Terms and Conditions
Welcome to LocalFix!
This Agreement ("Agreement") governs your relationship with LocalFix, Inc. In this Agreement, we will refer to you, the member Service Professional, and all of your d/b/a's, affiliates, agents, employees, representatives and subcontractors as "you" or "Service Professional" and to LocalFix Solutions LLC. and its employees and agents as "we" or "us" or "LocalFix." References herein to the LocalFix web site include any and all web sites now, or hereafter, owned or operated by LocalFix.
For service professionals, home owner’s association managers, realtors, warranty companies, and all other users engaged in providing home maintenance services on LocalFix
What We Agree to:
1. With Respect to Registration and Continued Access to localfixpro.com services:
i. LocalFix will allow Home Maintenance and Service Professionals to register on our site and appear in our list of local Service Professionals servicing states, counties, and zip codes. These particular states, counties, zip codes and service areas will be selected by the Service Professional as areas where they currently or would like to conduct business. LocalFix will also display Service Professionals within a local area by the service categories they provide. It is the responsibility of the Service Professional to accurately enter their service categories and areas of business.
ii. LocalFix will in no manner share any information about a Service Professional’s business with a third party without their express consent.
iii. LocalFix’s reserves the right to evaluate the business practices, financial stability and customer satisfaction of service professionals and related organizations registering and using the site. At our discretion and any time after registration, a Service Professional’s access to the site may be either temporarily or permanently removed.
iv. If we choose to limit a Service Professional’s access to the site, we will promptly send the service professional a letter either in electronic or paper format indicating their access has been discontinued. Any current appointments of a discontinued Service Professional will be forwarded to them and a note sent to homeowners of those appointments indicating the terminated relationship.
v. LocalFix uses various tools to perform this evaluation and may ask for additional information from Service Professionals to make decisions pertaining to localfixpro.com customer feedback and continued access to the localfixpro.com website.
vi. Upon registration the Service Professional will receive an email from localfixpro.com indicating they have been successfully registered. This email will be used for ALL future notifications from localfixpro.com pertaining to appointments registered on the site and it the responsibility of the Service Professional to make sure their email account is accurate and functioning.
2. With Respect to Scheduling Service Appointments.
i. LocalFix will allow registered Service Professionals in good standing to display their available schedule on localfixpro.com. LocalFix does not monitor the accuracy of the geo-locations selected as the Service Professional’s service area. If an erroneous zip code is selected by a service professional AND home or building owners within that neighborhood reserve appointment time, that service professional will still be held responsible for providing services as advertised. On a case by case basis, we reserve the right to terminate a service professionals’ use of the site after the cancellation (s) of an appointment made on localfixpro.com.
ii. If a home or building owner both intentionally or unintentionally enters an address incorrectly and schedules an appointment that falls outside of the Service Professional’s service area, the Service Professional may cancel the appointment without recourse. The Service Professional may also extend the reach of the estimate and service said appointment.
iii. LocalFix will in no manner share identifiable and / individual customer, market or appointment data of the Service Professionals who schedule through the site. LocalFix may share non-identifiable market data with other third parties including distributors or may internally use non-identifiable market data for promoting the localfixpro.com. Examples of this data may include, the number of service calls within a specific zip code.
iv. LocalFix will forward emails to Service Professionals each time a home or building owner schedules an appointment. Details of the appointment will be provided and it is the responsibility of the Service Professional to ensure all emails are being properly received from the site.
v. If a homeowner schedules an appointment through the localfixpro.com site and later cancels, we do not charge service professionals for this appointment. At our discretion we may follow-up with cancelled appointments to confirm the event. If a homeowner cancels an appointment, the service professional MUST continue to honor the estimate offered to other appointments on that day.
vi. LocalFix will track customers who repeatedly cancel service appointments and provide this to feedback to service professionals when these homeowners schedule on the site. If a service professional receives this feedback yet decides to schedule an appointment, with the homeowner on this list, we will not provide the future credit when cancelled.
vii. LocalFix does not guarantee a home or building owner’s ability to pay Service Professionals upon completion of a service appointment. If the home or building owner does not pay for services for which the Service Professional performed, localfixpro.com will still charge the Service Professional the agreed upon fee for scheduling the appointment on the site. LocalFix will not get involved, nor do we have any responsibility for your contracts with customers, their creditworthiness, or any payments to you or any disputes they may have with you or you may have with them. LocalFix is free to contract with other Service Professionals as this is not an exclusive contract.
viii. LocalFix will solicit and evaluate feedback from Service Professionals regarding home or building owners who repeatedly access our customer service tools and resources. At our discretion we may limit access to home and building owners which are not good candidates for appointments scheduled on the site.
3. With Respect to Home and Building Owner Feedback.
i. We provide home and building owners with the ability to rate their experience working with Service Professionals via post appointment surveys. At our discretion, we may forward these surveys to Service Professionals for either response, clarification or otherwise.
4. With Respect to Billing for Appointments Scheduled on localfixpro.com.
i. LocalFix does not currently charge Service Professionals for registering on the site.
ii. Service Professionals are charged for EACH new appointment scheduled by a home or building owner on the site. The rate charged is set by the LocalFix fee schedule and may be updated at any time. The current applicable Agreement and LocalFix Fee Schedule is available upon request.
iii. LocalFix will invoice Service Professionals on a monthly basis unless the Service Professional utilizes the payment processing service that LocalFix is using to allow for immediate distribution of home or building owner payments.
iv. LocalFix charges a minimum fee for estimates scheduled on localfixpro.com. If a Service Professional does not wish home or building owners to schedule estimates on the site, it is their responsibility to indicate so using the tools available on the LocalFix web application.
v. It is the responsibility of the Service Professional to promptly notify LocalFix of any billing discrepancies or of any inability to pay an invoice. LocalFix will attempt to promptly resolve any billing issues with Service Professionals. LocalFix takes the prompt and full payment of invoices each week seriously. At our discretion we may remove a Service Professional’s access to the localfixpro.com site.
What You Agree to:
1. You agree to all terms and conditions of this Agreement and represent, on behalf of you, your company (including any predecessor entities of your company), employees, and any individuals performing work on your behalf, at the time you become a LocalFix customer, and thereafter while this Agreement remains in effect, as follows:
i. You are qualified and capable of performing the services, trade, or tasks you selected when registered and setting up your service categories on localfixpro.com.
ii. You are, and at all times will be, properly and fully licensed*, bonded and insured (at levels in accordance with applicable industry standards) under all applicable laws and trade regulations (and upon request will produce documentation to verify this), and further, that you have not been turned down for insurance coverage related to your provision of services. You will notify us promptly of any such changes to your licensing, bonding or insured status.
iii. You will comply with the LocalFix registration requirements as specified from time to time. If these requirements are amended, you will be advised and provided the opportunity for a reasonable period of time as designated by LocalFix to comply with any changes.
iv. You hereby represent that you, any predecessor entities of your company, any other majority shareholders, partners or members, and your company, are free from any (i) bankruptcies, civil legal judgments within the last 12 months, and (ii) felony criminal convictions, OR you have provided LocalFix with an accurate and truthful written statement detailing any exceptions. If at any time during your relationship with LocalFix you, any predecessor entities of your company, any other majority shareholders, partners or members or your company, should file for bankruptcy or be involved in bankruptcy proceedings, have a civil legal judgment entered against such party or a felony conviction entered against such party, you will promptly notify LocalFix. You further represent that you have not been sanctioned or penalized by any governmental authorities in connection with your provision of services to any of your customers, and that you have not been denied membership to (or had your membership revoked from) any professional industry associations. You authorize LocalFix to verify that all of the above representations are truthful and accurate at any time while this Agreement remains in effect.
v. You will cooperate with us if we attempt to facilitate the resolution of any customer complaints between you and your customers; however we are not liable to you or any customer if such matters cannot be resolved. We reserve the right to charge you for any amounts paid to a customer pursuant to a dispute between you and a customer, or based upon your performance of or failure to perform services for a customer, and you agree to reimburse us for any such payments. You agree that we shall have the right to disclose any information we have regarding you and your company to any authorities requesting information from us regarding any work or services you have performed.
vi. If you provide written comments or testimonials about our service or activities, we may at your consent, post and publish your comments or portions thereof on our Website or in marketing materials including your name and company or agency, and that you shall not be entitled to any payments associated with our use of that material. LocalFix reserves the right, in its sole discretion, to review, reject and remove any content that you upload to the LocalFix Website or your company information. If expressly authorized by us in writing in advance, you may be authorized during the term of this Agreement to use certain marks of LocalFix as necessary to promote your business. You are expressly prohibited from registering any trademarks or domain names of LocalFix.
vii. You acknowledge and agree that all of the content and information posted on the LocalFix Website is the sole and exclusive property of LocalFix. You acknowledge and agree that LocalFix has the right, in its sole discretion, to contact customers about services you provide to gain their feedback and rating of you. LocalFix is not responsible or liable to you for any comments, ratings or communications of any kind from customers that we choose to post on our Website.
viii. You will not engage in any illegal acts or acts of wrongdoing, dishonesty or unethical business practices with LocalFix, any customer or other third party, including, but not limited to, disclosing any user personal information to any third party. You will at all times be in full compliance with all applicable Federal, State, Provincial, local and other laws and regulations that apply to your activities.
ix. You agree to allow only employees of your company or independent contractors performing services directly on behalf of your business to contact or provide any service to home or building owners that schedule appointments through localfixpro.com. To the extent you use any such subcontractors, you shall be responsible and liable for all acts and omissions of such subcontractors and for ensuring that such subcontractors comply with all the provisions of Section V of this Agreement. You agree not to sell, trade, gift, assign, or otherwise transfer any Service Requests, or Leads provided through use of LocalFix to any other party, including any other LocalFix Service Professionals.
x. You agree to honor the estimates for service that you setup on localfixpro.com.
xi. You agree that payment for appointments scheduled on the localfixpro.com will be made by LocalFix initiating an ACH transfer or processing your credit card on the 1st of the month for the previous month’s activity. We will send you a statement of your monthly activity using the email provided in your contact information. We may, in our sole discretion, issue you a credit ("Credit"), provided, however, that any and all Credits must be requested by you within 30 days of the date that the charge was incurred. Credits that are issued to a Service Professional's account will be issued as future appointment credit and applied toward future charges to your account. Credits will expire, if not used, six months after the date the Credit was issued.
xii. You acknowledge that it is your responsibility to ensure that the communication methods that you have selected in your LocalFix profile, and all contact and billing information, are kept up-to-date and accurate. LocalFix is not responsible, or liable, for undelivered customer notifications. You agree to promptly notify LocalFix if your payment method is canceled (including if you lose your card or it is stolen), or if you become aware of a potential breach of security (such as an unauthorized disclosure or use of your payment method). In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for you credit or debit card as provided by your credit or debit card issuer.
xiii. Past due accounts may be turned over to a third-party collection agency and reported to a credit rating agency and we may bill you for, and you agree to pay for any and all collection and related litigation fees.
1. This Agreement, and the LocalFix Fee Schedule, may be changed from time to time and you agree to be bound by any changes that are posted on the LocalFix Website or which are otherwise communicated to you; the current applicable Agreement and LocalFix Fee Schedule is available upon request.
2. You may terminate this Agreement upon our receipt of your written notice during normal business hours (such termination to be effective upon the close of business on the day properly delivered and received), but you shall be obligated to pay for any appointments scheduled on the localfixpro.com site or services delivered to you prior to us receiving your termination during normal business hours.
3. If it is determined or suspected by LocalFix in its sole discretion that you are misusing or attempting to misuse or circumvent the LocalFix services or system or any customer data, or are using or attempting to use it for any inappropriate, illegal, harmful, or anti-competitive, purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, or any activities inconsistent with the services proposed to be offered by LocalFix, in addition to our right to immediately terminate this Agreement, LocalFix reserves the right, in its sole discretion, to instigate, without notice, appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.
4. In the event of termination of this Agreement, you shall not be entitled to any refund of any fees paid to us, including any prepayments.
5. You will be liable for any attorneys' fees and costs if we have to take any legal action (including the retention of a lawyer) to enforce this Agreement. The laws of the State of Delaware (excluding the laws and principles with respect to conflicts of law) govern this Agreement. You hereby consent and agree that the state or federal courts in Delaware are the exclusive forum for litigation of any claim by you arising under this Agreement, and you submit to sole and exclusive jurisdiction in the state of Delaware, and hereby irrevocably waive and relinquish any right to bring, or cause to be brought, any such action, or to have any such action brought, in any judicial or administrative forum outside of such forum.
6. The relationship between LocalFix and you shall be that of independent contractors and neither party shall be or represent itself to be an agent, employee, partner or joint venture of the other, nor shall either party have or represent itself to have any power or authority to act for, bind or commit the other.
7. If any provision of this Agreement is held by any court or other authority of competent jurisdiction to be invalid, illegal or in conflict with any applicable state or federal law or regulation, such law or regulation shall control, to the extent of such conflict, without affecting the remainder of this Agreement.
8. Wireless data usage is subject to the fees and terms of your wireless subscriber agreement or data service plan with your provider, and you may incur charges from your telephone service provider for text messages, phone calls, email communications and data transferred.
For Customers who use LocalFix to schedule home maintenance services
Welcome to LocalFix!
LocalFix Solutions LLC. and/or its affiliates ("LocalFix") provide localfixpro.com and its products or services to you subject to the following conditions. If you visit or schedule appointments on our site, you accept these conditions. Please read them carefully, because they contain important disclosures and information regarding terms of sale, among other terms that may affect your legal rights.
Your Acceptance of the Terms
1. The communications between you and LocalFix are electronic. You consent to receive communications from LocalFix in an electronic form. You agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing.
2. Your permission to use the Sites and/or Services is conditioned upon your agreement that you:
i. are 18 years of age or older;
ii. will comply with these Terms;
iii. are able to form a binding contract with us;
iv. are not prohibited by law from accessing our Site and/or Services or have not previously been banned, terminated or otherwise denied access to our Site and/or Services by us;
v. are not acting on behalf of a person whose access to our Site and/or Services has been previously terminated or otherwise denied by us;
vi. will not impersonate another user of the Site and/or Services.
Service Professional and LocalFix
1. LocalFix is not affiliated with any home maintenance or cleaning organization, nor do we provide any of the services offered by Service Professionals through localfixpro.com.
2. We evaluate and monitor Service Professionals registered on localfixpro.com and at our discretion may remove their access. If the access of a Service Professional has been discontinued AND you have an appointment scheduled with the Service Professional, we will send you an electronic correspondence indicating the relationship status.
3. All Service Professionals registered on the localfixpro.com website must adhere to our high standards of conduct as laid out in the Terms of Conditions for Service Professionals.
4. By confirming an appointment on localfixpro.com you understand and accept all terms and warranties both express and implied for the stated services are between yourself (‘Homeowner’) and the Service Professional with whom you made the appointment. Therefore, the Service Professional is solely responsible for all goods and services provided to you and for any and all injuries, illnesses, damages, claims, liabilities and costs it may cause you to suffer, directly or indirectly, in full or in part, whether related to the appointment or not, as well as for any unclaimed property liability arising from said appointments. While we may monitor Service Professional customer satisfaction ratings and other elements, LocalFix is simply a scheduling platform for the Service Professional. You hereby irrevocably waive all rights related to, and release LocalFix and its subsidiaries, affiliates, partners, officers, directors, employees and agents from, any liabilities arising from or related to any act or omission of a Service Professional in connection with an appointment made through localfixpro.com and the products and/or services per that appointment.
5. Companies who offer home services may market their services and LocalFix booking portal through a number of 3rd party affiliates, including but not limited to HOA management companies or retail stores. (For example, a handyman company may set up an affiliate agreement with a condo building or retail store to send them business.) Those companies offering services may have remuneration agreements in place with those 3rd party affiliates for the affiliates’ referrals. The repair or maintenance work procured by the customer via the company's LocalFix portal will not be performed by any of these 3rd party affiliates, but rather by the company and/or the company’s sub-contractors under their direct arrangements with the homeowner. 3rd party affiliates are not responsible for any such repair or maintenance work.
Service Estimates and Appointments
1. By scheduling an appointment time on localfixpro.com you agree to these Terms:
i. Making an Appointment:
a. By making an appointment for home maintenance or cleaning services on localfixpro.com you are agreeing to the terms, restrictions and conditions specified by the service professional offering the appointment. Once you have made an appointment, you will receive a confirmation regarding the appointment with the terms specified. However, it is your responsibility to save your email confirmation in order to confirm the details of the appointment.
b. You are not required to prepay for the appointment at the time of scheduling,
c. You may be required to provide a credit card to reserve your appointment, but no charges will be made to your card until after your appointment is completed.
d. Upon confirming your appointment, it is your responsibility to understand the terms of your appointment and communicate with the service professional regarding any related details. LocalFix is not responsible for the communication of appointment details between a Consumer (homeowner) and Service Professional.
ii. Day of Your Appointment:
a. It is the responsibility of the home or building owner to have the location where the services will be performed fully accessible to the Service Professional on the date and time of the scheduled appointment.
b. The service provider may charge a “no show fee” if the home or building owner is either not present or does not arrange for entry into the property, which renders the service provider unable to complete the scheduled job.
c. It is responsibility of the home or building professional to evaluate the services performed by the Service Professional in terms of quality and value before making final payment.
d. We do not charge home and building owners for use of localfixpro.com. If a Service Professional indicates charges or fees related to LocalFix we must be promptly notified in order to take appropriate action. Action may include termination of the Service Professional indicating the additional LocalFix fee.
iii. Cancellation Policy:
a. If you need to cancel a service appointment, it is your responsibility to notify the Service Professional and NOT LocalFix of the appointment cancellation. Cancellation request should be done when circumstances surrounding are immediately known rather than the day of an appointment.
iv. Appointment Follow-Up:
a. You will likely receive a brief survey surrounding your service call confirming details of the quality of the work performed. At our discretion we may use this appointment data to evaluate future interactions with site users including Service Professionals.
a. You may schedule an estimate only appointment with a Service Professional on localfixpro.com. Any quote or estimate provided by this Service Professional to you in no manner or form is an offer for services or contract between you and localfixpro.com.
b. Upon receiving and agreeing upon an estimate from a Service Professional, at their discretion, they may include it into a future localfixpro.com appointment.
Ownership of the Sites and Services
1. The Site and/or Services (including past, present and future versions) and all content that are included in, on or that are otherwise a part of the Sites and/or Services (collectively, the "Content") are owned, controlled or licensed by LocalFix, its subsidiaries or affiliates.
1. The entire contents of the Sites and/or Services (including the Content) are copyrighted under the United States copyright laws and/or similar laws of other jurisdictions. Without limitation, LocalFix owns a copyright in the selection, coordination, arrangement and enhancement of the Content on the Sites and/or in the Services. Trademarks and service marks, including, without limitation, “LocalFix,” which appear on the Sites and/or in the Services are the service and trademarks of LocalFix or affiliated entities. Without LocalFix’s prior written permission, you agree not to display or use, in any manner, any such marks. Without limitation of the preceding, you may not use any meta tags or any other "hidden text" utilizing our names or trademarks without our express written consent. Notwithstanding the foregoing, any goodwill associated with any use of such marks by you will inure exclusively to LocalFix or their respective owners. The Content may not be copied, modified, reproduced, downloaded or distributed in any way, in whole or in part, without the express prior written permission of LocalFix, unless and except as is expressly provided in these Terms. Any unauthorized use of the Content is prohibited. You agree to abide by any and all additional trademark and copyright notices, information or restrictions contained in any part of the Sites and/or Services.
Your Access to the Sites and Services
1. Subject to your compliance with the Terms, we grant you a limited license to access and make personal use of the Sites and/or Services. You are expressly prohibited from:
i. any resale or commercial use of the Sites, the Services, the Contents and/or any of the other contents or materials found thereon;
ii. any collection and use of any service listings, descriptions, prices or any other information posted on the Site for any purpose other than your own personal use, including, without limitation, any purpose competitive to LocalFix or the Service Professional featured hereunder or any commercial purpose, including marketing;
iii. any downloading or copying of Site or Account information for any reason other than your personal use, or any use of data mining, robots or similar data gathering and extraction tools;
iv. deep-linking to any portion of the Site;
v. framing or utilizing framing techniques to enclose any portion of the Site without express written consent;
vi. using the Sites and/or the Services to access or collect any personally identifiable information, including names, email addresses or other such information for any purpose, including, without limitation, commercial purposes;
vii. attempting to gain access to secured portions of the Sites and/or Services to which you do not possess access rights;
viii. using the Site and/or Services to generate unsolicited email advertisements or spam; or
ix. using any automatic or manual process to search or harvest information from the Sites and/or Services, or interfering in any way with the proper functioning of the Site and/or Services.
2. Any unauthorized use of the Sites, Services, Content and/or any other contents or materials found thereon shall immediately terminate the permission or license granted by us in these Terms. You are granted a limited, revocable and nonexclusive right to create a hyperlink to the home page of localfixpro.com so long as the link does not portray us or any of our products or services in a false, misleading, derogatory or otherwise offensive matter. You may not use any of our logos or other proprietary graphics or trademarks as part of the link without express written permission.
Exclusion of Warranties
1. WE PROVIDE THE SITE AND SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE,” UNLESS OTHERWISE SPECIFIED. We make no express or implied representations, warranties or guarantees of any kind about the Services, or any third-party products or services made available to you by us, unless specified in writing.
2. YOU HEREBY EXPRESSLY AND IRREVOCABLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR OWN RISK.
3. NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT LOCALFIX’S WARRANTY OR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IF ANY.
4. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LOCALFIX AND OUR OFFICERS, DIRECTORS, AGENTS, VENDORS, AND SERVICE PROFESSIONALS DISCLAIM IMPLIED WARRANTIES THAT THE SITE AND SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT: (A) YOUR USE OF THE SITES AND/OR SERVICES WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE SITES AND/OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, AVAILABLE, AND FREE FROM ANY ERROR; (C) ANY PRODUCTS OR SERVICES OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SITES AND/OR SERVICES WILL BE RELIABLE; OR (D) ELECTRONIC COMMUNICATIONS SENT FROM LOCALFIX WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
6. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY A LOCALFIX REPRESENTATIVE SHALL CREATE A WARRANTY.
Limitations of Liability
1. SUBJECT TO THE EXCLUSIONS OF WARRANTIES AND ARBITRATION PROVISIONS PROVIDED HEREIN, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS TO DISCONTINUE YOUR USE OF THE SITE AND SERVICES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT LOCALFIX, ITS AFFILIATES, OFFICERS, DIRECTORS, AGENTS, VENDORS OR MERCHANTS SHALL NOT BE LIABLE TO YOU FOR ANY OF THE FOLLOWING: (A) ANY CLAIMS EXCEEDING THE TOTAL AMOUNT OF FEES THAT YOU PAID US DURING THE PREVIOUS ONE-YEAR PERIOD FOR THE SPECIFIC PRODUCT AND/OR SERVICE AT ISSUE OR (B) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, INABILITY TO USE OR RELIANCE UPON THE SITE AND SERVICES. THESE EXCLUSIONS APPLY TO, BUT ARE NOT LIMITED TO, ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IF ANY APPLICABLE JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTION, OUR LIABILITY, AND THE LIABILITY OF OUR AFFILIATES, OFFICERS, DIRECTORS, AGENTS, VENDORS AND MERCHANTS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
2. AS SET FORTH ABOVE, YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR INTERACTIONS WITH THIRD-PARTY SERVICE PROFESSIONALS. SUBJECT TO THE EXCLUSIONS OF WARRANTIES, LIMITATIONS OF LIABILITY AND ARBITRATION PROVISIONS PROVIDED HEREIN, YOU AGREE TO RELEASE LOCALFIX FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO ANY PRODUCT OR SERVICE OF A THIRD-PARTY SERVICE PROFESSIONAL AND ANY ACTION OR INACTION BY A THIRD-PARTY SERVICE PROFESSIONAL.
Third-Party Links and Contents
2. LocalFix may, at any time, terminate this Agreement with you if: (i) You have breached any provision of this Agreement or you do not comply with the Agreement; (ii) LocalFix is required by law to do so; (iii) the partner with whom LocalFix has offered the Services to you has terminated its relationship with LocalFix or ceased to offer the Services to you; (iv) LocalFix no longer provides Services in the country in which you reside; or (v) LocalFix determines that the provision of Services to you is no longer commercially viable. Notwithstanding anything contrary in these Terms, LocalFix reserves the right to discontinue any product or service at any time and at its sole discretion.
1. LocalFix may, at any time, terminate this Agreement with you if: (i) You have breached any provision of this Agreement or you do not comply with the Agreement; (ii) LocalFix is required by law to do so; (iii) the partner with whom LocalFix has offered the Services to you has terminated its relationship with LocalFix or ceased to offer the Services to you; (iv) LocalFix no longer provides Services in the country in which you reside; or (v) LocalFix determines that the provision of Services to you is no longer commercially viable. Notwithstanding anything contrary in these Terms, LocalFix reserves the right to discontinue any product or service at any time and at its sole discretion.
2. In the event of termination, you agree to immediately cease access to our Sites and Services.
Indemnity, Reservation of Right, Release
1. You agree to defend, indemnify and hold harmless LocalFix and its officers, directors, employees and agents from and against any and all claims, damages, obligations, losses, liabilities, costs or debt and expenses (including but not limited to reasonable attorney's fees) arising from: (i) your use of and access to LocalFix; (ii) your violation of any term of these Terms or this Agreement; (iii) your violation of any third-party right, including, without limitation, any copyright, property or privacy right; or (iv) any claim that any User Content submitted by you causes damage to a third-party. This defense and indemnification obligation will survive the termination of this Agreement and your use of the Site and/or Services.
2. LocalFix reserves the right, but has no obligation, to monitor or take action regarding disputes that you may have with other users, customers or any Merchants. To the extent the law permits, you release us from any claims or liability related to any Content and/or User Content posted on the Sites and from any claims related to the conduct of any other customers of ours or any Merchants. You agree to waive California Civil Code Section 1542 (if you are a California resident), and any similar provision in any other jurisdiction (if you are a resident of such jurisdiction), which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."
1. By using our Services, you agree to these Terms and you further agree that any claim or dispute between you and LocalFix that arises out of this Agreement shall be governed by the laws of the Delaware without regard to conflict of law principles, except that the arbitration provisions contained herein shall be governed by the Federal Arbitration Act.
Entire Agreement, Changes to this Agreement and Waivers
1. You and we are independent contractors, and nothing in this Agreement creates a partnership, employment relationship or agency relationship. There are no third-party beneficiaries of this Agreement. We may assign this Agreement at any time without notice to you. You may not assign this Agreement or your rights and obligations hereunder, in whole or in part, to any third-party without our prior written consent, and any attempt by you to do so will be invalid. Should any part of this Agreement be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect. Our failure to enforce any provision of this Agreement will not be considered a waiver of the right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
2. YOU AND LOCALFIX AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO LOCALFIX MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
3. You represent that you are legally able to accept these Terms. You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Agreement, and to abide by and comply with this Agreement. If you are not legally able to accept these terms, or refuse to abide by and comply with this Agreement, you must cease use of the Sites and/or Services immediately.
4. The parties hereto confirm their express wish that this Agreement and all documents and agreements directly or indirectly relating thereto be drawn up in the English language.