IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. IN PARTICULAR, PLEASE REVIEW THE
MUTUAL ARBITRATION PROVISION AND CLASS ACTION WAIVER.
This Agreement constitutes a legal agreement between you ("you" or "User" or
“Property Manager”) and Tidy Services, Inc.. d/b/a TIDY and its affiliates, parents, and subsidiaries
(collectively, "TIDY" or "us"). This Agreement governs your use of the TIDY Software from the website, the
mobile applications, the API, or any integration (collectively referred to as the “TIDY Software”).
By accessing, using or registering with the TIDY Software or any portions thereof,
you hereby expressly acknowledge and agree to be bound by the terms and conditions of this Agreement, and any
future amendments and additions to this Agreement as we may publish from time to time. Please read this
Agreement carefully. If you do not agree to accept and be bound by this Agreement, you must immediately stop
using the TIDY Software. TIDY's acceptance is expressly conditioned upon your assent to this Agreement in its
entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this
By using the TIDY Software, you represent and warrant that: (i) you are at least 18
years old, are at least of the legally required age in the jurisdiction in which you reside, and are otherwise
capable of entering into binding contracts; and (ii) you have the right, authority and capacity to enter into
this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where
you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you
have authority to act on behalf of that entity and to bind that entity to this Agreement.
1 Description of the Software and TIDY Services
The TIDY Software is used by multiple parties. This agreement is for any User not
using TIDY as a Service Provider, including property managers, property owners, renters, occupants, and others
who request services to a property or manages vendors booked to a location (“Property Managers”). It is also
used by Service Providers to manage their independent businesses, those terms are at
www.tidy.com/legal/pro-terms (“Service Providers”).
There is no fee to use the TIDY Software for many purposes, including managing your
TIDY does not take part in the interaction between Service Providers and Property
Managers. TIDY does not have control over the quality, timing, legality, failure to provide, or any other
aspect whatsoever of any Services provided by any Service Provider, including any Service Request via TIDY,
nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Property Managers or
Service Providers. TIDY does not have control over the quality, timing or legality of Services delivered by
Service Providers. TIDY makes no representations about the suitability, reliability, timeliness, or accuracy
of the services requested and provided by Property Managers or Service Providers identified through the
Service whether in public, private, or offline interactions.
At no time does TIDY provide any in home service offered by Service Providers, TIDY
solely provides software for use by Property Managers and Service Providers. For example, TIDY does not offer
cleaning, window washing, carpet cleaning, lawn care, HVAC services, or other physical, in-home services. At
all times you control the price you are willing to offer for any Service Request to one or more Service
Provider (the “Service Provider Fee”). You can also pay one or more Service Providers to be a Standby in case
another Service Provider cannot make it (a “Service Provider Standby Fee”). You can also purchase protection
of some kind from TIDY, including a Satisfaction Guarantee (the “Protection Fee”). The protection fee shall be
the rate listed on the website, any may vary based on underwriting. Allocating budget between these fees and
Service Providers can be difficult, so you can use the TIDY software to assist you for a fee (the “Concierge
Fee”). The combination of all fees for a service is called the “Combined Contract Rate”. The Combined Contract
Rate less any Service Provider Fees, Service Provider Standby Fees, and Protection Fees shall be the Concierge
Fee. The Concierge Fee shall be at least 5% of the “Combined Contract Rate”. Typically, increasing the
Combined Contract Rate shall increase the quality and reliability of a given service, but it is always in your
control. After any service, you shall remit all fees in accordance with your account settings.
If you find a Service Provider via TIDY, then you agree to use the TIDY Software and pay the
associated Concierge Fee for any jobs you have with that Service Provider a period of 3 years
following your first booking with that pro. If you elect to not pay the concierge fee
but continue to use a Service Provider found via TIDY, you shall incur a fee of $150.
2 Relationship of the Parties
Property Managers book and manage Service Providers directly. Each Service
Provider has represented and warranted that they are an independently established business entity and no
Service Provider has been engaged by TIDY to perform services on TIDY's behalf. Both Service Providers and
Property Managers are customers of TIDY, using the TIDY Software.
This Agreement shall not be construed to create any association, partnership,
joint venture, employee, worker or agency relationship between Service Provider and TIDY or User and TIDY.
User has no authority (and shall not hold himself or herself out as having authority) to bind TIDY and User
shall not make any agreements or representations on TIDY's behalf without TIDY's prior written consent. TIDY
will not be responsible for withholding or paying any income, payroll, Social Security, or other federal,
state, or local taxes, making any insurance contributions, including unemployment or disability, or
obtaining workers' compensation insurance on Service Provider's behalf.
Property Managers are responsible for determining their proper status with
respect to Service Providers, including whether they are employees of Property Managers or not. Under no
circumstances shall any Service Provider shall be considered an employee of TIDY. User can use their booking
constraints to satisfy legal requirements they may have, but TIDY does not represent that such constraints
or certifications made by Service Providers are accurate, except to the extent outlined in a specific
2.1 No Employment
TIDY provides software to manage independent Service Providers. TIDY is not the
employer of any of these Service Providers. You acknowledge that we do not supervise, direct, or control a
Service Provider’s work or any Services performed in any manner. Service Providers provides services to you as
a separate business entity, and is not an employee, joint venture, partner, agent, or franchisee of TIDY for
any purpose whatsoever.
3 Personal and Account Information
3.1 Collection of your Personal Information.
Some of the materials available on the TIDY Software may require prior registration
to access. If you decide to access such materials you will be required to register. We may refuse to grant
you, and you may not use, a username, email address or screen name that is already being used by someone else;
that may be construed as impersonating another person; that belongs to another person; that violates the
intellectual property or other rights of any person; that is offensive; or that we reject for any other reason
in our sole discretion. When you complete a registration with us, you will be required to provide certain
personal information. You agree that such information will be true, accurate and complete, and that you will
update this information promptly when it changes. If you provide any information that is untrue or inaccurate,
not current, or incomplete, or if we suspect that your information is untrue or inaccurate, not current, or
incomplete, we may, in our sole discretion, suspend or terminate your right to access any material for which
registration is required. Any personally identifiable information supplied hereunder will be subject to the
3.2 Account, Password and Security.
You are the sole authorized user of your account. You are responsible for
maintaining the confidentiality of any username, password and account provided by you or us for accessing the
TIDY Software. You are solely and fully responsible for all activities that occur under your password or
account, except that TIDY may, in certain circumstances, access your account to make changes that you request.
TIDY 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 at tidy.com. You are
responsible for actions that occur from your loss of or sharing of your username or password, so keep it safe.
Nothing in this section shall affect TIDY's rights to limit or terminate the use of the TIDY Software, as
provided below in this agreement. You will provide us with such proof of identity as we may reasonably
request from time to time.
3.3 Text Messages and Phone Calls.
By using the TIDY Software, you expressly consent and agree to accept and receive
communications from us, including via text (SMS) messages, calls, push notifications and other reasonable
means at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or
other applicable "Do Not Call" list, in order that we may provide the services set forth on the TIDY Software.
Standard messaging charges applied by your cell phone carrier may apply to text messages we send. You
represent that you have received, and are authorized to convey to us, the consent of any authorized users on
your account to be contacted by us as described in this Section. You agree that all consents provided in this
Section will survive cancellation of your account. You may opt-out of receiving promotional or marketing texts
or calls from TIDY at any time. You may opt-out of receiving all text (SMS) messages from TIDY (including
informational or transactional messages) by replying with the word "STOP" to a text message from us; however
you acknowledge that opting out of receiving all texts may impact your use of the TIDY Software or the
Services. You also acknowledge that TIDY or its third party software providers may record customer service
calls after notice to you and with your consent, in order to assist you when you contact our customer support
services. You agree to TIDY's use of a software provider to mask your telephone number when you call or
exchange text (SMS) messages with a Service Provider. During this process, TIDY and its software provider will
receive in real time and store call data, including the date and time of the call or text (SMS) message, the
parties' phone numbers, and the content of the text (SMS) messages. You agree to the masking process described
above and to TIDY's use and disclosure of this call data for its legitimate business purposes.
TIDY may send you confirmation and other transactional emails. TIDY and its
affiliates, subsidiaries, parents may also send you emails about other 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.
3.5 False Information
TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE
NUMBER, ADDRESS OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT
COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO TIDY, USERS, AND SERVICE PROVIDERS AS WELL AS THE
LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER,
COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION INTO
YOUR ACCOUNT, INCLUDING BUT NOT LIMITED TO SOME ONE ELSE`S NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE
NUMBER OR A RANDOM OR MADE UP NAME, ADDRESS, E-MAIL OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE
TO TIDY AND EACH USER, FOR THE GREATER OF: (1) A MINIMUM AMOUNT OF $11,000 TO EACH OF TIDY AND EACH OF THE
AFFECTED USERS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT
INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER
SUBMISSION, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE, OR (2) THE ACTUAL
DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE
FROM SUCH INTENTIONAL, MISLEADING, HARMFUL AND FRAUDULENT ACTIVITY, PLUS REASONABLE LEGAL FEES, COST AND
EXPENSES RELATING THERETO, WHICHEVER IS GREATER.
4.1 Content License
TIDY may, from time to time, provide written or graphical content in various
forms (“TIDY Content”). TIDY grants User a revocable, non-exclusive, non-sublicensable, non-non-transferable,
license to use the TIDY Content solely for use of the TIDY Software and, where applicable, subject to the
terms of this agreement. User may not resell or distribute any TIDY Content. TIDY will continue to
retain sole and exclusive ownership TIDY Content.
Restrictions. You expressly agree that TIDY Content shall not be incorporated
into a trademark or service mark.
4.2 License to TIDY Technology
License Grant. In consideration for the fees paid by you hereunder (or during
the free trial), TIDY hereby grants you (i) a limited revocable, non-exclusive, non-sublicensable,
non-non-transferable, license to use the "TIDY Technology" (defined below) solely for your business use. The
TIDY Technology license shall immediately and automatically terminate upon termination or expiration of this
Agreement, or your breach of the terms of this Agreement. User may not resell or distribute any of the TIDY
Technology. All right, title and interest in and to the TIDY Technology shall remain solely with TIDY. You
shall not, directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to derive
source code or other trade secrets from any of the TIDY Technology.
"TIDY Technology" means TIDY's proprietary technology, including, without
limitation, TIDY services, hardware designs, software (in source code and object code forms), user interface
designs, architecture,documentation, know-how, trade secrets,any related intellectual property rights
throughout the world (owned by TIDY or licensed to TIDY from a third party), and any derivatives,
modifications or extensions of TIDY Technology conceived of during the term of this Agreement by either
4.3 License from You to TIDY
You hereby grant to TIDY a non-exclusive, royalty-free, worldwide right and
license during the Term to use any & all of the text, images, content, and other data which you add,
upload, or provide ("User Content") in order for TIDY to provide its software and services. Except for the
rights expressly granted above, TIDY is not acquiring any right, title or interest in or to the User
Content, all of which shall remain solely with User.
Any derivative works of TIDY Content created by User or User’s pros or
affiliates, shall not be considered "User Content", but shall be deemed to be TIDY Content.
User gives TIDY permission to use any and all of User's voice, image,
likeness, and any ratings and reviews, with or without using User's name, in connection with the products
and/or services available through the TIDY Software, for any purpose deemed appropriate by the TIDY in its
reasonable discretion, except to the extent expressly prohibited by law.
User represents and warrants they have all legal rights to use any User
5 Background Checks and Licensing
Although you can require background checks from Service Providers, TIDY cannot
confirm that a User or Service Provider is who they claim to be. TIDY does not assume any responsibility for
the accuracy or reliability of this information or any information on the Service. Background checks are
completed by one or more third party background check services. However, each User should exercise caution and
common sense to protect its personal safety and property, just as you would when interacting with any person
whom you do not know.
The Background Check Certification means that a third party background check
provider ran their check, and could not find evidence at the time that the Service Provider was on the sex
offender registry, national terror watchlist, or had a theft or safety related issue on the Federal repository
or County repository in which they reside.
Certain states may require state-level licensing for services. We recommend you
confirm these licensing requirements with the Service Provider and the applicable state and local licensing
authorities. In some states, licensing may be required by the county or local authority in which the work is
being performed. We recommend you confirm these licensing requirements before proceeding. We always recommend
that you ask the Service Provider to provide you with a copy of their license.
TIDY CANNOT AND DOES NOT WARRANT OR REPRESENT THAT A SERVICE PROVIDER’S PROFILE OR
BACKGROUND CHECK CERTIFICATION IS UP TO DATE. TIDY IS UNDER NO OBLIGATION TO UPDATE A BACKGROUND CHECK OR
BY USING THE TIDY SOFTWARE AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE REQUESTER
AGREES TO HOLD TIDY FREE FROM THE RESPONSIBILITY FOR ANY LIABILITY OR DAMAGE THAT MIGHT ARISE OUT OF ANY
ACTION OR SERVICE BY A SERVICE PROVIDER. TIDY IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE,
OF ANY USER INCLUDING SERVICE PROVIDERS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN
CONNECTION WITH ANY SERVICE BOOKED WITH A SERVICE PROVIDER.
6 Billing and Payment Policy
Property Managers are obligated to pay all fees owed to TIDY, unless specifically
notified otherwise. You can select in your account from various payment methods and time frames, subject to
credit restrictions at TIDY's sole discretion. You authorize TIDY to charge for any payments owed in
conjunction with your account settings.
No refunds or credits will be provided once the TIDY Service Request's credit card
has been charged. At TIDY's sole discretion, refunds or credits may be granted in extenuating circumstances,
as a result of specific refund guarantee promotions, to refund back refundable credit on your account, or to
correct any errors made by TIDY.
While TIDY 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 TIDY harmless for any
damages that may result therefrom. TIDY will use third party services to process credit card information. For
further information regarding that service, please contact TIDY to request information about TIDY's credit
card processing providers.
You will be liable for all transaction taxes on the services provided under this
Agreement (other than taxes based on TIDY's income).
TIDY offers the ability to pay in advance of scheduled to load credit for use with
TIDY fees and for fees owed to Service Providers under agreement with them (a “Pay Ahead Purchase”). When
making a Pay Ahead Purchase, you are purchasing the following: (a) The right to have no price changes for
Concierge Fees for a period of 90 days. (b) A discounted rate on concierge fees. (c) Paid email support with
our TIDY Concierge for the following 90 days. (d) The guaranteed right to use TIDY software during a period of
at least 90 days.
Except where prohibited by law, all sales (including Pay Ahead Purchases) are final
with the following exceptions. Up to 90 days after purchasing the appointment reservation (the date the charge
is made on your card to reserve an appointment), you can cancel your reservation and receive a refund as long
as (a) you have an account in good standing, (b) you have no balance due, (c) there are no ongoing disputes
with TIDY, including no credit card disputes, and (d) you have canceled all reservations with over 24 hours
notice. You can exercise these rights online or by emailing email@example.com.
7 Third Party Sites
Links from TIDY Software to sites or applications operated or controlled by third
parties do not constitute the endorsement by TIDY of the site or their content. Any links are for reference
only, and TIDY is not responsible for their content. YOU ACCESS THIRD PARTY SITES AT YOUR OWN RISK AND YOU
AGREE TO HOLD TIDY HARMLESS FROM ANY LIABILITY THAT MAY RESULT FROM THIRD PARTY SITES.
8 Limitations of Use of the Software
During the term of this Agreement, You may only use the TIDY Software for your
personal use or the use of a person or organization that you validly represent. You may only use TIDY in
connection with locations where you are legally authorized to do so. You agree to follow all applicable laws
and regulations in conjunction with any use of the software. Any agreement or contract with the Service
Provider is between You and the Service Provider and subject to their terms.
You shall NOT use the TIDY Software to do any of the following:
Use the TIDY Software in any manner that is in violation of local, state, or
Use the TIDY Software for any service type and/or location that could create
an employment relationship between TIDY and Service Provider or TIDY and yourself.
Use the TIDY Software to collect information about Property Managers or
Service Providers in bulk.
Use the TIDY Software to solicit for any other business, website, or
Resell the TIDY Software.
Impersonate another person or allow any other person to use your
identification or your account.
Post the same note repeatedly (referred to as 'spamming').
Imply that you are endorsed by us, without our prior written consent.
Reverse engineer, translate, modify, adapt, license, sublicense, alter, copy,
distribute, hack or interfere with the TIDY Software in any way.
Use a robot, spider, or other manual/automatic process to scrape or index the
TIDY Software in any manner.
Remove or alter any copyrights, trademarks or proprietary marks and rights
owned by us.
Register to use the TIDY Software under different usernames or identities,
after your account has been suspended or terminated.
Mirror or archive any part of the TIDY Software or TIDY content.
Forge any part of an electronic message.
Alter transmission data without TIDY's consent.
Use the Software with the intent of reselling it.
9 Credit, Promotions, and Gifts
Credits given can only be applied towards future TIDY fees. Any and all credits
added to an account expires 90 days after the credit is first added to an account unless otherwise specified
or unless prohibited by law. Expired credits cannot be used. Note this explicitly does not apply to any
credits added from gift cards.
Changes to Promotions. We may from time to time provide certain promotional
opportunities. All promotions will be run at our sole discretion, and can be activated, modified or removed
at any time by us without advance notification.
Promotional Coupons.TIDY reserves the right to cancel promotional coupons at
any time. No refunds will be granted for any expired or canceled promotional coupons. Coupons have no
intrinsic value, are nonrefundable, are not redeemable for cash, have no cash value, and serve merely as a
means to recognize and provide an incentive to use the TIDY Software. Promotional coupons will not be
applied against any sales, use, gross receipts or similar transaction based taxes that may be applicable to
you. Each promotional coupon can only be used once.
Referral Discounts. In the event that you are given a code through which you
may refer a friend to use the TIDY Software in exchange for a referral discount, 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. TIDY referral
discounts are redeemable only for Concierge Fees. TIDY referral discounts have no cash value and are not
redeemable for cash unless otherwise required by law. Without limiting our other rights and remedies, we may
terminate such code and/or your account for any breach of this Section.
9.3 Gift Cards
Gift Cards are redeemable only for use for Fees for TIDY or the Combined
Contract Rate (depending on your account settings). Gift Cards have no cash value and are not redeemable for
cash unless otherwise required by law.
Gift Cards must be presented at the time of purchase and any available
balance will be applied to your purchase.
Gift Cards do not expire and there are no inactivity, dormancy or service
fees associated with Gift Cards.
Gift Cards are not replaceable if lost or stolen, and cannot be combined with
any other coupons.
Gift Cards cannot be used for any previous purchase or the purchase of
another Gift Card.
We reserve the right to limit quantities of Gift Cards purchased by any
person or entity and to cancel a Gift Card if we believe that the Gift Card was obtained through fraudulent
or unauthorized means.
No credit card, credit line, overdraft protection, or deposit account is
associated with your Gift Card.
A Gift Card is void if copied, altered, transferred, purchased or sold.
Unused Gift Card balances are not transferable, and you may not sell a Gift Card or otherwise barter for its
exchange although you may give a Gift Card to someone else as a gift.
Purchases of Gift Cards are final and not refundable. All sales are
We reserve the right to correct the balance of a Gift Card if we believe that
a billing error has occurred, and we disclaim all liability for any such billing errors.
Gift Cards and their use are subject to this Agreement (including the Privacy
Policy) and use of a Gift Card constitutes acceptance thereof. Applicable terms and conditions are subject
to change without notice. If the laws pertaining to a Gift Card require additional or different terms and
conditions, then such terms and conditions shall apply.
In the event you do not use your Gift Card for a certain period of time, we
may be required to turn over the remaining Gift Card balance to a state under such state's unclaimed or
abandoned property law. Although your Gift Card does not expire, if we are obligated to turn over the
remaining balance of your Gift Card under a state's unclaimed property law, by operation of law we will be
released from any further liability or obligation with respect to your Gift Card and you may be required to
contact the state's unclaimed property administrator to attempt to recover your unused Gift Card balance. To
protect your right to continue to use your remaining Gift Card balance, we will make reasonable efforts to
exempt your Gift Card from state unclaimed property laws.
10 Intellectual Property Complaints
TIDY respects the intellectual property of others and will respond to detailed notices of
alleged infringement. In the event that a person or entity has a good faith belief that a Service Provider or
User is infringing on their Intellectual Property please email firstname.lastname@example.org with as much detail as
possible. We will follow up with all legally required actions.
11 Modifications to the Software
We reserve the right in our sole discretion to review, improve, modify or
discontinue, temporarily or permanently, the TIDY Software or any content or information on the TIDY Software
with or without notice. We will not be liable to any party for any modification or discontinuance of the TIDY
12 TIDY Subscriptions, Fees, and Payment Terms
TIDY Software is generally offered as a subscription payable for what you
use. The fees are set forth online or in the app. All fees are non-refundable and non-transferable
except for as expressly provided in these Terms of Service. Each Service Provider authorizes us to confirm
that the payment method on their Account is in good standing with a financial institution as long as the
Service Provider has an active Subscription.
We reserve the right to adjust pricing for any subscription at any time upon
fourteen (14) days prior notice and beginning on your next billing cycle. You must agree to the change in
fees to continue to use the Services.
You may terminate any subscription at any time online in your app. You will
not be eligible for a prorated refund or any portion of the Subscription fees paid for the then-current
subscription cycle. Following cancellation, you will continue to have access to the TIDY Software through
the end of your current billing cycle.
Additional fees may apply for features that will be expressly laid out in the
app. Examples include payment processing, Jobs Requested Through TIDY, and communication charges.
13 Dispute Resolution between Service Providers and
You may offer multiple dispute resolutions with Service Providers you book,
including dispute resolution by TIDY. It is not required to use TIDY for dispute resolution unless both you
and the Service Provider agreed to do so.
If using TIDY for dispute resolution. You agree to abide by and to follow the
terms of the TIDY 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 dispute between you and your Service
Provider; however we are not liable to you or any Service Provider if such matters cannot be resolved.
If you lose any dispute with a Service Provider and are using TIDY for
dispute resolution, we reserve the right to withhold the disputed amount from future payments or charge any
payment method as needed.
If you win any dispute with a Service Provider, we can withhold fees from
them where possible but are otherwise unable to provide any collection services.
Property Managers shall defend, indemnify and hold harmless TIDY and its
affiliates, parents, subsidiaries, and partners and their respective officers, directors, employees, agents,
successors, and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments,
interest, awards, penalties, fines, costs, or expenses of whatever kind (including reasonable legal fees)
arising out of or resulting from: (a) bodily injury, death of any person, theft or damage to real or
tangible, personal property resulting from User’s acts or omissions; and (b) User’s breach of any
representation, warranty, or obligation under this Agreement.
The Services booked by the User pursuant to this Agreement are fully and
entirely User's responsibility. TIDY is not responsible or liable for the actions or inactions of a Service
Provider or other third party in relation to the Services booked by User using TIDY Software. User
understands, therefore, that by using the TIDY Software, User may be introduced to third parties in relation
to whom TIDY has not conducted any background or reference checking, that may be potentially dangerous, and
that User uses the TIDY Software at his/her own risk.
15 Satisfaction Guarantee & Protection
Satisfaction Guarantee. If you have elected to pay the “Protection Fee”, the
most common protection purchased is the “Satisfaction Guarantee”. The Satisfaction Guarantee means that if
you are unhappy for any reason you may request credit for an additional service to come help fix the issue.
Your request must be sent within 72 hours of booking. For services where you book a length of time, the
credit will be for 1 additional hour. For services booked to completion, the credit will be to complete the
task. If there are no available Service Providers available within 30 days after granting the Satisfaction
Guarantee, you can receive a 100% refund for that particular service. The Satisfaction Guarantee includes
limited Damage Claim coverage, as described below.
Additional protection. We can offer additional protection on jobs which can
include things that are not covered like theft, damage, money back guarantee, and other protections. These
are not included by default, and subject to a separate agreement and quoting.
16 Insurance & Liability & Damage Claims
It is the sole responsibility of the User to ensure that both You and Service
Provider have adequate insurance to protect yourself and the Service Provider, this may include commercial and
general liability insurance, workers' compensation insurance (or, if permitted by law, occupational accident
insurance), unemployment insurance, liability insurance, and other forms of insurance as necessary to protect
yourself and the Service Provider.
If you carry insurance that would cover you in the event of a claim, such as
renter’s insurance, homeowner’s insurance, automobile insurance or an umbrella policy (“Personal Insurance”),
You agree that your Personal Insurance is primary and any coverage offered by TIDY would be secondary. TIDY
shall never compensate for losses covered by your Personal Insurance.
16.1 Limited Damage Claims
If you have purchased our Satisfaction Guarantee, or other coverage that includes a
damage claim coverage, you have the ability to use TIDY’s Limited Damage Claim coverage. You acknowledge the
In order for claims to be considered, damage must be reported within 72 hours
of the job start time, a claim must be filed within 14 days of the appointment, and you must be up to date
with any payments at the time the claim is processed. Any claims that do not meet these criteria will not be
All claims will be resolved based on the merits of the claims
Damage claims are ultimately made against the Service Provider, and subject
to your terms with that provider. TIDY’s acceptance or denial of any claim under our Limited Damage Claim
process does not modify your contractual arrangement with a Service Provider. Denial or Acceptance of a
claim does not prevent you or Service Provider from seeking other contractual remedies.
Proof of damage and original value of the damaged item(s) is required. Claims
will not be considered without detailed documentation.
TIDY does not guarantee replacement or reimbursement for the original cost of
an item, and will determine the fair market value. If fair market value cannot be determined, TIDY can
reimburse 25% of the cost of a similar replacement item. TIDY shall be the sole determiner of fair market
value, or the cost of a similar replacement item. For any repair, TIDY shall reimburse for a low cost
provider to repair an average version of the object. TIDY shall be the sole determiner of the eligibility of
The maximum aggregate liability under any damage claim coverage is $1,000
unless a higher amount is expressly agreed to in writing.
All approved claims will be only reimbursed as credit toward future Fees.
You must complete process steps as directed by TIDY in order to process the
16.2 Disclaimer of Warranties
EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, USE OF THE SERVICE IS ENTIRELY
AT YOUR OWN RISK.
THE SERVICE 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 TIDY NOR ITS AFFILIATES OR LICENSOR WARRANT
THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY
WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, OR AS TO THE TIMELINESS,
ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY OR SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR
IN CONNECTION WITH THE USE OF THE SERVICE.
WITHOUT LIMITING THE FOREGOING, NEITHER TIDY NOR ITS AFFILIATES OR LICENSOR WARRANT
THAT ANY SERVICE WILL OCCUR WHATSOEVER. TIDY IS SOLELY A SOFTWARE MANAGEMENT TOOL.
NEITHER TIDY NOR ITS AFFILIATES ARE RESPONSIBLE FOR ANY DAMAGE, INJURY, OR THEFT TO
YOU OR YOUR PROPERTY AS A RESULT OF ACTIONS BY YOU OR TIDY SERVICE PROVIDERS. YOU ARE RESPONSIBLE FOR
PHYSICALLY SECURING ALL VALUABLE ITEMS.
NEITHER TIDY NOR ITS AFFILIATES OR LICENSOR WARRANT THAT THE SERVICE IS FREE FROM
VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS.
TIDY AND ITS AFFILIATES AND LICENSOR CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL
INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY
16.3 No Liability
YOU AGREE NOT TO HOLD TIDY, ITS AFFILIATES, ITS LICENSOR, OR ANY OF SUCH PARTIES'
AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS LIABLE FOR ANY DAMAGE, 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 SERVICE, INCLUDING WITHOUT LIMITATION ANY LIABILITIES
ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING,
HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY), ANY
DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY TIDY OR ITS AFFILIATES OR
LICENSOR, ANY DESTRUCTION OF YOUR INFORMATION.
YOU WARRANT THAT YOU ARE HEALTHY ENOUGH TO USE THE SERVICE, AND AGREE NOT TO HOLD
TIDY, ITS AFFILIATES, ITS LICENSOR, OR ANY OF SUCH PARTIES' AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE
PARTNERS, OR PARTICIPANTS LIABLE FOR ANY INJURY WHATSOEVER (INCLUDING WITHOUT LIMITATION INJURY RELATED TO
PREGNANCY OR ALLERGIES).
UNDER NO CIRCUMSTANCES WILL TIDY ITS AFFILIATES, ITS LICENSOR, OR ANY OF SUCH
PARTIES' AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS BE LIABLE FOR ANY DIRECT,
INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR
INABILITY TO USE THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO
IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT TIDY OR ITS
AFFILIATES, ITS LICENSOR, OR ANY OF SUCH PARTIES' AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS,
OR PARTICIPANTS IS 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 TIDY DURING THE SIX (6) MONTHS PRIOR
TO THE TIME SUCH CLAIM AROSE.
17 Term; Termination
This Agreement shall be effective as of the date it is executed by Property
Manager and shall remain in effect unless and until terminated as set forth in this Section (the Term).
The parties acknowledge that the term of this Agreement does not reflect an
uninterrupted service arrangement, as the User can use the TIDY Software intermittently.
TIDY and User may terminate this Agreement, effective immediately upon
written notice to the other party, in the event that other party materially breaches this Agreement. A
material breach shall include, but not be limited to, the acts or omissions expressly defined as
constituting a material breach herein, misconduct, TIDY's failure to make the software available, or User
fails to remit any Fees owed TIDY.
In the event there is a dispute whether TIDY or User materially breached the
agreement, and it cannot be resolved by informal negotiations, the parties agree to submit any such dispute
to final and binding arbitration, unless User exercises his/her right to opt out of arbitration, as
In addition to the foregoing, User may terminate the Agreement for any reason
upon fifteen (15) days' written notice.
TIDY may prevent you from booking in the event of a severe theft or safety
related concern is brought up by a Service Provider. Safety concerns include severe privacy violations. You
will have the right to appeal such removals.
17.3 Surviving Provisions.
After this Agreement terminates, the terms of this Agreement that expressly or by
their nature contemplate performance after this Agreement terminates or expires will survive and continue in
full force and effect. For example, the provisions requiring arbitration, class action waives, protecting
intellectual property, indemnification, payment of fees and setting forth limitations of liability each, by
their nature, contemplate performance or observance after this Agreement terminates. Without limiting any
other provisions of the Terms of Service, the termination of this Agreement for any reason will not release
you or TIDY from any obligations incurred prior to termination of this Agreement or that thereafter may accrue
in respect of any act or omission prior to such termination.
User may not assign this Agreement, absent written authorization by TIDY. TIDY may
freely assign its rights and obligations under this Agreement at any time. This Agreement will inure to the
benefit of, be binding on, and be enforceable against, each of the parties hereto and their respective
successors and assigns.
19 Dispute Resolution: Governing Law
19.1 Informal Negotiations.
To expedite resolution and reduce the cost of any dispute, controversy or claim
related to this Agreement or otherwise arising from the relationship between User and TIDY, User and TIDY
agree to first attempt to negotiate any dispute informally for at least thirty (30) days before initiating any
arbitration or court proceeding. Such informal negotiations will commence upon written notice of the dispute,
controversy, or claim. User's address for such notices is the address provided by the User to TIDY. TIDY's
address for such notices is electronic at email@example.com.
19.2 Mutual Arbitration Provision and Class Action Waiver.
TIDY AND USER MUTUALLY AGREE TO WAIVE THEIR RESPECTIVE RIGHTS TO THE
RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE IN ARBITRATION,
as set forth below. This Mutual Arbitration Provision is governed by the Federal Arbitration Act (9 U.S.C.
§§ 1-16) and shall survive the termination of this Agreement.
Except as expressly provided below, this Mutual Arbitration Provision shall
apply to any and all Claims (as defined below) between you and TIDY, including, but not limited to, any TIDY
d/b/as, affiliates, subsidiaries, parents, successors and assigns and each of TIDY’s respective officers,
directors, investors, insurers, employees, agents, or shareholders. This Mutual Arbitration Provision shall
also apply to any and all disputes and/or claims between you and any Client, and/or any other third-party
entity involved in requesting or in any way involved in making available, arranging and/or facilitating the
Services. The parties agree that Clients and the other third-parties referenced in this paragraph are
intended third-party beneficiaries of this Mutual Arbitration Provision.
EXCEPT AS EXPRESSLY PROVIDED BELOW, ALL DISPUTES AND/OR CLAIMS BETWEEN YOU
AND TIDY SHALL BE EXCLUSIVELY RESOLVED IN BINDING ARBITRATION ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND
REPRESENTATIVE ACTIONS AND CLASS ACTIONS ARE NOT PERMITTED.
Disputes and claims covered by this Mutual Arbitration Provision include, but
are not limited to, any dispute, claim or controversy, whether based on past, present or future events,
arising out of or relating to: this Agreement and any and all prior versions thereof (including the
formation, breach, termination, enforcement, interpretation or validity thereof), a Service Provider's
classification as an independent contractor, a Service Provider’s provision of Services, the payments
received by a Service Provider for providing Services, a User’s registration to use the TIDY Software,
disputes with any entity or individual arising out of or related to the use of the TIDY Software, background
checks, privacy, trade secrets, unfair competition, compensation, classification, minimum wage, seating,
expense reimbursement, overtime, breaks and rest periods, retaliation, discrimination or harassment and
claims arising under the Fair Credit Reporting Act, the Uniform Trade Secrets Act, the Defend Trade Secrets
Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. §1981, Rehabilitation Act, Civil Rights Acts of
1866 and 1871, the Civil Rights Act of 1991, the Pregnancy Discrimination Act, Equal Pay Act, Americans With
Disabilities Act, Age Discrimination in Employment Act, Family Medical Leave Act, Fair Labor Standards Act,
Employee Retirement Income Security Act (except for claims for employee benefits under any benefit plan
sponsored by the Company and (a) covered by the Employee Retirement Income Security Act of 1974 or (b)
funded by insurance), Affordable Care Act, Genetic Information Non-Discrimination Act, Uniformed Services
Employment and Reemployment Rights Act, Worker Adjustment and Retraining Notification Act, Older Workers
Benefits Protection Act of 1990, Occupational Safety and Health Act, Consolidated Omnibus Budget
Reconciliation Act of 1985, state or local statutes or regulations addressing the same or similar subject
matters, and all other aspects of the User's relationship with TIDY whether arising under federal, state or
local statutory and/or common law. The parties further agree that this Mutual Arbitration Provision covers
all claims or disputes between you and a third-party concerning the provision of any background check of you
by a consumer reporting agency and claims or disputes between you and any other third-party entity involved
in requesting or in any way involved in making available, arranging and/or facilitating the Services.
Except as stated in Section 19, only an 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, validity, enforceability, conscionability, and/or formation of this Mutual
If either party wishes to initiate arbitration, the initiating party must notify the
other party in writing via certified mail, return receipt requested and email, or hand delivery within the
applicable statute of limitations period and email. This demand for arbitration must include (1) the name
and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim,
and (3) a description of the remedy sought. Any demand for arbitration by Property Manager must be delivered
to: Tidy Services, Inc., 2093 Philadelphia Pike #1446 Claymont, DE 19703, United States.. The email shall be
CLASS ACTION WAIVER-PLEASE READ. TIDY AND
PROPERTY MANAGER MUTUALLY AGREE THAT BY ENTERING INTO THIS AGREEMENT TO ARBITRATE, BOTH WAIVE THEIR RIGHT TO
HAVE ANY DISPUTE OR CLAIM BROUGHT, HEARD OR ARBITRATED AS A CLASS ACTION AND/OR COLLECTIVE ACTION, AND AN
ARBITRATOR SHALL NOT HAVE ANY AUTHORITY TO HEAR OR ARBITRATE ANY CLASS ACTION AND/OR COLLECTIVE ACTION
(CLASS ACTION WAIVER). TIDY AND PROPERTY MANAGER MUTUALLY AGREE THAT BOTH ARE WAIVING THE RIGHT TO BRING,
PURSUE OR HAVE A CLAIM OR DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR
REPRESENTATIVE ACTION WAIVER-PLEASE READ. TIDY and
Service Provider mutually agree that by entering into this agreement to arbitrate, both waive their right to
have any dispute or claim brought, heard or arbitrated as a representative action, and an arbitrator shall
not have any authority to arbitrate a representative action ("Representative Action Waiver").
Notwithstanding any other clause contained in this Agreement, this Mutual
Arbitration Provision, or the AAA Rules, as defined below, any claim that all or part of the Class Action
Waiver and/or Representative Action Waiver is unenforceable, invalid, unconscionable, void or voidable may
be determined only by a court of competent jurisdiction and not by an arbitrator. As stated above, all other
disputes regarding interpretation, applicability, enforceability, or formation of this Mutual Arbitration
Provision shall be determined exclusively by an arbitrator.
Service Provider agrees and acknowledges that entering into this Mutual
Arbitration Provision does not change Service Provider's status as an independent contractor in fact and in
law, that Service Provider is not an employee of TIDY and that any disputes in this regard shall be subject
to final and binding arbitration as provided in this Mutual Arbitration Provision.
Where the relief sought is $50,000 or less, the arbitration will be conducted by
accordance with its Arbitration Rules & Procedures effective at the time a claim is made. Where the
relief sought is $50,001 or more, the arbitration will be conducted by the American
Arbitration Association (“AAA”) under its rules and procedures, including
the AAA’s Consumer Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate.
If the Parties are unable to resolve the claims in Informal Negotiation after 30 days,
either Party may initiate arbitration proceedings. A form for initiating arbitration proceedings is
available on the FairClaims website
or the AAA’s site.
(The AAA provides a Demand
for Arbitration form.) Any settlement offer made by you or Tidy shall not be
disclosed to the arbitrator.
Any FairClaims arbitration hearing shall be held via written submission, or
where requested, video conference. Any AAA arbitration hearing shall be held in the county in which you
reside or at another mutually agreed location. Either Party may elect to have the arbitration conducted by
telephone or based solely on written submissions, which election shall be binding on the Parties subject to
the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. In cases where an
in-person hearing is held, you and/or Tidy may attend by telephone.
The arbitrator will decide the substance of all claims in accordance with
applicable law, including recognized principles of equity, and will honor all claims of privilege recognized
by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users but is
bound by rulings in prior arbitrations involving the same TIDY user to the extent required by applicable
law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator
may be entered in any court having jurisdiction thereof.
The Parties agree that all communications and evidence related to the dispute
will remain confidential, and neither party shall take any action that will harm the reputation of any of
the other, or which would reasonably be expected to lead to unwanted or unfavorable publicity to either of
the Parties or entities.
The Arbitrator may issue orders (including subpoenas to third parties)
allowing the parties to conduct discovery sufficient to allow each party to prepare that party's claims
and/or defenses, taking into consideration that arbitration is designed to be a speedy and efficient method
for resolving disputes;
Except as provided in the Class Action Waiver and Representative Action
Waiver, the Arbitrator may award all remedies to which a party is entitled under applicable law and which
would otherwise be available in a court of law, but shall not be empowered to award any remedies that would
not have been available in a court of law for the claims presented in arbitration. The Arbitrator shall
apply the state or federal substantive law, or both, as is applicable;
The Arbitrator may hear motions to dismiss and/or motions for summary
judgment and will apply the standards of the Federal Rules of Civil Procedure governing such motions;
Either TIDY or Service Provider may apply to a court of competent
jurisdiction for temporary or preliminary injunctive relief on the ground that without such relief the
arbitration provided may be rendered ineffectual.
If the arbitrator issues you an award that is greater than the value of
Tidy’s last written settlement offer made after you participated in good faith in the Informal Negotiation
process, then Tidy will pay you the amount of the award or U.S. $5,000, whichever is greater.
If either party initiates an action in violation of this mutual arbitration
provision, and a court or arbitrator determines that such an action is barred by this agreement, then the
party who initiated the violating action shall be liable to pay the other party’s costs (including attorney
fees) to remedy that violating action, unless such damages are prohibited by law.
The Arbitrator's fees shall be apportioned in accordance with applicable law
as determined by the Arbitrator;
Unless applicable law requires otherwise, and notwithstanding anything to the
contrary in the applicable AAA rules or fee schedule(s), TIDY and you shall equally share filing fees and
other similar and usual administrative costs, as are common to both court and administrative
Regardless of any other terms of this Agreement or Mutual Arbitration
Provision, nothing prevents Service Provider from making a report to or filing a claim or charge with the
Equal Employment Opportunity Commission, U.S. Department of Labor, Securities and Exchange Commission,
National Labor Relations Board, or Office of Federal Contract Compliance Programs, and nothing in this
Agreement or Mutual Arbitration Provision prevents the investigation by a government agency of any report,
claim or charge otherwise covered by this arbitration provision. This Mutual Arbitration Provision also does
not prevent federal administrative agencies from adjudicating claims and awarding remedies based on the
claims addressed in this Section, even if the claims would otherwise be covered by this Mutual Arbitration
Provision. Nothing in this Mutual Arbitration Provision prevents or excuses a party from satisfying any
required conditions precedent and/or exhausting required administrative remedies under applicable law before
bringing a claim in arbitration. TIDY will not retaliate against Service Provider for filing a claim with an
administrative agency or for exercising rights (individually or in concert with others) under Section 7 of
the National Labor Relations Act.
The AAA Rules may be found at www.adr.org or by searching for AAA Consumer
Arbitration Rules or by calling the AAA at 1-800-778-7879.
Service Provider’s Right to Opt Out of Arbitration. Arbitration is not a
mandatory condition of Service Provider’s contractual relationship with TIDY, and therefore Service Provider
may submit a statement notifying TIDY that Service Provider wishes to opt out and not be subject to this
Mutual Arbitration Provision. In order to opt out, Service Provider must notify TIDY of Service Provider’s
intention to opt out by submitting to TIDY at Tidy Services, Inc., 2093 Philadelphia Pike #1446 Claymont, DE
19703, United States, a signed and dated written notice stating that Service Provider is opting out of this
Mutual Arbitration Provision. This written notice must be sent with a delivery receipt to ensure its
arrival. Service Provider also may opt out by sending an email to firstname.lastname@example.org stating Service Provider’s
intention to opt out. In order to be effective, Service Provider’s opt out notice must be provided within 30
days of the date this Agreement is electronically signed by Service Provider ("Effective Date"). If Service
Provider opts out as provided in this paragraph, Service Provider will not be subject to any adverse action
from TIDY as a consequence of that decision and he/she may pursue available legal remedies without regard to
this Mutual Arbitration Provision. If Service Provider does not opt out within 30 days of the Effective Date
of this Agreement, Service Provider and TIDY shall be deemed to have mutually and voluntarily agreed to this
Mutual Arbitration Provision.
Service Provider acknowledges and agrees that if TIDY modifies any provision
of this Agreement other than any term of this Section, Service Provider will not have a renewed opportunity
to opt out of arbitration.
If, however, TIDY modifies this Mutual Arbitration Provision after the date
you first agreed to this Agreement (or any subsequent changes to the Agreement), you may reject any such
change to the Mutual Arbitration Provision by providing TIDY written notice of such rejection within 30 days
of the date below. This written notice must be provided either (a) by Tidy Services, Inc., 2093 Philadelphia
Pike #1446 Claymont, DE 19703, United States, or (b) by email from the email address associated with your
account to: legal@TIDY.com. In order to be effective, the notice must include your full name and clearly
indicate your intent to reject changes to the Mutual Arbitration Provision. By rejecting changes, you are
agreeing that you will arbitrate any dispute between you and TIDY in accordance with the provisions of this
Mutual Arbitration Provision as of the date you first agreed to this Agreement (or any subsequent changes to
Right To Consult With A Lawyer: Service Provider has the right to consult
with private counsel of Service Provider's choice for independent legal advice with respect to any aspect of
this Agreement or Mutual Arbitration Provision, or any claim that may be subject to this Mutual Arbitration
In the event any portion of this Mutual Arbitration Provision is deemed
unenforceable, the remainder of this Mutual Arbitration Provision will be enforceable. In any case in which
(1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial
determination that all or part of the Class Action Waiver and/or Representative Action Waiver is
invalid or unenforceable, the class, collective, or representative general action to that extent must be
litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver and
Representative Action Waiver that is valid and enforceable shall be enforced in arbitration. To the extent
that there are any claims to be litigated in a civil court of competent jurisdiction because a civil court
of competent jurisdiction determines that the Class Action Waiver and/or Representative Action Waiver is
unenforceable, the parties agree that litigation of those claims shall be stayed pending the outcome of any
individual claims in arbitration.
19.3 Governing Law.
Except for the Mutual Arbitration Provision set forth in Section 19, which is
governed by the Federal Arbitration Act, and except as may be prohibited by the law of the State in which
Service Provider primarily works and resides, this Agreement shall be governed and interpreted pursuant to the
laws of the state in which the Service Provider performs the majority of his or her services under the
Agreement, notwithstanding any principles of conflicts of law.
Service Provider hereby expressly acknowledges and agrees that, by using or
receiving access to use the TIDY Software, Service Provider and TIDY are bound by the then-current version of
this Agreement, including any supplements to this Agreement or documents incorporated herein, including the
Schedules below, except as stated in Section 19 with respect to a Service Provider’s right to opt-out of the
arbitration. Service Provider shall be bound by modifications to this Agreement only upon Service Provider’s
electronically signing any modifications or supplements.
21 Unauthorized or Illegal Use
Since you select and control the services you offer and the locations you
serve, you may not offer via TIDY Software to provide any service that your state or local government has
deemed illegal. You may not offer via TIDY Software to provide any service that would cause your state or
local government to deem TIDY a “hiring entity” or “employer”. You agree to indemnify us from damages that
result from your offering such a service or location.
We may (i) decide not to authorize or settle any transaction that you submit
to us, (ii) refund a payment, or (iii) terminate your Account if we believe in our sole discretion that the
transaction and/or your Account is in violation of these Terms of Service or any other TIDY agreement, or
that it exposes Service Providers, other TIDY users, other Property Managers, the PSP or TIDY to harm. Harm
includes, but is not limited to, fraud and other criminal acts, as determined by TIDY in its sole
discretion. If we reasonably suspect that your Account has been used for an unauthorized, illegal, or
criminal purpose, you give us express authorization to share information about you, your Account, and any of
your transactions with law enforcement. We may also request information (including, but not limited to,
information about services rendered, identity verification and copies of applicable professional licenses)
from you at any time for any reason or no reason as part of internal ongoing reviews of transactions and
accounts on our Services, and in particular, to assist in investigations of suspicious transactions and/or
accounts. You hereby agree to provide us with such information and assistance in a timely manner and
acknowledge that payment processing in connection with a suspicious transaction and/or account may be
delayed until such transaction and/or account has been cleared by TIDY, in its sole discretion. If you
do not comply with TIDY’s request for information and assistance pursuant to this Section, TIDY reserves the
right to prohibit you from processing any additional payments through the Services until you have provided
such requested information and assistance and are cleared by TIDY If your access to or use of the Services
has been restricted or terminated by TIDY, you may not register a new TIDY account or attempt to access and
use the Services through the TIDY account of another User.
22 Defend Trade Secrets Act of 2016
Property Manager acknowledges receipt of the following notice under 18 U.S.C
§ 1833(b)(1): An individual shall not be held criminally or civilly liable under any Federal or State trade
secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or
local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose
of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document
filed in a lawsuit or other proceeding, if such filing is made under seal.
In return for the benefits the Agreement provides, you hereby release TIDY,
our Affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, employees and
agents from claims, demands, and damages (actual and consequential) of every kind and nature, known and
unknown, whether it be at law or in equity that exist as of the time you enter into this agreement.
TO THE EXTENT APPLICABLE, YOU HEREBY WAIVE THE PROTECTIONS OF CALIFORNIA
CIVIL CODE § 1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: “A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN
HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
24 Last Minute Cancellations
As a client, please be advised that the most common and default cancellation policy
between Clients and Service Providers is that for canceling a cleaning within 24 hours of a scheduled
appointment there is a fee equal to 50% of the cost of the booking. If you have not made a different
arrangement with the Service Provider, then this is likely your agreement with them.
You must be over the age of 18 and able to form legally binding contracts to
use the TIDY software as a Property Manager.
TIDY reserves all rights not expressly granted to Property Manager
All notices other than those required by Section 19, requests, consents,
claims, demands, waivers, and other communications hereunder (each, a Notice) shall be in writing and
addressed to the parties at the addresses set forth on the first page of this Agreement (or to such other
address that may be designated by the receiving party from time to time in accordance with this Section).
The parties agree that Notices shall be delivered nationally recognized overnight courier, electronic mail
(with confirmation of transmission), or certified mail. This Agreement, together with any other documents
incorporated herein by reference, and related exhibits, schedules, and addenda (if any) constitutes the sole
and entire agreement of the parties to this Agreement with respect to the subject matter contained herein,
and supersedes all prior and contemporaneous understandings, agreements, representations and warranties,
both written and oral, with respect to such subject matter. This Agreement may only be amended, modified, or
supplemented by an agreement in writing signed by each party hereto, and any of the terms thereof may be
waived, only by a written document signed by each party to this Agreement or, in the case of waiver, by the
party or parties waiving compliance. Except as expressly provided otherwise in this Agreement, if any term
or provision of this Agreement is determined to be invalid, illegal or unenforceable in any jurisdiction,
such invalidity, illegality, or unenforceability shall not affect any other term or provision of this
Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. This
Agreement may be executed in multiple counterparts, including by facsimile or other electronic signature,
each of which shall be deemed an original and all of which together shall constitute one instrument.
Headings appear solely for convenience of reference. Such headings are not part of this Agreement and shall
not be used to construe it.
This Agreement may not be amended, by implication or otherwise, by any
marketing material contained on TIDY's website or the TIDY Software. Nothing contained in this provision or
this Agreement is intended to or shall be interpreted to create any third-party beneficiary claims, except
as expressly set forth in Section 19.
Property Manager acknowledges that he/she has read and understands this
Agreement and also acknowledges that he/she had a reasonable and adequate opportunity to seek and receive
independent legal advice, at the Property Manager's own expense, prior to signing this Agreement.
BY SIGNING UP AND/OR LOGGING IN, I AGREE TO THIS AGREEMENT. YOU HEREBY AGREE
TO THIS AGREEMENT AND AGREE TO ACT IN ACCORDANCE WITH THE TERMS SET FORTH HEREIN.
You understand that your electronic signature is as legally binding as a