- Personal Information; User Accounts
- Collection of your Personal Information
- Account, Password and Security
If you so choose to create an account with Wonder Maid, you are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any username, password and account. You are solely and fully responsible for all activities that occur under your password or account, except that WM Website may, in certain circumstances, access your account to make changes that you request, such as rescheduling an appointment. WM has no control over the use of any User’s account by the User or third parties and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you must contact us immediately? Nothing in this section shall affect WM Website’s rights to limit or terminate the use of the WM Website, as provided below in section 4(b).
- Proof of Identity
You will provide us with such proof of identity when setting up your account, if you so choose to create one.
- Text Messages and Phone Calls
By providing your phone number and using the WM website, we may, to the extent permitted by applicable law, use your mobile phone number for calls and, if such phone number is a mobile number, for text (SMS) messages, in order to assist with facilitating the requested Professional Services. Standard call or message charges or other charges from your phone carrier may apply to calls or text (SMS) messages we send you. You may opt-out of receiving text (SMS) messages from us by replying with the word “STOP” to a text message from us. You acknowledge that opting out of text (SMS) messages may impact your ability to use the WM Webiste.
WM may send you confirmation and other transactional emails regarding the Professional Services you have requested. WM may also send you emails about Professional Services that we think might interest you (“Promotional Emails”). You can unsubscribe from Promotional Emails at any time by clicking unsubscribe in our email communications or contacting us directly.
- Payments; Money Back Guarantee; Claims.
Users of the WM contract for Professional Services directly with our WM teams. WM is not a party to any contracts for Professional Services. The WM website facilitates these contracts by supplying a medium through which requesters can connect with professionals, schedule cleaning Professional Services, and make payments for the Professional Services (“Payments”). Requesters are obligated to pay in advance for the Professional Services through the WM website. We will charge the Requester’s credit card according to the amount the Requester has agreed to on the WM website with respect to all Professional Services the Requester has scheduled. We will use third party Professional Services to process credit card information. We retain the right, in our sole discretion, to place a hold on the Requester’s credit card for an ordered or completed Professional Service transaction. Forty-eight (48) hours after a Professional Service is completed, if there is no complaint by the Requester, we will mark the Professional Service as closed. If the Requester has agreed with the Professional to extend or reduce the hours in or to reschedule a requested Professional Service, the Requester bears the responsibility for notifying WM. Requesters must notify WM either by changing the date or hours of the requested Professional Service through the WM website or by contacting WM Help. Payments by Requesters must be made through the WM website. Any Payments paid outside of the WM website are not subject to our Money-Back Guarantee in Section 3(d). Except for the Money-Back Guarantee in Section 3(d), and the Refund Policy in Section 3(e), no refunds or credits will be provided once the Requester’s credit card has been charged, except that at our sole discretion, refunds or credits may be granted in extenuating circumstances, as a result of specific promotions, or to correct any errors we have made. While we will use commercially reasonable efforts to ensure the security of all credit card and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold us harmless for any damages that may result therefrom. Requesters will be liable for all transaction taxes on the Professional Service(s) provided (other than taxes based on WM’s income).
- Job Rate
The rate for a cleaning Professional Service (“Job Rate”) depends on factors, such as type of residence, number of bedrooms, bathrooms, and how frequently a Recurrent Professional Service is ordered. Therefore, the same Professional Service may cost more if the Professional Service is ordered less frequently.
- Recurrent Professional Services
When requesting a Professional Service, Requesters may have the option of choosing that the Professional Service be repeated on a regular basis (“Recurrent Professional Service”). For example, a Requester may choose that a cleaning be performed every two weeks. When a Requester chooses a Recurrent Professional Service, WM will automatically schedule that Recurrent Professional Service to occur on future dates indefinitely at the frequency requested by Requester. Requester’s credit card will be charged for the Recurrent Professional Service as the Professional Service appointments occur and for any applicable cancellation fees. WM cannot guarantee that the same Professional will be scheduled for each Recurrent Professional Service appointment or that Recurrent Professional Service appointments will not be canceled.
- Money-Back Guarantee
If the Requester ordered and paid for a Professional Service through the WM website and the Professional Service has already been performed, and if the Requester is not satisfied with that Professional Service, then the Requester is eligible for our Money-Back Guarantee provided that the Requester reports the issue within forty-eight (48) hours of the Professional Service appointment to our customer Professional Service telephone number by visiting the WM Help page. The Money-Back Guarantee is as follows: we will either refund the Requester’s Payment amount for such Professional Service, or, alternatively, we will have the applicable Professional Service re-performed. If the Requester elects to have the Professional Service re-performed and the Requester is still not satisfied with the Professional Service after it has been re-performed, we will refund the Requester’s Payment amount for such Professional Service. The amount of WM’s Money-Back Guarantee is limited to any Payment the Requestor made for the Professional Service. WM’s Money-Back Guarantee does not apply to any other cost, liability, damage, injury, or claim arising from or in connection with the Professional Services. For clarity, WM’s Money-Back Guarantee does not apply to any payments made for Merchandise, and solely applies to payments made for the Professional Services to deliver and/or assemble the Merchandise, as applicable.
- WM Delivery Refund Policy
i. If you decide that you do not want the Merchandise before it has been unpacked or opened, or if the Merchandise you ordered does not fit into your home or your building refuses entry, WM will return the Merchandise and refund you the cost of the Merchandise (provided, however, that WM shall not refund the cost of the Professional Services).
ii. If any Merchandise is broken in the course of performing the Professional Services, WM will remove and replace the broken Merchandise (or, where applicable, the broken component of the Merchandise) and re-perform the applicable Professional Services at no additional cost to you (provided, however, that WM shall not refund the cost of the Merchandise or refund the cost of the Professional Services, except as set forth in 3(d) above).
iii. If you wish to return any Merchandise once it has been unpacked or opened, WM will remove and return the Merchandise for a fee of One Hundred Dollars ($100.00) per item. If WM is able to obtain a refund from the third party Merchandise provider using commercially reasonable efforts, WM will credit you the amount of such refund. WM shall not be responsible for any payment to you if it is unable to obtain a refund for the Merchandise using commercially reasonable efforts.
- Term and Termination; Cancellation of Professional Services; Survival.
This Agreement shall continue in full force and effect until such time as it is terminated by you or by us.
- Termination by WM
We may terminate this Agreement or terminate or suspend your right to use the WM website at any time for any or no reason (including, without limitation, in the event that we believe that you have breached this Agreement or any policy posted on the WM Website, or if we otherwise find that you have engaged in inappropriate and/or offensive behavior (collectively, “Prohibited Conduct”)) by providing you with written or email notice of such termination to the physical or email address you have provided us, and termination will be effective immediately upon such notice. Except in the event that we terminate or suspend your right to use the WM Website due to any Prohibited Conduct, we will refund in full any payments for WM Professional Services or Professional Services that have not been performed or completed. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. When terminating your account, WM may delete the account and all the information in it. You have no ownership rights to your account.
- Termination by You
You may terminate this Agreement by completely and permanently ceasing to use the WM Website (provided that there are no outstanding Professional Services ordered under your account) and by closing any account you have opened on the WM Website. If you attempt to terminate this Agreement while there are still outstanding Professional Services ordered under your account, this Agreement shall not terminate until such Professional Services have been performed or otherwise canceled as permitted by WM.
- Policy for Professional Service Cancellation by Requester
WM’s cancellation policy for specific Professional Services is as follows: Requesters may cancel their scheduled Professional Service appointments through the WM Website at any time, subject to the following. If a Requester cancels more than 24 hours before a scheduled Professional Service appointment, there is no cancellation fee. If a Requester cancels between 2-24 hours before a scheduled Professional Service appointment, the Requester will be charged a $15 cancellation fee. If the Requester cancels during the 2 hours before a scheduled Professional Service appointment, the Requester will be charged the full Professional Service amount. This cancellation policy applies both for one-time Professional Service bookings and for recurring Professional Service appointments. A Professional Service appointment may be canceled through the WM Website.
- Policy for Professional Service Cancellation by Professional
When a Professional cancels a scheduled Professional Service appointment, the WM Website generally notifies the Requester and makes the Requester’s Professional Service request available for another Professional to select. However, WM cannot guarantee that a canceled Professional Service appointment will be selected by another Professional and rescheduled or that the Professional Service request will be completed. Professionals who cancel a scheduled Professional Service appointment may incur fees as provided in the Professional Service Agreement.
All provisions that should by their nature survive the expiration or termination of this Agreement, including without limitation, Sections 8, 10 and 14-22, shall so survive.
- Links to and Plug-Ins from Other Web Sites or Media
- Community Areas
The WM Website may contain applications, reviews, job postings, communities and/or other message or communication facilities that allow Users to communicate with other Users (collectively, “Community Areas”). All submissions made to Community Areas within the WM Website will be public, and we will not be responsible for any information or materials posted in Community Areas. You may only use such Community Areas to send and receive messages and material that are relevant and proper to the applicable forum and that comply with this Agreement. “Your Information” is defined as any information and materials you provide to us or other Users in connection with your registration for and use of the WM Website, including without limitation, information and materials that are posted or transmitted for use in Community Areas. You are solely responsible for Your Information, and we are merely a passive conduit for your online distribution and publication of Your Information. You hereby represent and warrant that Your Information: (a) will comply at all times with this Agreement, including but not limited to Section 7 (Rules for Use of the WM Website) below, and with Section 2 (Personal Information; User Accounts) above; and (b) will not create liability for us or cause us to lose (in whole or in part) the Professional Services of our Internet Professional Service Providers (ISPs), customers, or other partners or suppliers. You hereby grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to use, host, store, reproduce, modify, create derivative works, communicate, publish, publicly perform, publicly display and distribute all of Your Information that is posted to Community Areas from or through your account on the WM Website, including but not limited to all images, videos, musical works and text included in such postings. The rights you grant in this license are for the limited purpose of operating, promoting, and improving the WM Website. We reserve the right to remove postings from Community Areas in our sole discretion.
- Rules for Use of the WM Website
During the term of this Agreement:
- Requesters may use the WM Website for your personal use only (or for the use of a person, including a company or other organization that you validly represent).
- Requesters may use the WM Website to book Professional Services solely with respect to a location where the Requester is legally authorized to have Professional Services performed.
- Requesters may not use the WM Website for any other purposes or in connection with any commercial endeavors whatsoever without our express prior written consent.
- Requesters agree that an order for Professional Services is an offer, which is only accepted when the Requester receives a confirmation of the order.
- Requesters agree to treat Professionals courteously and lawfully, to provide a safe and appropriate working environment for them that is in compliance with all applicable laws and regulations, and to provide reasonable co-operation to Professionals to enable them to supply Professional Services.
- Requesters agree to communicate any complaints to us and not to the Professionals.
- Requesters agree to comply with our complaint and other policies designated on the Site.
- Requesters acknowledge that their selected Professional may be unavailable from time to time, e.g. due to illness, vacation or leaving WM.
- Professionals agree to provide Professional Services in accordance with all applicable laws and regulations and with the Professional Service Agreement.
- You shall NOT use the WM Website (including but not limited to any Community Areas) to do any of the following:
- Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another’s computer.
- Upload files that contain software or other material that violates the intellectual property rights or rights of privacy or publicity of any third party.
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including but not limited to our staff and other Users.
- Post a review or rating unless such review or rating contains your independent, honest, genuine opinion.
- Use the WM Website or any Professional Service for any purpose or in any manner that is in violation of local, state, national, or international law.
- Publish, post, upload, distribute or disseminate any profane, defamatory, false, misleading, fraudulent, threatening or unlawful topics, names, materials or information, or any materials, information or content that involve the sale of counterfeit or stolen items.
- Advertise or offer to sell any goods or Professional Services for any commercial purpose or solicit employment or contract work which is not relevant to Professional Services offered through the WM Website. You may not solicit, advertise for, or contact in any form Users for employment, contracting, or any other purpose not related to Professional Services facilitated through the WM Website without express written permission from us.
- Use the WM Website to collect usernames and/or email addresses of members by electronic or other means without our express prior written consent.
- Conduct or forward surveys, contests, pyramid schemes, or chain letters.
- Impersonate another person or allow any other person or entity to use your identification to post or view comments or otherwise use your account.
- Post the same note repeatedly (referred to as ‘spamming’). Spamming is strictly prohibited.
- Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the WM Website, or post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.
- Restrict or inhibit any other User from using and enjoying the WM Website.
- Imply or state that any statements you make are endorsed by us, without our prior written consent.
- Reverse engineer, disassemble, decompile, translate, modify, adapt, license, sublicense, alter, copy, distribute, hack or interfere with the WM Website, its servers or any connected networks, use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the WM Website in any manner, or attempt to do any of the foregoing.
- Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by us.
- Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
- Upload content that provides materials or access to materials that are obscene, adult or sexual or that exploit anyone, and in particular people under the age of 18, in an abusive, violent or sexual manner.
- Register to use the WM Website under different usernames or identities, after your account has been suspended or terminated.
- Mirror or archive any part of the WM Website or any content or material contained on the WM Website without WM’s written permission.
- No Employment
WM provides a software platform which allows you to connect with independent Professionals. WM is not the employer of any Professional. You acknowledge that we do not supervise, direct, or control a Professional’s work or Professional Services performed in any manner. A Professional provides Professional Services to you as an independent contractor, and is not an employee, joint venture, partner, agent, or franchisee of WM for any purpose whatsoever.
- Special Promotions
- Changes to Promotions
We may from time to time provide certain promotional opportunities to Requesters. All promotions will be run at our sole discretion, and can be activated, modified or removed at any time by us without advance notification.
- Referral Credits
In the event that you are given a code through which you may refer a friend to the WM Website in exchange for a referral credit, you shall not use any online marketing or advertising to promote such code or to artificially increase the amount of credits awarded. By way of example, you may not post, or cause, request or permit a third party to post any such code on a coupon website, nor use any paid search marketing, online advertising, forum posting, newsgroup posting or bulk email to disseminate such code. You may only share such code with your personal friends and acquaintances for legitimate referral purposes, as determined by us in our sole discretion. Without limiting our other rights and remedies, we may terminate such code and/or your account for any breach of this Section.
- Intellectual Property Rights
The WM Website, and the information, data, content and materials, which it contains (“WM Materials”), are the property of WM and/or its affiliates and licensors, excluding User-generated content, which WM has a right to use as described below. The WM Materials are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. WM and/or its affiliates and licensors are and shall continue to be the sole and exclusive owner of all right, title and interest in and to all intellectual property rights associated with the WM Materials. Any use of WM Materials, other than as expressly permitted herein, is prohibited without the prior permission of WM and/or the relevant right holder. The Professional Service marks and trademarks of WM, including without limitation nywondermaid.com and the WM logo are Professional Service marks owned by WM. Any other trademarks, Professional Service marks, logos and/or trade names appearing on the WM Website are the property of their respective owners. You may not copy or use any of the marks, logos or trade names appearing on the WM Website without the express prior written consent of the owner.
- Copyright Complaints and Copyright Agent
WM respects the intellectual property of others, and expects Users to do the same. WM will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided on or in connection with the WM Website infringe upon that person’s or entity’s copyright or other intellectual property right (such person or entity, a “Complainant”) and sends to WM a properly submitted copyright notice as indicated below, WM will investigate, and if it determines, in its discretion, that the material is infringing, WM will remove the content and may terminate the access of the User who posted such content to the WM Website in the case of repeat infringers. All notices claiming an infringement of copyright rights must contain the following:
(i) Identification of the intellectual property right that is allegedly infringed. All relevant registration numbers, or a statement concerning the Complainant’s ownership of the work, should be included.
(ii) A statement specifically identifying the location of the infringing material, with enough detail that WM may find it on the WM Website. Please note: it is not sufficient to merely provide a top level URL.
(iii) The complete name, address, telephone number and e-mail address of Complainant.
(iv) A statement that Complainant has a good faith belief that the use of the allegedly infringing material is not authorized by the owner of the rights, or its agents, or by law.
(v) A statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorized to act on behalf of the owner of the copyright or other property rights that are allegedly infringed; (vi) A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property rights that are allegedly being infringed.
WM’s contact information for notice of alleged copyright infringement is:
- Mobile Devices
- The WM Website may allow you to access our Professional Services and receive messages on your mobile device (collectively” Mobile Features”). Your mobile device carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your mobile device carrier or mobile device. In addition, your mobile device carrier may charge you for standard messaging, data, and other fees to participate in Mobile Features. We have no responsibility or liability for any fees or charges you incur when using the Mobile Features. You should check with your mobile device carrier to find out whether any fees or charges will apply, what plans are available and how much they cost. You should also contact your mobile device carrier with any other questions regarding these issues.
- You acknowledge that your use of the Apps is subject to any terms set forth in the terms of Professional Service of the third party providing the mobile device on which the App operates (e.g., Apple iOS or Android).
- WM is not liable if you do not have a compatible mobile device or if you download the wrong version of an App for your mobile device. WM reserves the right to terminate the use of the Apps or any other aspect of the WM Website should you be using the Apps or the WM Website with an incompatible or unauthorized device.
- App Store Sourced Application.
(i) With respect to Apps accessed through or downloaded from the Apple App Store (“App Store Sourced Application”), you will use the App Store Sourced Application only: (i) on an Apple-branded product that runs iOS (Apple’s proprietary operating system software); and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Professional Service. WM reserves all rights in and to the Apps not expressly granted to you under this Agreement.
(ii) You acknowledge and agree that (i) this Agreement is valid between you and WM only, and, that Apple is not a party to this Agreement other than as third-party beneficiary as contemplated below, and (ii) WM, not Apple, is solely responsible for the App Store Sourced Application and the WM Website Content.
(iii) You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support Professional Services to you with respect to the App Store Sourced Application.
(iv) To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to the App Store Sourced Application.
(v) Notwithstanding anything to the contrary herein, and subject to the terms in this Agreement, you acknowledge that, solely as between Apple and WM, WM and not Apple is responsible for addressing any claims you may have relating to the App Store Sourced Application, or your possession and/or use thereof, including, but not limited, to: (i) product liability claims, (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
(vi) Further, you agree that if the App Store Sourced Application, or your possession and use of the App Store Sourced Application, infringes on a third party’s intellectual property rights, you will not hold Apple responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claims.
(vii) You acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement for App Store Sourced Applications, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement for App Store Sourced Applications against you as a third-party beneficiary thereof.
(viii) Without limiting any provisions of this Agreement, you must comply with all applicable third party terms of agreement when using the App Store Sourced Application.
- Modifications to the WM Website
We reserve the right in our sole discretion to review, improve, modify or discontinue, temporarily or permanently, the WM Website or any content or information on the WM Website with or without notice. We will not be liable to any party for any modification or discontinuance of the WM Website.
The term “Confidential Information” shall mean any and all of WM’s trade secrets, confidential and proprietary information, personal information and all other information and data of WM that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. The WM Website contains secured components that are accessible only to those who have been granted a user name and password by WM. Information contained within the secure components of the WM Website is confidential and proprietary. You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of WM and agree that you will not use Confidential Information other than as necessary for you to make use of the WM Website as expressly permitted by this Agreement and only during the term of this Agreement.
- Disclaimer of Warranties; Limitation on Liability.
- USE OF THE WM WEBSITE IS ENTIRELY AT YOUR OWN RISK
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE WM WEBSITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NEITHER WM NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE WM WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO ANY CONTENT AVAILABLE IN OR THROUGH THE WM WEBSITE; NOR DO THEY MAKE ANY WARRANTY AS TO ANY PROFESSIONAL’S REGISTRATION, PROFESSIONAL ACCREDITATION OR LICENSE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WM WEBSITE, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, QUALITY, SUITABILITY, SAFETY, COMPLETENESS OR CONTENT OF THE PROFESSIONAL SERVICES, PROFESSIONAL SERVICES, OR ANY PRODUCTS, MERCHANDISE, CONTENT, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE WM WEBSITE OR THIS AGREEMENT. ACCESS TO THE WM WEBSITE IS PROVIDED FREE OF CHARGE AS A COURTESY. NEITHER WM NOR ITS AFFILIATES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE WM WEBSITE (INCLUDING BUT NOT LIMITED TO THE CONDUCT OF ANY REQUESTERS OR PROFESSIONALS). NEITHER WM NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE WM WEBSITE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. WM AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY INFORMATION, PERSONAL OR OTHERWISE, SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
- NO LIABILITY
YOU AGREE NOT TO HOLD WM, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS (COLLECTIVELY, “MEMBERS”) LIABLE FOR ANY DAMAGES, EXPENSES, LOSSES, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR USE OF OR INABILITY TO USE THE WM WEBSITE, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT, ACTS OF PHYSICAL VIOLENCE, AND LOSS OR DESTRUCTION OF PERSONAL PROPERTY), PROFESSIONAL SERVICES, ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR PROFESSIONAL SERVICE PROVIDED BY WM OR MEMBERS, AND ANY DESTRUCTION OF YOUR INFORMATION. UNDER NO CIRCUMSTANCES WILL WM OR MEMBERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE WM WEBSITE OR ANY PROFESSIONAL SERVICES OR MERCHANDISE, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. WM AND MEMBERS DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED IN CONNECTION WITH THE WM WEBSITE, THE PROFESSIONAL SERVICES, THE MERCHANDISE OR THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT WM OR MEMBERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO WM DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE.
WM AND MEMBERS EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF THE WM WEBSITE. THE WM WEBSITE IS ONLY A VENUE FOR CONNECTING USERS. TO THE EXTENT THAT THE WM WEBSITE CONNECTS A USER TO A THIRD PARTY PROVIDER FOR THE PURPOSES OF PROVIDING MERCHANDISE HEREUNDER, WM WILL NOT BE RESPONSIBLE FOR ASSESSING THE SUITABILITY, LEGALITY OR ABILITY OF ANY THIRD PARTY PROVIDERS AND YOU EXPRESSLY WAIVE AND RELEASE WM FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE THIRD PARTY PROFESSIONAL SERVICE PROVIDER. BECAUSE WM IS NOT INVOLVED IN THE ACTUAL CONTACT BETWEEN USERS OR IN THE COMPLETION OF ANY PROFESSIONAL SERVICE, IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE WM AND MEMBERS FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL, DIRECT OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE. YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
- ADDITIONAL DISCLAIMER
THE QUALITY OF THE PROFESSIONAL SERVICES AND/OR THE MERCHANDISE SCHEDULED OR REQUESTED THROUGH THE USE OF THE WM WEBSITE IS ENTIRELY THE RESPONSIBILITY OF THE PROFESSIONAL WHO ULTIMATELY PROVIDES SUCH PROFESSIONAL SERVICES TO YOU AND/OR THE THIRD PARTY MERCHANDISE PROVIDER. YOU UNDERSTAND, THEREFORE, THAT BY USING THE WM WEBSITE, YOU MAY BE EXPOSED TO PROFESSIONAL SERVICES AND/OR MERCHANDISE THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE WM WEBSITE, AND SUCH PROFESSIONAL, AT YOUR OWN RISK. NOTHING IN THIS AGREEMENT OR THE WM WEBSITE CONSTITUTES, OR IS MEANT TO CONSTITUTE, ADVICE OF ANY KIND. IF YOU REQUIRE ADVICE IN RELATION TO ANY LEGAL, FINANCIAL OR MEDICAL MATTER YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL. BY USING THE WM WEBSITE, YOU AGREE THAT THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET OUT IN THIS AGREEMENT ARE REASONABLE. IF YOU DO NOT BELIEVE THEY ARE REASONABLE, YOU MUST NOT USE THE WM WEBSITE.
YOU ACCEPT THAT, AS A CORPORATION, WM HAS AN INTEREST IN LIMITING THE PERSONAL LIABILITY OF ITS OFFICERS, DIRECTORS AND EMPLOYEES. YOU AGREE THAT YOU WILL NOT BRING ANY CLAIM PERSONALLY AGAINST WM’S OFFICERS, DIRECTORS OR EMPLOYEES IN CONNECTION WITH ANY DISPUTE, LOSS OR DAMAGE. WITHOUT PREJUDICE TO THE FOREGOING, YOU AGREE THAT THE LIMITATIONS OF WARRANTIES AND LIABILITY SET OUT IN THIS AGREEMENT WILL PROTECT THE WM’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS AND SUB-CONTRACTORS AS WELL AS WM. EACH PARTY ACKNOWLEDGES THAT THE OTHER PARTY HAS ENTERED INTO THIS AGREEMENT RELYING ON THE LIMITATIONS OF LIABILITY STATED HEREIN AND THAT THOSE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
You hereby agree to indemnify, defend, and hold harmless WM, its licensors, and each such party’s directors, officers, parent organizations, subsidiaries, affiliates, members, employees, agents, attorneys, independent contractors and vendors from and against any and all claims, losses, expenses, liabilities, damages or demands (including attorneys’ fees and costs incurred), in connection with or resulting from, directly or indirectly: (i) your use or misuse of or inability to use the WM Website, any Professional Service, (ii) your violation of this Agreement, (iii) your violation of any applicable law or regulation; (iv) your violation of the rights of another (including but not limited to Professionals), and (v) Your Information and content that you submit or transmit through the WM Website. WM reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of WM.
- Mutual Arbitration Agreement.
- Informal Negotiations
To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and WM, including without limitation any dispute or claim related to or arising out of this Agreement (“Dispute”), you and WM may attempt to negotiate any Dispute informally (the “Informal Negotiations”) before initiating any arbitration or court proceeding. Such Informal Negotiations will commence upon written notice. Your address for any notices under this Section 17 is your email address and/or physical address that you have provided to WM. WM’s address for such notices is: firstname.lastname@example.org.
If a Dispute is not resolved through Informal Negotiations, you and WM agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration (“Arbitration Agreement”). This Arbitration Agreement shall be governed by the Federal Arbitration Act and evidences a transaction involving commerce. The arbitration will be commenced and conducted before a single arbitrator under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website (www.adr.org). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). If you are unable to pay such costs, WM will pay all arbitration fees and expenses. Each party will pay the fees for his/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the “Class Action Waiver” described in Section d below.
- Excluded Disputes.
You and WM agree that the following Disputes are excluded from this Arbitration Agreement: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; (2) individual claims in small claims court; (3) any claim that an applicable federal statute expressly states cannot be arbitrated; and (4) any claim for injunctive relief.
- WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION.
You and WM agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action (“Class Action Waiver”). Regardless of anything else in this Arbitration Agreement and/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.
- Rules/Standards Governing Arbitration Proceeding
A party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. The location of the arbitration proceeding shall take place in the city or county where you reside, unless each party agrees otherwise. A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator’s decision/award.
You and WM agree that if any portion of this section entitled “Mutual Arbitration Agreement” is found illegal or unenforceable, that portion will be severed and the remainder of this section 17 will be given full force and effect.
- Governing Law; Jurisdiction
Except for the Arbitration Agreement in Section 17, which is governed by the Federal Arbitration Act, this Agreement is governed and interpreted pursuant to the laws of the State of New York, United States of America, notwithstanding any principles of conflicts of law. For all Disputes not subject to arbitration, You agree to submit to the personal and exclusive jurisdiction and venue of the courts located within the county of New York, New York.
This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Any assignment in violation of this section shall be null and void. This Agreement shall inure to the benefit of permitted successors and assigns.
- General Provisions
No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement. A failure by us to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between you and WM with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement. You agree that regardless of any statute or law to the contrary, any Dispute, claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such Dispute, claim or cause of action arose or be forever barred. All notices provided by a party in connection with this Agreement will be deemed given as of the day they are received either by email, messenger, delivery Professional Service, or in the U.S. Mail, postage prepaid, certified or registered, return receipt requested, and addressed as follows: Your address for such notices is your email address and/or physical address that you have provided to WM. WM address for such notices is: 112-08 Liberty Avenue Richmond Hill, NY 11419. The captions in this Agreement are solely for convenience and shall not affect the interpretation of this Agreement. This Agreement shall not be modified except in writing signed by both parties or by means of a new posting by WM, as described below. This Agreement shall be interpreted as if jointly drafted by the parties. WM shall have no liability to you for any failure or delay in performing its obligations in this Agreement where such failure or delay is caused by an event or circumstance beyond WM’s reasonable control including, without limitation, strikes, lock-outs and other industrial disputes, breakdown of systems or network access, failure of Professionals to perform, flood, fire, explosion, acts of terrorism or accident.ç
- Changes to this Agreement
We reserve the right, at our sole and absolute discretion, to change, modify, add to, supplement or delete any of the terms and conditions of this Agreement at any time, effective with or without prior notice. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must terminate, and immediately stop using, the WM website. Your continued use of the WM website following any revision to this Agreement constitutes your complete and irrevocable acceptance of any and all such changes.
- Contact Information
If you have any questions regarding this Agreement, please contact us at email@example.com
or by telephone at:
Last updated: November 8, 2015