms or illegal and inappropriate behavior through the Platform and/or Services. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity, behavior or Content of anyone believed to have violated these Terms or to have engaged in illegal behavior in connection with the Services.
16.3. You or the Business, as applicable, may request the termination of your Account at any time by contacting us via email at info@steelsubcontracting.com. Following such a request, Steel Subcontracting Ltd shall close your Account as soon as reasonably practicable.
16.4. Any suspension, cancellation or termination of your account shall not affect your obligations under these Terms or agreements which by their nature are intended to survive such suspension, cancellation or termination, including, without limitation, Section 12 [Intellectual Property], Section 17 [Limitation of Liability]; Section 20 [Arbitration and Class Action Waiver]; and Section 21 [Confidentiality].
17.1. Steel Subcontracting Ltd assumes no liability for any acts or omissions of any User.
17.2. You agree to defend, indemnify and hold harmless Steel Subcontracting Ltd, its affiliates, and related third parties and each of their respective employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of (a) your use and access of the Platform and/or Services, by you or any person using your account and password; (b) a breach of these Terms; (c) your breach of the terms of any contract, or the terms of any Payment Service Provider agreement; or (d) any contract, form, data and Content posted by you to the Platform.
18.1. You may not hold us liable for any interruption of the Platform and/or Services due to any act of God; blockage, disturbance or encumbrance of the telecommunications, transport or procurement networks for whatever reason; poor quality or interruptions of electrical current; virus or computer pirate attacks, insurrections or acts of a similar nature; state of war or embargo; total or partial strikes within or outside of the company; lock-out, social conflicts, sabotage or acts of vandalism; foul weather, epidemics, earthquakes, explosion, fires, storms, flooding, other natural disasters; water damage, incapacity to obtain raw materials or supplies; legal or regulatory modifications applicable to supplying the Services, and any other case beyond our voluntary control preventing the normal provision of the Services to you.
19.1. We assume no responsibility nor liability for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Content or Services. We are not responsible nor liable for any problems or technical malfunction of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Platform. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death and any injury or damage to any person’s mobile device or computer, resulting from use of the Platform, the Services or from any Content. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Steel Subcontracting Ltd, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
19.2. IN NO EVENT WILL STEEL SUBCONTRACTING Ltd, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY USER OF THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICE; AND (D) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
19.3. OUR MAXIMUM LIABILITY TO YOU UNDER THESE TERMS IS LIMITED TO THE GREATER OF THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO US IN THE THREE MONTHS PRECEDING THE EVENT THAT IS THE BASIS OF YOUR CLAIM OR $500.00. THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH YOUR CLAIM IS BASED.
20.1 Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages set forth in the “LIMITATION OF LIABILITY” and “DISCLAIMER” sections above, so the limitations above may not apply to you.
21.1 These Terms will be governed and construed in accordance with the laws of UK, without regard to its conflict of law provisions or by the JAMS Rules in the case or arbitrations as outlined below.
22.1. You agree to first attempt to resolve disputes with us in good faith and in a timely manner. Where no resolution can be found, you agree that any dispute, controversy, or claim (collectively, “Claim”) relating in any way to your use of the Services will be settled by final and binding arbitration in London, UK, using the English language, before a single arbitrator. Claims involving amounts greater than EUR250,000 will apply the JAMS Comprehensive Arbitration Rules and Procedures; and Claims involving amounts less than or equal to EUR250,000 will apply the JAMS Streamlined Arbitration Rules then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms). Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under these Terms will take place on an individual basis – class arbitrations and class actions are not permitted. You understand that by agreeing to these Terms, you and Steel Subcontracting Ltd are each waiving the right to trial by jury or to participate in a class action or class arbitration. Notwithstanding the foregoing, you and Steel Subcontracting Ltd will have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules.
23.1. “Confidential Information” means any business and technical information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) that is identified as confidential or proprietary, or which should reasonably be understood to be confidential or proprietary. Confidential Information does not include information which Receiving Party can show: (a) is or has become publicly available without its breach of this Agreement; (b) was in its possession prior to disclosure, (c) was provided by a third party having a lawful right to make the disclosure; or (d) is required to be disclosed by law or a court order, provided the Receiving Party provides prompt written notice of the requirement and cooperates with Disclosing Party as reasonably necessary to limit or eliminate such requirement, if and to the extent permitted by such court order. Receiving Party will not use the Confidential Information of the Disclosing Party except for performance of its obligations under this Agreement. The terms and conditions of this section, including without limitation any pricing terms, shall be deemed the Confidential Information of Steel Subcontracting Ltd. All User Content added by a User to the Platform shall be deemed Confidential Information of the User, provided however, that Steel Subcontracting Ltd may use any data received from the User (including but not limited to User Content) for its own internal purposes, such as, without limitation, the general improvement of its products and services or in order to recommend its services to third parties.
24.1. We reserve the right, at our sole discretion, to modify or replace these Terms at any time with notice to you. By continuing to access or use the Services after any revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, you are no longer authorized to use the Service.
24.2. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining provisions of these Terms shall remain in full force and effect.
24.3. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void.
24.4. Either party’s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.
25.1. Our Support team is available 24/7 if you have any questions regarding the Services, your Account, or these Terms. You can contact our Support team by submitting a request info@steelsubcontracting.com