IMPORTANT—IF YOU ARE UNDER THE AGE OF 18, YOU MUST HAVE YOUR PARENT OR GUARDIAN READ THE AGREEMENT BELOW AND AGREE TO IT FOR YOU. IF YOU DO NOT GET YOUR PARENT OR GUARDIAN TO READ AND AGREE TO THESE TERMS, YOU DO NOT HAVE PERMISSION TO ACCESS OR USE OUR ONLINE OR MOBILE APPLICATION SERVICES.
THIS AGREEMENT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE TERMS INCLUDE VARIOUS EXCLUSIONS AND LIMITATIONS AND REQUIRE THE USE OF ARBITRATION (EXCEPT AS OTHERWISE PROVIDED) ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT USE OUR SERVICES.
1. Changes to Terms of Service. Abgaro may, from time to time, amend the Agreement, including any of its terms. Amendments will be effective upon Abgaro’s posting of such updated Agreement at this location or in the supplemental terms on the applicable Services. Your continued access or use of the Services after such posting confirms your consent to be bound by the Agreement, as amended. If Abgaro amends this Agreement after you first agreed to it (or to any subsequent changes to this Agreement), you may reject any such change by providing Abgaro written notice of such rejection within thirty (30) days of the date such change became effective. This written notice must be provided either (a) by mail to our registered agent for service of process, c/o Abgaro, LLC, 25896 Water Street, Olmsted Falls, OH 44138, or (b) by email from the email address associated with your Account to: email@example.com. Your notice must include your full name and clearly indicate your intent to reject changes to this Agreement. By rejecting changes, you consent to Abgaro closing your User or Provider Account (as applicable) and agree that you will continue to be bound by the provisions of this Agreement as of the date you first agreed to it (or to any subsequent changes that you accepted). By continuing to access or use the Services without providing Abgaro the written notice of rejection as set forth in this paragraph, you agree to be bound by this Agreement, as amended or otherwise revised.
We reserve the right to take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services. TO THE EXTENT PERMITTED BY LAW, YOU WAIVE AND HOLD HARMLESS ABGARO FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ABGARO DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY ABGARO OR LAW ENFORCEMENT AUTHORITIES.
3. Electronic Communications. Anytime you send us an e-mail, or log into your account via the Services, you are communicating with us in an electronic format. This gives us the permission to communicate back to you in the same electronic format, either by e-mail or text written on our Services platforms. With this, you and we mutually agree that any contracts, agreements, disclosures or notices, or any other communications provided to you by Abgaro satisfy all legal notification requirements.
5. Registration of User Accounts. In order to use certain features of the Services as a consumer of the Services, you must register for and maintain an active user account (a “User Account”). You must be at least 18 years of age to obtain a User Account. Registration requires you to submit certain personal information, such as your name, age, address, mobile phone number, as well as at least one valid payment method supported by Abgaro. You agree to maintain accurate and complete information in your User Account. Your failure to do so, including having an invalid or expired payment method on file, may result in your inability to access or use the Services. You may not assign or otherwise transfer your User Account to any other person or entity, and you may not authorize third parties to use your User Account. You agree that you may only access or use the Services for lawful purposes and you will comply with all applicable laws when accessing or using the Services. We reserve the right to refuse Services and/or terminate your User Account without prior notice if you violate this Agreement or if we decide, in our sole discretion, that it would be in Abgaro’s best interests to do so.
6. Payment for Services. All payments from you to the Next Door Kid Services providers shall be made through Abgaro. Once the Services have been completed, we will charge the cost of the Services to the credit card on file in the applicable User Account and provide a detailed invoice for the services completed. The Service Providers are prohibited from accepting direct payment for services contracted for through Abgaro’s Services.
7. Prohibited Uses; Compliance With Laws. Access to our Services platform(s) and any use of the Services by anyone under 13 is prohibited. You may use the Services only for lawful purposes and in accordance with this Agreement. You agree not to use the Services:
in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
to engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm Abgaro or users of the Services or expose them to liability;
to cause to transmit any promotional material without our prior written consent, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation;
to impersonate or attempt to impersonate Abgaro, our employees or authorized representatives, or another user or any other person or entity;
in any way that violates any of our content standards set forth in this Agreement;
in any manner that could disable, overburden, damage, or impair the Services platform or interfere with any other party’s use of the Services;
to gain (or attempt to gain) unauthorized access to, interfere with, damage or disrupt any parts of the Services or its server, or the computer or database connected to the Services platform;
to introduce any viruses, worms, trojan horses, or other material which is malicious or technologically harmful; or
to attack the Services via a denial-of-service attack or a distributed denial-of-service attack, or to otherwise attempt to interfere with the proper working of the Services.
8. Content Standards. These content standards apply to any and all use of Services and user contributions (if any) to interactive Services. Use of our Services and user contributions must in their entirety comply with all applicable federal, state, and local laws, and without limiting the foregoing, must not:
Contain any material which is defamatory, obscene, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable;
Promote sexually explicit material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person;
Be likely to deceive any person, or promote any illegal activity; or
Cause annoyance, inconvenience or be likely to upset, embarrass, alarm or annoy any other person.
9. Representations and Warranties. You represent and warrant to Abgaro that:
A. you are at least 18 years old (or, if you are not at least 18 years old, you have your parent’s or legal guardian’s permission to use the Services, and your parent or legal guardian has read and agrees to this Agreement on your behalf);
B. all account registration information you submit, including, but not limited to name, date of birth, and other personal information, is true, accurate and complete, and you will maintain the accuracy and completeness of such information;
C. if you’re agreeing to this Agreement on behalf of a business entity, you represent and warrant that you are authorized to bind the entity to this Agreement;
D. you will always use your Provider Account or User Account (as applicable) and the Services in compliance with this Agreement, applicable laws and regulations, and any other policies provided to you by us, and you will not (nor assist any third party to) use the Services to commit any illegal acts;
E. you will not transfer your Provider Account or User Account (as applicable) to another party or allow any other person to access or use your account without our consent;
F. you will not use the Services to engage in physically or verbally abusive or threatening conduct or otherwise contact the other users of the Services for any purpose other than in relation to booking Next Door Kid services or to ask questions in relation thereto; and
G. Service Providers will not employ any child to provide Next Door Kid services in violation of any applicable child labor laws.
10. Understanding User Risk. Our Services enable homeowners to request and pay Next Door Kid providers for Services. Next Door Kid Service providers are independent contractors who are not employed, retained, sponsored by Abgaro or otherwise under our control. ABGARO IS NOT RESPONSIBLE FOR AND PROVIDES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICE PROVIDERS INCLUDING, WITHOUT LIMITING THE FOREGOING, THE ABILITY, EXPERIENCE, SUITABILITY, TIMELINESS, QUALITY OF PERFORMANCE, CONDUCT, ACTS, OMISSIONS AND AVAILABILITY OF THE SERVICE PROVIDERS. WE DO NOT WARRANT OR GUARANTEE THAT A SERVICE PROVIDERS HOLD ANY BUSINESS LICENSE OR COMMERCIAL LIABILITY INSURANCE. YOUR USE OF A NEXT DOOR KID SERVICES PROVIDER IS ENTIRELY AT YOUR OWN RISK. YOU EXPRESSLY WAIVE AND RELEASE ABGARO FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, LOSSES, DAMAGES, OR EXPENSES, INCLUDING, BUT NOT LIMITED TO, ATTORNEY’S FEES, ARISING FROM OR IN ANY WAY RELATED TO YOUR USE OF THE SERVICES PROVIDERS via the NEXT DOOR KID SERVICES PLATFORM.
11. Disclaimers. Abgaro provides Services that enable homeowners to have their outdoor chores done by third-party service providers. YOU ACKNOWLEDGE AND AGREE THAT THE NEXT DOOR KID SERVICES ARE PROVIDED “AS IS.” THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ABGARO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. NO STATEMENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ABGARO, ITS SERVICE PLATFORM, OR FROM THE THIRD PARTY PROVIDERS OF THE SERVICES, WILL CREATE ANY WARRANTY BY US, WHICH IS NOT EXPRESSLY MADE HEREIN. ANY WARRANTY GIVEN TO A USER BY A NEXT DOOR KID SERVICE PROVIDER IS A WARRANTY OF THE PROVIDER, AND NOT ABGARO.
12. Limitation of Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RIGHTS YOU HAVE TO SUE OR MAKE CLAIMS AGAINST ABGARO AND ITS SUBSIDIARIES, MEMBERS, DIRECTORS, OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, SUCCESSORS AND ASSIGNS (THE “ABGARO PARTIES”) FOR ANY DAMAGES OR LOSSES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, ANY PERSONAL INJURY OR PROPERTY DAMAGE SUFFERED BY YOU OR ANY OTHER PERSON RELATING TO THE PROVISION OF NEXT DOOR KID SERVICES BY THIRD PARTY PROVIDERS, OR FROM ANY BREACH OF WARRANTY OR OTHER OBLIGATION BY ANY THIRD PARTY PROVIDER. ABGARO SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES), INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF GOODWILL, SERVICE INTERRUPTION, OR THE COST OF SUBSTITUTE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.
13. Indemnification. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ABGARO SHALL NOT BE LIABLE FOR AND YOU SHALL INDEMNIFY, DEFEND AND HOLD THE ABGARO PARTIES HARMLESS FROM AND AGAINST ANY CLAIMS, DEMANDS, CONTROVERSIES, LIABILITIES, LOSSES, DAMAGES, COSTS AND EXPENSES, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY’S FEES (COLLECTIVELY, THE “CLAIMS“), ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESS TO OR USE OF THE SERVICES OR YOUR VIOLATION OF THE TERMS OF THIS AGREEMENT.
14. Intellectual Property Rights. All intellectual property rights, including, but not limited to copyrights, patents and inventions (whether patentable or not), trademarks, service marks, and other trade dress, trade names, logos, and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) utilized by Abgaro in any domain, documents and other materials in relation to the Services, shall be the property of Abgaro. For the purpose of clarification, and without limiting the generality of the foregoing definition, the entire contents of the Services platform(s), features and functionality (including, but not limited to, all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Abgaro or its licensors and are protected by United States and international intellectual property or proprietary rights laws.
A. Grant of Limited License. We hereby grant you a limited license to use our Intellectual Property Rights on a non-exclusive, non-transferable, non-sublicenseable, royalty-free and perpetual basis, for your personal use only, and to the extent necessary to enable you to make reasonable use of the Services. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Services, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print or download one copy of a reasonable number of pages of our website and/or mobile applications for your personal use, and not for further reproduction, publication or distribution.
The grant of the above limited license does not include, without limitation:
the right to modify any portion of the Services, except through page storing;
the right to collect and use any Service listings, pricing, or descriptions;
the right to make derivative uses of the Services and their contents; or
the right to use any data mining or similar data gathering and extraction methods.
B. Copyright Complaints: We respect the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please contact us immediately via e-mail to: firstname.lastname@example.org
15. Alternative Dispute Resolution.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS TO BRING AN ACTION IN COURT.
a. Dispute Resolution. You agree that prior to initiating any action or proceeding against Abgaro with respect to any Claims arising from your use of the Services or disputes relating to this Agreement, you must first send us a written Notice of Dispute, in which you must provide your name and contact information, and briefly describe the nature of your dispute and the relief you seek from Abgaro. If you and Abgaro are unable to resolve the Claims described in the Notice of Dispute within thirty (30) days after the date Notice is sent (in accordance with Section 15(B), either you or Abgaro may initiate arbitration proceedings.
b. Agreement to Arbitrate. EXCEPT AS EXPRESSLY PROVIDED HEREIN, YOU AND ABGARO EACH HEREBY AGREE ALL DISPUTES BETWEEN YOU AND ABGARO (WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE) RELATING IN ANY WAY TO OR ARISING OUT OF THIS AGREEMENT, YOUR USE OF OR ACCESS TO THE SERVICES, SHALL BE RESOLVED EXCLUSIVELY THROUGH FINAL, BINDING, AND CONFIDENTIAL ARBITRATION, RATHER THAN IN COURT. ARBITRATION SHALL BE BEFORE THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) AND VENUED IN CLEVELAND, OHIO. THE FEDERAL ARBITRATION ACT (9 U.S.C. section 1 et. seq.) SHALL GOVERN THE INTERPRETATION AND ENFORCEMENT OF THIS AGREEMENT. ANY AND ALL DISPUTES REQUIRED TO BE SUBMITTED TO MANDATORY ARBITRATION SHALL BE SO SUBMITTED WITHIN ONE (1) YEAR FROM THE DATE THE DISPUTE FIRST AROSE OR SHALL BE FOREVER BARRED. Alternatively, and provided the claims qualify, either party may assert its claims against the other party in a small claims court situated in Cuyahoga County, Ohio. The foregoing notwithstanding, each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s intellectual property rights.
c. Waiver of Class Actions. YOU AND ABGARO AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, UNLESS BOTH YOU AND ABGARO AGREE OTHERWISE, IT BEING UNDERSTOOD THAT THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY SUCH CLASS ACTION RIGHTS. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an action or proceeding involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
d. Arbitration Procedures. The arbitration will be conducted by AAA under its rules and procedures, including the AAA’s Commercial Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate. The AAA’s rules and fee schedules are available at www.adr.org or by calling the AAA customer service at 1-800-778-7879. The parties shall share the administrative costs of the arbitration equally. Each party shall be responsible for its own attorney and expert fees, unless properly awarded by the arbitrator under applicable law. An arbitrator can award the same damages and relief that a court can award to an individual, provided however, the arbitrator’s award must be consistent with the Limitation of Liability section of this Agreement. The arbitrator shall apply the governing substantive law when making the award. The arbitrator’s award shall be final and binding on both parties, except that if the award for a party is $0 or against a party is in excess of $50,000, or includes an award of injunctive relief against a party, that party may request a new arbitration under the AAA rules by a three-arbitrator panel. The appealing party requesting new arbitration shall be responsible for the filing and for other costs subject to a final determination of the arbitrators of a fair appointment of costs.
16. Miscellaneous Terms and Provisions.
A. Independent Contractor Relationship. The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
B. Notices. All notices shall be in writing, delivered by personal delivery, nationally recognized courier or by registered mail (in each case, return receipt requested, postage prepaid), and addressed to the address set forth in Section 1 (if to Abgaro) or to the address designated in the Provider Account or the User Account (as applicable).
e. Applicable Law. By using the Services, you agree that the laws of the State of Ohio, without giving effect to its conflicts of laws principles, will govern this Agreement and any dispute that might arise from your access to and use of the Services and any resulting transactions.
g. Severability. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
h. Non-Waiver. No course of dealing or failure of Abgaro to strictly enforce any term, right or condition of this Agreement shall be construed as a waiver of that term, right or condition, or any other right that Abgaro may have.
i. No Assignment. You may not assign any of your rights or delegate any of your obligations under this Agreement without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void.
j. No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns. Nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever.