Terms & Conditions
ALL LOCAL PROS TERMS AND CONDITIONS
This Agreement (“Agreement”) governs your relationship with All Local Pros. 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,” “SP,” “Service Professional” or “member” and to All Local Pros and its employees and agents as ”we” or “us” or “All Local Pros.” Other Service Professionals who have joined All Local Pros’ network are referred to in this Agreement as “Service Professionals,” “SPs,” or “members.” Unless otherwise stated, all terms and conditions set forth in this Agreement that apply generally to Service Professionals also apply to and bind you. References herein to the All Local Pros ‘Website” include any and all websites now, or hereafter, owned or operated by All Local Pros.
IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.
What We Agree.
All Local Pros receives requests from homeowners, consumers, property managers, individuals and other persons (“customers”) expressing interest in services (“service requests”). These service requests from customers are submitted directly to All Local Pros by customers via the All Local Pros Website, other owned and operated websites, or from customers calling All Local Pros directly. In turn, All Local Pros may send you a communication, or a call, about a customer’s service request that contains information about what service has been requested and the customer’s contact information (a “Lead”), or All Local Pros may send you a call from an individual or business that is requesting information about services (a “Call”). Further, All Local Pros may send you a communication about a customer who has scheduled a service (an “Appointment”) (Leads, Calls, and Appointments are hereinafter collectively referred to as the “List”)
We limit the number of Service Professionals that are matched to a customer. We do not guarantee to provide you any specific number of Leads, number of Calls, number of Appointments, nor do we make guarantees, representations or warranties regarding a customer’s level of interest, their desire to have workcompleted, their ability to pay you, the accuracy of the information provided by the customers, or that anycustomers will hire you to perform services, nor do we guarantee that you will successfully contact eachcustomer. We are not involved in, are not a party to, nor do we have any responsibility for, or liability under, yourcontracts with customers, their creditworthiness, or any payments to you or any disputes they may have withyou or you may have with them. All Local Pros is free to contract with other Service Professionals as this is not an exclusive contract.
YOU CAN CANCEL ANYTIME WITHOUT PRIOR NOTICE.
What You Agree.
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, subcontractors, and any individualsperforming work on your behalf, at the time you become a All Local Pros SP, and thereafter while thisAgreement remains in effect, as follows:
You are qualified, properly licensed, maintain appropriate insurance, and are capable of performing the services requested in a good and workmanlike manner.
You agree to abide by and to follow the terms of the All Local Pros Resolution Process, as amended from time to time and appearing on our Website. 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 by All Local Pros in connection with 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 and for any costs, expenses or attorneys’ fees incurred by All Local Pros in connection with the dispute. 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.
You agree that you will not charge a Lead fee or a Cancellation Fee to a consumer who has not hired you for a job.
If you provide written comments or testimonials about our service or activities, you agree that we shall have sole ownership of any and all intellectual property rights in such comments or testimonials, and that we may post and publish your comments or portions thereof at our sole discretion 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 the foregoing.
You hereby authorize us to use your name, company name, and/or franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, content including photographs, in the form or format that you supply to us or that you upload to our Website, for use and posting on our Website and for use in marketing materials to be presented to customers or prospective SPs in online postings, via emails or otherwise to help promote you or your services, and that you shall not be entitled to any payments associated with our use of theforegoing.
You will not engage in any illegal acts or acts of wrongdoing, dishonesty or unethical business practices with All Local Pros, 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.
YOU ACKNOWLEDGE AND AGREE THAT TO KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL AN ALL LOCAL PROS SERVICE REQUEST OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, IS A MATERIAL BREACH OF CONTRACT. SUCH CONDUCT MAY RESULT IN INVASION OF PRIVACY RIGHTS OF OTHERS, SIGNIFICANT COSTS AND DAMAGES TO OTHERS AND TO ALL LOCAL PROS AND OTHER SERVICE PROFESSIONAL MEMBERS, THE AMOUNT OF WHICH IS UNDETERMINABLE. RESPONDING TO SUCH A VIOLATION WOULD ALSO RESULTIN THE LOSS OF TIME AND EFFORT ON THE PART OF ALL LOCAL PROS. THERE ALSO MAY BE REGULATORY FINES AND PENALTIES IMPOSED FOR CONTACTING CONSUMERS AND BUSINESSES IN A MANNER NOT IN ACCORDANCE WITH THE APPLICABLE LAWS AND REGULATIONS INCLUDING BUT NOT LIMITED TO FEDERAL, STATE, AND PROVINCIAL DO-NOT-CALL REGULATIONS AND FEDERAL STATE AND PROVINCIAL ANTI-SPAM REGULATIONS. ACCORDINGLY, IF YOU KNOWINGLY SHARE, DISTRIBUTE, TRANSFER, OR SELL A SERVICE REQUEST OR LEAD (OR THE INFORMATION CONTAINED THEREIN) OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT, YOU AGREE TO FULLY DEFEND AND INDEMNIFY ALL LOCAL PROS, AS SET FORTH IN THE INDEMNIFICATION, LIMITATIONS OF LIABILITY, DISCLOSURE OF WARRANTIES SECTION BELOW, FOR ALL DAMAGES, WHETHER DIRECT OR INDIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES OR ATTORNEYS’ FEES THAT MAY ARISE FROM SUCH ACTIVITIES.
You agree to allow only employees of your company, licensed subcontractors, or licensed independent contractors performing services directly on behalf of your business (hereinafter “Subcontractors”) to contact or provide any service to customers you obtain via a communication with All Local Pros. 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 thisAgreement. You agree not to sell, trade, gift, assign, or otherwise transfer any Service Requests, Leads, Calls, and/or Appointments provided by All Local Pros to any other party, including any other ServiceProfessionals.
You agree that all calls will be recorded.
You agree to be bound by the then applicable pricing plan provisions (payable in US dollars) for any and all Leads, Calls, and/or Appointments presented to you.
You agree that you will pay All Local Pros on a per communication basis for all Leads, Calls, and/orAppointments. You agree that payment for Lead, Call, and/or Appointment Fees will be made by All Local Pros initiating an ACH transfer or processing your credit card each week for the previous week’s activity. If you disagree with any fees charged by All Local Pros, you may dispute such fees by contacting All Local Pros, in writing, via their website at www.alllocalpros.com
within thirty (30) calendar days of the date of the charged fee. You agree to waive all disputes not made within the 30 day period, and all such charges will be final and not subject to challenge. Upon receipt of a timely request, All Local Pros may, in its sole discretion and in accordance with our then existing Lead credit policies, issue you a credit (“Credit”) for any Lead, Call, and Appointment Fees that you dispute. Credits that are issued to a Service Professional’s account will be issued as credits, which will be applied toward future charges to your account. Credits will expire, if not used, eighteen months after the date the Credit was issued. All Lead Fees constitute advertising fees paid by you to All Local Pros and are in no way referral commissions based upon your successful completion of services.
You agree to promptly notify All Local Pros 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 your credit or debit card as provided by your credit or debit cardissuer.
You acknowledge that you will not receive a detailed account statement unless you provide All Local Pros with a valid email address. All Local Pros will process your balance due at the end of your billing period via your selected payment method. Billing periods extend from Tuesday morning at 12:00am to Monday night at 11:59pm, and your balance will be processed every Tuesday.
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 immediately upon written request by, or on behalf of, All Local Pros.
No fee is due or payable to the extent such fee is in violation of any applicable law. All Local Pros is not obligated to refund to you any amounts of prepaid Lead Fees, Call Fees, or Appointment Fees. You authorize All Local Pros to pass through and charge you for any sales or similar taxes that may be imposed on your subscription payments, lead fees, or any other fees charged by All Local Pros.
Compliance with Laws:
Service Professional represents and warrants that it is familiar with, and will use the List in compliance with all applicable laws. Service Professional further agrees that,notwithstanding the fact that the List may contain consumer telephone numbers, Service Professional iswholly responsible for complying with all federal and state “Do-Not-Call” laws. Service Professional furtheragrees that, notwithstanding the fact that the List may contain consumer email addresses, Service Professional is wholly responsible for complying with all Federal and State email marketing laws.
You are responsible for contacting potential or existing customers and complying with all applicable laws regarding the same, including but not limited to, the “Do-Not-Call” and email marketing laws set forth above. It is expressly understood and agreed to that All Local Pros does not contact any customers, potential or existing, and All Local Pros is limited to providing you with information. All Local Pros recommends that you familiarize yourself with the rules and regulations related to the Do-Not-Call list and any other email and/or telephone marketing laws that may be applicable to you and your business. By engaging the services of All Local Pros, you expressly agree that any potential or actual liability incurred as a result of your failure to comply with such applicable laws is yours alone, and All Local Pros shall not be liable for any such violations. The Indemnification provision set forth below shall apply to any allegations included herein.
Indemnification; Limitation of Liability; Disclaimer of Warranties.
Indemnification. You shall fully protect, defend, indemnify and hold harmless All Local Pros and all of its agents, officers, directors, shareholders, suppliers, partners, employees and each of their successors andassigns (“Indemnified Parties”) from and against any and all claims, demands, liens, damages, causes ofaction, liabilities of any and every nature whatsoever, including but not limited to personal injury, intellectual property infringement, fraud, deceptive advertising, violation of any state, provincial or federal laws or regulations, property damage, attorneys’ fees and court costs, arising in any manner, directly or indirectly, out of or in connection with or in the course of or incidental to (i) any of your work for or dealings with any customers, (ii) your advertising, (iii) any contact with potential or existing customers, or (iv) your services, representations, or obligations (including but not limited to your obligation to maintain the confidentiality ofuser personal information) set forth in this Agreement, including any extra work you perform for a customerfor which All Local Pros has not matched you, and in connection with your use of the All Local Pros Seal of Approval, REGARDLESS OF CAUSE OR OF ANY FAULT OR NEGLIGENCE OF ALL LOCAL PROS OR THE INDEMNIFIED PARTIES AND WITHOUT REGARD TO CAUSE ORTO ANY CONCURRENT OR CONTRIBUTING FAULT, STRICT LIABILITY OR NEGLIGENCE,WHETHER SOLE, JOINT OR CONCURRENT, ACTIVE OR PASSIVE BY ALL LOCAL PROS OR THE INDEMNIFIED PARTIES.
Disclaimer of Warranties and Limitation of Liability.
YOU ACKNOWLEDGE AND AGREE THAT THE ALL LOCAL PROS SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. ALL LOCAL PROS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF ALL LOCAL PROS’ SERVICES, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS, OR OTHER SERVICES INCLUDED OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ALL LOCAL PROS’ SERVICES, UNLESS OTHERWISE SPECIFIED IN WRITING. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL LOCAL PROS EXPRESSLY DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUANTITY AND/OR QUALITY, AND NON INFRINGEMENT. YOU EXPRESSLY AGREE THAT YOUR USE OF ALL LOCAL PROS’ SERVICES IS AT YOUR SOLE RISK. IN NO EVENT ARE WE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE ORSPECIAL DAMAGES, LOST REVENUE, LOST PROFITS, LOSS OF GOODWILL, OR UNDELIVERED CUSTOMER NOTIFICATIONS OR CALLS. IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF ALL LOCAL PROS TO YOU EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO ALL LOCAL PROS DURING THE PRECEDING 12 MONTHS, REGARDLESS OF THE BASIS OR FORM OF CLAIM.
AGREEMENT TO ARBITRATE ALL DISPUTES AND GOVERNING LAW
The exclusive means of resolving any dispute between you and All Local Pros or any claim or controversy arising out of or relating to or that have arisen based on use of this Website and/or All Local Pros’ services (including any alleged breach of these Terms and Conditions) shall be BINDING ARBITRATION administered by the American Arbitration Association, EXCEPT AS EXPRESSLY PROVIDED BY APPLICABLE FEDERAL OR STATE LAW. Youmay not under any circumstances commence, participate in or maintain against All Local Pros any class action, class arbitration, or other representative action or proceeding.
*NOTICE OF RIGHTS*
By using the Website and/or All Local Pros’ services in any manner, you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and All Local Pros. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against All Local Pros shall be commenced only in the state courts located in Placer County, California. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.
These Terms and Conditions, and any dispute between you and All Local Pros, shall be governed by the laws of the State of California without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration Act.
This Agreement, and the All Local Pros Fee Schedule, including Lead prices, Call Prices, and Appointment Prices, may be changed from time to time. Any such changes are agreed to be non-material changes, and by continuing to use any All Local Pros services you are agreeing to be bound by any such non-material changes. Material changes to this Agreement or to the All Local Pros Fee Schedule will be periodically communicated to you by email or other reasonable means. By continuing to use any All Local Prosservices after receiving any such notice of changes from All Local Pros, you are agreeing to all suchchanges.
You may terminate this Agreement upon our receipt of your 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 Leads or services delivered to you prior to us receiving your termination during normal business hours.
All Local Pros, in its sole discretion, reserves the right to suspend your rights under this Agreement or terminate this Agreement at any time for any reason or no reason at all. Notice of any such termination by All Local Pros will be provided to you in writing by All Local Pros and will be effective immediately upon notification, unless otherwise specified in the termination notice.
If this Agreement is terminated or expires, your agreements and obligations under this Agreement shallcontinue; and any Leads provided to you during the term of this Agreement and relationships you enter into orcreate from those Leads will continue to be governed by this Agreement including but not limited to with respect to any disputes that may arise or claims that may be made against us and any indemnification of usby you for such claims.
Further, in the event this Agreement is terminated or expires, (i) all licenses granted to you under thisAgreement shall immediately terminate, and you shall have no further right to access, use or display the any All Local Pros content. Upon any termination of this Agreement you will no longer have access to your All Local Pros account.
If it is determined or suspected by All Local Pros in its sole discretion that you are misusing or attempting to misuse or circumvent the All Local Pros 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 All Local Pros, in addition to our right to immediately terminate this Agreement, All Local Pros 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.
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.
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 California (excluding the laws and principles withrespect to conflicts of law) govern this Agreement. You hereby consent and agree that the state courts in PlacerCounty, California are the exclusive forum for litigation of any claim by you arising under this Agreement or youruse of the All Local Pros Website and/or Services, and you submit to sole and exclusive jurisdiction in the State of California, and hereby irrevocably waive and relinquish any right to bring, or cause to be brought, any suchaction, or to have any such action brought, in any judicial or administrative forum outside of such forum.
You understand and agree that you are an independent contractor of All Local Pros, and are not an All Local Pros employee, joint venturer, partner, or agent. You acknowledge that you set or confirm your own prices, provide your own equipment, and determine your own work schedule. All Local Pros does not control, and has no right to control, the services you provide (including how you provide such services) if you are engaged by a consumer, except as specifically noted herein.
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.
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.
You agree that if you sign up to receive free leads, you will only receive free leads in the event that 1. You are properly licensed and insured. 2. We have leads available for sale in your service area. 3. No other service provider is in your service area 4. You, or someone from your business answers the phone during normal business hours when customers call. 5. You are approved by All Local Pros to receive calls. If your business does not answer the phone when customers call we reserve the right to stop sending you calls and leads at any time.