Terms of Service & Use

Effective Date: February 27, 2025

These Terms of Service & Use (“Terms”) govern your use of the Our Vendors website and our other services, including all related content, features, and services provided at www.ourvendorsnyc.com (the “Website”). By accessing or using the Website, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use this Website or our other services.

The Terms constitute the entire agreement between you and King Movement, LLC, dba Our Vendors (“Our Vendors”) regarding your use of the Website and any other services we offer, unless otherwise expressly agreed in writing by us. Our Vendors may amend these Terms and any part of this website, including, but not limited to, the Privacy Policy at any time. The parties are bound by the latest version of the agreement.

1. ACCEPTABLE USE & USER RESPONSIBILITIES

1.1. Intended Use

The purpose of this website and our services is to improve the working relationship, connection, and dynamics between New York City public employees, especially those associated with the New York City Department of Education (“DOE”), and the entities that they procure goods and services from, in other words, their vendors, among other things, as determined from time to time by Our Vendors.

By using this website or any of our services, you acknowledge that the aforementioned is in line with your intended use and Our Vendors shall not be held liable for any other use of this website or anything herein.

1.2. Prohibited Conduct

a) You agree to not use the Website for any illegal purpose, or in violation of any local, state, national, or international law.

b) You agree to not violate or misappropriate or encourage others to violate or misappropriate the rights of third parties, including intellectual property rights.

c) You agree to not directly or indirectly attempt to have posted, uploaded, or distributed on the Website any content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, hateful, or otherwise inappropriate.

d) You agree to not interfere in any way with security-related features of the Website.

e) You agree to not interfere with the operation or any user’s enjoyment of the Website, including by directly or indirectly uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code, making unsolicited offers or advertisements to other users, or attempting to collect personal information about users or third parties without their consent.

f) You agree to not access, monitor or copy any content or information of the Website using any robot, scripts, spider, scraper, or other automated means or for any purpose or any manual process to collect information or content, or use the Website as part of any machine learning or similar algorithmic activity without Our Vendors express prior written permission (collectively “Prohibited Technological Tools”).

g) You agree, by using the Website, that for a period of twelve (12) months following your last use of the Website or any of our services, you will not directly or indirectly engage in any of the following activities.

(I) You will not use, copy, distribute, or otherwise leverage any Vendors Content or any other data obtained through Our Vendors to develop, operate, or support a competing business, marketing, sales, or commercial activities resource, platform or service(s) related to municipal or government transactions or conduct (“Competing Service”). You will not use Our Vendors’ vendor listings, insights, or user feedback to market, advertise, or develop a Competing Service without explicit written prior consent from Our Vendors. You will not engage in the use of any Prohibited Technological Tools on the Website for the benefit of another commercial venture. This restriction does not prohibit users from engaging in general competition or from the use of information that may be reflected in Vendors Content that they have independently sourced through means that do not involve Our Vendors.

(II) You will not solicit or attempt to solicit any Vendors for a competing directory, listing service, or business similar to Our Vendors. You will not induce or attempt to induce any Vendors, government employees, or anyone else with a material connection to us to terminate, reduce, or alter their relationship with Our Vendors. You will not use information obtained from the Website or any of our services to redirect or attempt to redirect any Vendors, government employees, or anyone else with a material connection to us toward any Competing Service.

(III) These restrictions under this subsection (g) applies within a 75-mile radius of New York City, covering NYC, northern New Jersey, and parts of Connecticut, to the maximum extent permitted by law. Our Vendors reserves the right to seek injunctive relief, damages, and all other legal remedies against violators. If any portion of this clause is deemed unenforceable, it shall be revised to the maximum extent enforceable, and the remainder of the provision shall remain in full force and effect.

h) You agree to not perform any fraudulent activity, including impersonating any person or entity, claiming false affiliations, accessing the accounts of other users without permission, or falsifying your identity or any information about you, including age or date of birth.

i) You agree to not copy, reproduce, rent, lease, sell, transfer, assign, sublicense, modify, publish, disclose, distribute, display or prepare derivative works of the Website or any materials related to our services.

j) Except to the extent permitted by applicable law and except to the extent expressly permitted in these Terms, you agree to not reverse engineer, disassemble, or decompile the Website, including any corresponding source code, without prior written consent from us.

k) You agree to not sell or otherwise transfer the access granted herein.

2. VENDOR INCLUSION & INFORMATION

2.1 Inclusion Criteria

Our Vendors’ services are offered exclusively to vendors featured on the Website (each a “Vendor” and collectively “Vendors”) and by invitation and affirmative inclusion selection only (“Vendor Inclusion”). Vendor Inclusion is based on our developed and established criteria that use objective metrics and our judgment, all of which being within our sole and absolute discretion, whether reasonable or unreasonable, and may change from time to time with or without notice. The established criteria for Vendor Inclusion for each vendor considers publically available materials, informal insights from DOE professionals, and independent research by Our Vendors along with our discretionary editorial judgments, with no official DOE or other third parties involvement.

2.2 No Warranties & No Guarantees for Use of Website or Other Services

2.2.1. No Guarantee of Accuracy

For vendor listings we rely upon information from publically available sources or directly from vendors. Our Vendors does not verify the accuracy, completeness, or legality of vendor-submitted information or any diligence beyond ordinary review of publically available information.

2.2.2. No Warranty of Content or Offers

The information and content provided are “as is” and makes no representations or warranties, express or implied, with respect to the content provided on this website or on any third-party website which may be accessed by a link from this site, including any representations or warranties as to accuracy, timeliness, or completeness.Our Vendors has the right to revoke use of this site at any time.

2.2.3. No Guarantee of Fit

Your use of the content on this site or any vendors is at your own risk. Our Vendors does not guarantee any results from using the content on this site or any vendors. It is your responsibility to do your own research, consult, and obtain any further advice or help you may need for your situation.

2.3 Vendors Related Specific Terms & Conditions

2.3.1. Vendors Participation

Vendors featured on our confirm that their participation does not guarantee them any business success or DOE engagement.

2.3.2. Vendors Content

Our Vendors’ Vendor Promotion Policy allows vendors to submit content about their business to develop and inform our services related to such vendors, including their features on the Website. In addition, we may use any materials a vendor makes available for public use to inform and develop our services and the Website, in accordance with the Vendor Promotion Policy. Accordingly, all materials provided by vendors directly or indirectly are “Vendors Content” that we may freely use in our services and this Website. The Vendor Promotion Policy is available to individuals as appropriate and upon request to legal@ourvendorsnyc.com. Vendors retain ownership of their submitted materials but grant Our Vendors a perpetual, irrevocable, royalty-free, and unlimited license to display, modify, and distribute such content on the Website.

2.3.3. Vendors Provided Content Accuracy Confirmation

Each Vendor confirms that, to the best of their knowledge, all information provided to us is accurate, complete, and not misleading. They acknowledge that Our Vendors relies on their submissions and is not responsible for independently verifying their accuracy.

2.3.4. Vendors Provided Content Rights Confirmation

Each Vendor confirms that they have the right to share all submitted materials and, where required, grant Our Vendors a non-exclusive, royalty-free license to use them to provide its services.

2.3.5. Vendors No Expectations or Promises Confirmation

Each Vendor confirms that Our Vendors makes no promises, guarantees, or warranties, express or implied, regarding any business outcomes, transactions, or dealings with DOE or any other entity or person. Each Vendor confirms that they understand that they fully assume any and all risks related to their use of our services.

2.3.6. No Opinion or Assessment of Vendors Offerings & No Relationship with Vendors Confirmation

Each Vendor acknowledges that inclusion in the Our Vendors directory, promotional materials, or otherwise in our services does not constitute an endorsement, certification, or guarantee of their business by Our Vendors. They acknowledge that Our Vendors remains independent and does not warrant or assume responsibility for their business operations, practices, or performance.

2.3.7. Vendors Confirmation of Notice of Our Control of Website & Services

Each Vendor acknowledges that Our Vendors has sole discretion over the placement, visibility, and use of any Vendors Content in its promotional efforts, services, and business strategy, and has no obligation to use, retain, modify, or display any materials or information, nor to provide notice regarding such decisions.

2.3.8. Vendors Confirmation of Notice of Our Accuracy Priority

I acknowledge that Our Vendors aims for accuracy in all published materials and, if discrepancies arise, will prioritize objectivity and credibility, exercising sole discretion and declining requests that contradict known facts.

2.3.9. Vendors Review of & Consent to Published Content Confirmation

Each Vendor confirms that they have reviewed all materials we’ve provided to them related to our services and their business and they have provided to us any necessary changes. They further confirm that upon their submission of such changes to us and the appropriate incorporation of same, they authorize Our Vendors, in its sole and absolute discretion, to publish, modify, or use any Vendors Content, in whole or in part, in our services and this Website.

2.3.10. Vendors Confirmation of Our Use of Third Party Tools

I consent, as required, to Our Vendors using commercially available third-party tools in and to provide its services.

2.3.11. Removal or Modification of Vendor Content and Provided Services

Vendors who wish to modify or remove their listing or our other services must contact legal@ourvendorsnyc.com. Our Vendors reserves the right to remove or modify listings or any materials related to the Website or our services at our sole discretion and timing, all without notice.

2.3.12. Vendors Confirmation of Further Terms

Each vendor acknowledges and confirms that they are bound by any additional terms and conditions that we may from time to time provide to them here or elsewhere related to the Website or our services.

3. INTELLECTUAL PROPERTY

3.1. Overall

Our Vendors is the sole and exclusive owner, or rightful licensee, including via the fair use doctrine, of all content on this website, including all information, documents, photographs, graphics, and other materials available through this website and all services operated by Our Vendors and third parties through this website. These materials are protected by copyright law and trademark law, and you do not have a license to use the content on this website for any other purpose than those expressly granted by us herein.

3.2. Website Ownership

The Website and all Website content that is not otherwise provided for in these Terms, including text, graphics, branding, layout, software, and design, is owned exclusively by Our Vendors and is protected under U.S. copyright, trademark, and intellectual property laws.

3.3. Vendors Content & Third Parties Material

Vendors retain ownership of any of their intellectual property submitted and incorporated into Vendors Content and Our Vendors holds a non-exclusive, perpetual, royalty-free license to use all vendors-related content for purposes related to providing its services.

3.4 Trademarks

“Our Vendors”, the Our Vendors logo, and all related branding are trademarks exclusively owned by Our Vendors. Unauthorized use is strictly prohibited.

3.5. Intellectual Property Protections, Prohibitions & Complaints

The Services are protected by applicable copyright and other intellectual property laws, and no materials from the Services may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way without our express prior permission. If you believe that your content has been used in a way that constitutes copyright infringement or otherwise violates applicable intellectual property law, you may contact us at legal@ourvendorsnyc.com. You must provide the following information: an electronic or physical signature of the copyright owner/ rights holder or the person authorized to act on behalf of the copyright owner/ rights holder; a description of the copyrighted/ subject work that you claim has been infringed; a description of where the material that you claim is infringing is located; your address, telephone number, and email address; a written statement that includes your assertion of a good faith belief that the complained use is not authorized by the copyright owner, its agent, or otherwise allowed under applicable controlling law; a statement by you, made under penalty of perjury, that you, as the copyright owner/ rights holder, or authorized to act on the behalf of such person(s), attest to the accuracy of the aforementioned submitted information in your complaint. Once duly received, we will act upon any complaint in accordance with the dispute resolution section of our Vendor Promotion Policy, which may be provided to anyone having submitted a meritorious claim.

4. LIMITATION OF LIABILITY; FURTHER DISCLAIMERS & INDEMNIFICATION

4.1. Limitation of Liability

Our Vendors will not be liable for any direct, indirect, incidental, consequential, equitable, special, punitive, exemplary or any other damages resulting from your use of this website, including, but not limited to, all the content, information, products, and services. Our Vendors is not liable for loss of profits, revenue, data or use, incurred by you, whether the liability arises out of breach of contract, tort, negligence, warranty or otherwise even if the other party has been advised of the possibility of such damages.

4.2. Accuracy Disclaimer

All information on this website is accurate and true to the best of our direct knowledge, but that there may be omissions, errors or mistakes, which Our Vendors shall not be liable for in any event. Our Vendors is not liable for any damages due to any errors or omissions on this site, delay or denial of any products, failure of performance of any kind, interruption in the operation or your use of the website, website attacks including computer virus, hacking of information, or any other system failures or misuse of information or products.

4.3. User Responsibility

You assume personal responsibility for utilizing the information provided on this Website. Our Vendors is not responsible for anyone’s actions or non-actions during or after use of our Website or services and you accept full responsibility for the use, or non-use, of the information on our Website or in any of our services.

4.4. Additional General Legal & Liability Disclaimer

Our Vendors is an independent private business, unaffiliated with NYC DOE or any government entity. Information is for reference only and does not guarantee business opportunities or procurement outcomes. Our Vendors makes no representations or warranties as to the accuracy or timeliness of the information contained herein, especially linked content from third parties, and expressly disclaims any liability for your actions or nonactions related to any of your voluntary actions or non-actions. Neither Our Vendors, nor any of its owners or agents, hold any relevant distinction or title with respect to public procurement, which they utilize in their duties to Our Vendors.

4.5. Accuracy & No Guarantee Disclaimer

Again, we do not guarantee the accuracy, completeness, or reliability of vendor listings or third-party content. Inclusion in the directory does not imply endorsement or performance validation.

4.6. No Endorsement Disclaimer

Listings and promotions do not imply endorsement of any vendor, product, or service. DOE professionals should conduct independent due diligence before engaging with any vendor.

4.7. User Responsibility Disclaimer

Again, users are responsible for verifying vendors before making procurement decisions. Our Vendors assumes no liability for disputes, misrepresentations, or damages.

4.8. Intellectual Property Disclaimer

All content is owned by Our Vendors. Vendors grant Our Vendors a license to display submitted materials per these Terms.

4.9. Third-Party Links Disclaimer

We do not control or endorse external links.

4.10. Marketing & Promotional Materials Disclaimer

Our materials are based on research and editorial discretion and may not reflect vendor views.

4.11. No Expectation of Results Disclaimer

Vendors’ participation does not guarantee business success or DOE engagement.

4.12. Privacy Disclaimer

By using this site, you agree to data collection per our Privacy Policy.

4.13. Indemnification

You agree that you will be personally responsible for your use of the Website and any of our services. Further, you agree to defend, indemnify, and hold harmless Our Vendors, along with any of its owners or agents, from and against any and all claims, liabilities, damages, losses, and expenses (including attorneys’ and accounting fees and costs), arising out of or in any way connected with (i) any content you have submitted to us or we publish related to you; (ii) your violation of the Terms or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right; or (iv) any disputes or issues between you and any third party, including any third-party provider of goods or services to us. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim.

5. NOTICES

All notices, requests, demands, and other communications under this Agreement shall be in writing and submitted via email to legal@ourvendorsnyc.com. Once duly received, we will act upon any matter in accordance with our applicable policies.

6. GOVERNING LAW, DISPUTE RESOLUTION & ARBITRATION

6.1. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions.

6.2. Mandatory Arbitration

Any disputes arising from these Terms shall be resolved exclusively through binding arbitration in New York City, NY, under the rules of the American Arbitration Association (AAA).

6.3. No Class Actions

Users and vendors agree that disputes must be resolved on an individual basis and waive any right to participate in a class action lawsuit or class-wide arbitration.

7. ENTIRE AGREEMENT; WAIVER

7.1. This is the Entire Agreement

This Agreement constitutes the entire agreement between you and Our Vendors pertaining to this site and the services therein and supersedes all prior and contemporaneous agreements, representations, and understandings between you and Our Vendors pertaining to this site and the services therein.

7.2. Any Waivers

No waiver of any of the provisions of this Agreement by Our Vendors shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by us.

8. OTHER TERMS CHANGES TO THESE TERMS

8.1. Any Changes to These Terms

Our Vendors reserves the right to modify or update these Terms at any time. Continued use of the Website constitutes acceptance of any updated Terms.

8.2. Any Questions

For questions regarding these Terms, contact legal@ourvendorsnyc.com.

These Terms of Service & Use were last updated on May 5, 2025.