Good Baas, LLC Mobile Application End User License Agreement for Customers
THE APPLICATION (AS DEFINED BELOW) YOU ARE DOWNLOADING OR HAVE DOWNLOADED HAS BEEN PROVIDED BY GOOD BAAS, LLC OR ITS AFFILIATES OR
LICENSORS (COLLECTIVELY, “WE”). BY INSTALLING OR USING ALL OR ANY PORTION OF THE APPLICATION, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS END USER LICENSE AGREEMENT (“AGREEMENT”). UPON ACCEPTANCE, THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY ENTITY THAT OBTAINED THE APPLICATION AND ON WHOSE BEHALF IT IS USED. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT INSTALL OR USE THE APPLICATION. ACCORDINGLY, YOU AND GOOD BAAS, LLC AGREE TO THE FOLLOWING:
The “Application” consists of: (a) the Good Baas, LLC mobile application, including all content, information, data, designs, code, and materials associated with the application and all derivative works of the foregoing (“Content”); and (b) any files that are delivered to you by Good Baas, LLC (via online transmission, through a third party distributor, or otherwise) to patch, update, or otherwise modify the Application. The Application is the copyrighted work of Good Baas, LLC and may contain trademarks, service marks, trade names, and other intellectual property of Good Baas, LLC
If you are accessing the Application via a distribution channel (“Distribution Channel”), such as the Apple App Store or the Android Marketplace, you and Good Baas, LLC acknowledge that this Agreement is entered into between you and Good Baas, LLC, that the Distribution Channel is not a party to this Agreement, that Good Baas, LLC and its licensors are solely responsible for the Application and the Content, and that the Distribution Channel will not provide you any support or maintenance for the Application.
The Application is also subject to Good Baas, LLC’s Privacy Policy for the Application which is incorporated into this Agreement by reference. There may also be additional terms that Good Baas, LLC presents to you at the time of download in connection with the Application, for example, that also govern your use of the Application or the Content (“Additional Terms”). If there is a conflict between this Agreement and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly provide otherwise.
THE APPLICATION MAY USE LOCATION-BASED SERVICES TO LOCATE YOU. IF YOU CHOOSE TO USE THE APPLICATION, YOU CONSENT TO GOOD BAAS, LLC AND ITS THIRD-PARTY PROVIDERS DETERMINING YOUR LOCATION. THE LOCATIONBASED SERVICES FEATURES ARE FOR INDIVIDUAL USE ONLY AND SHOULD NOT BE USED OR RELIED ON AS AN EMERGENCY LOCATOR SYSTEM, USED WHILE DRIVING OR OPERATING VEHICLES, USED IN CONNECTION WITH ANY HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, OR ANY OTHER SITUATION IN WHICH THE FAILURE OR INACCURACY OF THE LOCATION-BASED SERVICES COULD LEAD TO DEATH OR PERSONAL INJURY.
You understand and agree that we have no control over the quality, safety, or legal aspects of the transactions that take place as a result of interactions through our Application, including, but not limited to, the ability of users to complete or fulfill any transactions entered into by way of our Application. We generally do not pre-qualify or verify users with respect to licensure, insurance, certification or other quality requirements that may be involved in a user’s materials, equipment, services or business. You are responsible for investigating the background of any user you transact with through our Application, including investigating to ensure compliance with any and all local, state and federal requirements involved in providing or obtaining the services for any job requested.
You are responsible for any agreement you enter into with any user on this Application and agree that our providing of this Application and facilitating connections between users in no way makes Good Baas, LLC a party to the contractual agreement between you and another user.
Good Baas, LLC may make changes to this Agreement from time to time and Good Baas, LLC will post a copy of the updated Agreement on the Application. You acknowledge and agree that if you install or use the Application after the date on which the Agreement has changed, Good Baas, LLC will treat your installation or continued use as acceptance of the updated Agreement on a going-forward basis. If any future changes to this Agreement or any applicable Additional Terms are unacceptable to you or cause you to no longer be in compliance with this Agreement, you should terminate your use of the Application as provided in Section 12. You acknowledge and agree that Good Baas, LLC may completely modify, suspend, or discontinue the Application or the Content at its sole discretion and with or without notice to you. You further acknowledge and agree that even if a copy of the Application continues to reside on your device, after we modify, suspend or discontinue the Application, the Application may not work as it did prior to such action, and Good Baas, LLC will have no liability to you or any third party as a result.
You agree that Good Baas, LLC may also impose limits on certain features or restrict your access to part or all of the Application or Content without notice or liability to you. Good Baas, LLC may add additional features to the Application or Content that require payment, convert existing features of the Application or Content to paid services, or change the existing payment structure for the Application or Content. You agree that free access to all or a portion of the Application or Content at a point in time does not give you a right to continued free access to any or all of the Application or Content. You have no interest, monetary or otherwise, in any feature or content contained in the Application or Content.
If you are obtaining the Application from a Distribution Channel, such as an app store, your download shall be subject to the terms of the Distribution Channel.
You acknowledge and agree that Good Baas, LLC has all right, title, and interest in and to the Application, including all Content served through the Application and all intellectual property rights associated with the Application. The Application is protected by the copyright laws of the United States, international treaties and conventions, and other laws. Except as expressly stated herein, you have no intellectual property rights in the Application (including without limitation any rights to use the trademarks, trade names, service marks, logos, domain names, and other distinctive brand features), and Good Baas, LLC reserves all rights not expressly granted to you. You must comply with all laws when using the Application as well as all applicable copyright, trademark or other legal notices or restrictions.
We reserve all rights to the Application and Content, other than the limited license in Section 4 of this Agreement. You may not otherwise copy, reproduce, distribute, publish, display, perform, or create derivative works of the Application or Content without our permission. You also may not transfer, resell, or sublicense this limited right to use the Application.
You shall not:
in whole or in part, copy, photocopy, reproduce, translate, modify, adapt, create derivative works based on, or reverse engineer, derive source code from, disassemble, decompile, or otherwise attempt to discover the source code of, the Application, except to the extent required by applicable law;
install or use the Application on a computer or other device that is primarily used as a file server;
remove, obscure, or alter any copyright, trademark, logo, or other proprietary notices in or on the Application;
use any unauthorized third-party software that intercepts, “mines,” or otherwise collects information from or through the Application, unless authorized by Good Baas, LLC in its sole discretion;
sell, rent, lease, sublicense, assign, transfer, or grant a security interest in your rights in the Application, or authorize all or any portion of the Application to be copied onto another user’s computer except as permitted hereunder;
intercept, emulate, or redirect the communication protocols used by the Application in any way, for any purpose, or engage in any activity that interferes with or disrupts the Application or Good Baas, LLC’s or its vendors’ servers or other infrastructure; or
facilitate, create, or maintain any unauthorized connection to the Application, including without limitation: (a) any connection to any unauthorized server that emulates, or attempts to emulate, Good Baas’ or its vendors’ servers; and (b) any connection using programs or tools not approved by Good Baas, LLC in its sole discretion.
Grant of a Limited Use License.
Subject to your compliance with this Agreement, Good Baas, LLC hereby grants, and you hereby accept, a limited, non-exclusive license to: (a) install the Application on any mobile device owned by you or under your legitimate control; and (b) engage in use of the Application congruent with its intended purpose. All rights to use the Application are granted on the condition that such rights are forfeited if you fail to comply with the terms of this Agreement.
Good Baas, LLC provides platforms for several types of users of the Application that shall be broken down in this section.
o Our Customers are users that use our Application as a platform to connect with Service Providers who can be contracted to for various jobs including but not limited to receiving quotes for services, receiving services, paying for services and reviewing services.
Payment terms for the services found through our Application are determined in the sole discretion of the Service Provider based on the information a Customer submits (including category of job request, description, pictures uploaded, location, and more). You understand that we do not set pricing for services obtained through our Application directly, have no control over the pricing set by a Service Provider and we do not collaborate with any user to set the price for services obtained through our Application.
Customers can obtain several bids through our Application and select the Service Provider they want to offer the job to. Upon acceptance of a job offer by the Service Provider, the job becomes final and eligible for charging Customer. The Application shall charge the Customer for the agreed amount upon confirmation of completion by Customer or failure to respond to completion notification by Customer within 24 hours of receiving completion notification.
If you obtain a service through this Application that requires payment of a fee, you agree to pay all fees associated with such service. Customers are liable for all transaction taxes, if any, on the services provided through this Application. You agree to provide us with accurate and complete billing information, including valid credit card information, your name, address and telephone number, and to provide us with any changes in such information within thirty (30) days of the change.
If, for any reason, your credit card company refuses to pay the amount billed for the service, you agree that we may, at our option, suspend or terminate your subscription to the service and require you to pay the overdue amount by other means acceptable to us. We may charge a fee for reinstatement of suspended or terminated accounts.
In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.
You understand that our platform only facilitates transactions between Customer and Service Provider and we do not get involved in the actual delivery of any materials, equipment or Services being provided. However, we do have to track the status of the job and facilitate the payment between the parties. For this reason, you understand and agree that in the event of disputes between Customer and Service Provider, Good Baas, LLC agrees to serve as a neutral and independent third party to review the claims and evidence and facilitate a resolution between Customer and Service Provider, including without limitation, to decide what percentage of the agreed price the Application for charge for the job and what amount, if any, shall be refunded to the Customer. Notwithstanding, Good Baas, LLC in no way guarantees a satisfactory resolution and all disputes shall remain directly between Customer and Service Provider.
There is a $90.00 cancellation fee for jobs cancelled by Customers after a Service Provider has been assigned or in the event that a Service Provider cancels a job because of Customer’s failure to respond to calls or texts received from a Service Provider within 10 minutes on the day of a job or meeting has been scheduled.
In the event a Service Provider cancels a job after accepting it, the Application will not charge anything from either Customer or Service Provider.
In the event of a job being canceled by the Customer after a Service Provider has arrived, there will be a 40% of the initial bid fee charged to the customer through the Application. If the customer and Service Provider both agree the fee can be waived.
In the event that a job has been placed on hold by a Service Provider and a job is cancelled due to Customer’s failure to respond within the time period required, the Customer shall be responsible for the completion percentage indicated by the Service Provider or by a BaaS Admin. And the percentage shall be charged this amount through the Application.
7. Use of the Application.
When you use the Application, you may connect to Good Baas, LLC’s or its vendors’ servers. Your communication with Good Baas, LLC is governed by Good Baas, LLC’s Privacy Policy.
As part of the Application, you may receive push notifications, text messages, SMS messages or other types of messages directly sent to you outside or inside the Application (collectively, "Push Messages"). You may control the Push Messages in your device's or the Application’s settings. Some of the Push Messages may be related to your location or to your use of the Application or
Content. Your carrier may charge standard messaging, data and other fees for use of Push Messages, and these fees may appear on your mobile bill or be deducted from your pre-paid balance. Your carrier may prohibit or restrict certain Push Messages and certain Push Messages may be incompatible with your carrier or mobile device. Contact your carrier with questions regarding these issues. You may discontinue Push Messages in your device’s or the Application’s settings or by deleting the Application. We may collect information related to your use of Push Messages. If you have registered for Push Messages, you agree to notify Good Baas, LLC of any changes to your mobile number, as applicable, and update your account on the Application to reflect this change.
The Application may allow you to access and interoperate with third party businesses, software applications, and data services (collectively, “Third Party Businesses”). Good Baas, LLC has no control over any Third-Party Businesses you may connect to using the Application and is not responsible for the practices of any third party. You acknowledge and agree that Good Baas, LLC is not liable for any loss or damage which may be incurred by you as a result of any reliance placed by you on the completeness, accuracy, or existence of any advertising, products, or other materials on or available from Third Party Businesses. You acknowledge that the Application may check for updates to the Application that may be available to you.
As a feature of our Application, we will allow Customers and Service Provider users to rate each other based on performance. You agree that we may at any time display personal reviews or ratings of users on our Application or materials. For more information on how we may use the information in user reviews and ratings, please see our Privacy Policy, which is specifically incorporated by reference into this Agreement.**
Reviews and ratings are not endorsed by us and do not represent the views of the Good Baas, LLC or its affiliates. We are neither responsible for the accuracy or reliability of, any review or rating made by anyone other than an authorized Good Baas, LLC spokesperson speaking in his/her official capacity nor assume any liability for the contents of any review or rating submitted by third party users of the Application or any claim for economic loss resulting.
Because we strive to maintain a high level of integrity with respect to reviews and ratings posted or otherwise made available through the Application, you agree that: (i) you will base any review or rating on first-hand experiences with the Service Provider or Customer; (ii) you will not provide a rating or review for any Service Provider, Customer, or any of that company’s competitors, which you have an ownership interest, employment relationship or other affiliation with; (iii) you will not submit a review or rating in exchange for payment, free items, or other benefits from any user; (iv) your review or rating is accurate, truthful and complete in all respects; (v) your review or rating does not contain any hyperlinks and (vi) your review or rating will comply with this Agreement. If we determine in our sole discretion that any review or rating could diminish the integrity of the reviews and ratings, we may exclude such user content without notice.
GOOD BAAS, LLC DOES NOT WARRANT: (1) THAT THE APPLICATION’S FUNCTIONS OR ANY CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE; (2) THAT DEFECTS WILL BE CORRECTED; (3) THAT THE APPLICATION OR THE SERVERS HOSTING CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL CODE; OR (4) THAT THE APPLICATION OR CONTENT AVAILABLE THROUGH THE APPLICATION WILL CONTINUE TO BE AVAILABLE. GOOD BAAS, LLC AND THE DISTRIBUTION CHANNEL DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE, AND THE APPLICATION, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE APPLICATION, ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS,” EXCEPT TO THE EXTENT NOT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. YOUR ACCESS TO AND USE OF THE APPLICATION IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SERVICES OR ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE APPLICATION.
The Distribution Channel will not be responsible for addressing the following: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. If you have any questions on those issues, you should contact us through the Application. The Distribution Channel will also not be responsible for investigation, defense, settlement and discharge of any intellectual property infringement claim.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT WE DO NOT PERFORM BACKGROUND CHECKS ON ALL USERS. WE DO NOT ATTEMPT TO VERIFY THE QUALIFICATION OR OFFERINGS OF OUR USERS. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS. GOOD BAAS, LLC IS NOT LIABLE FOR ANY CONDUCT, INCLUDING WITHOUT LIMITATION, ILLEGAL ACTIVITY, ON THE PART OF THE CUSTOMER OR SERVICE PROVIDER, INCLUDING WITHOUT LIMITATION, FRAUD OR FICTITIOUS BID REQUESTS.
NO USER IS OBLIGATED TO MEET OFFLINE WITH ANY OTHER USER. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE APPLICATION. YOU UNDERSTAND THAT WE MAKE NO GUARANTEES,
EITHER EXPRESS OR IMPLIED, REGARDING YOUR ULTIMATE EXPERIENCE WITH USERS YOU MEET THROUGH THE APPLICATION. YOU DO SO AT YOUR OWN RISK AND AT YOUR OWN PERIL.
10. Limitation of Liability/Release of Claims.
GOOD BAAS, LLC WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS
OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES) IN CONNECTION WITH THE APPLICATION, EVEN IF FORESEEABLE OR EVEN IF GOOD BAAS, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (INCLUDING, WITHOUT LIMITATION, WHETHER
CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE, BUT EXCLUDING WILLFUL MISCONDUCT) UNLESS SPECIFIED IN WRITING. GOOD BAAS, LLC’S LIABILITY IN CONNECTION WITH THE APPLICATION FOR WILLFUL MISCONDUCT WILL NOT EXCEED THE AMOUNT PAID BY YOU IN CONNECTION WITH YOUR DOWNLOAD OF THE APPLICATION. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
YOU ACKNOWLEDGE AND AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF GOOD BAAS, LLC’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT IRREPARABLE AND ARE NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING EXPLOITATION OF ANY
WEBSITE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE, OR OTHER AUDIO/VISUAL CONTENT OWNED, CONTROLLED, OR DISTRIBUTED BY GOOD BAAS, LLC, INCLUDING WITHOUT LIMITATION THE APPLICATION.
YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR ARE UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW, INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE § 1542, THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS. CALIFORNIA CIVIL CODE §1542 STATES: “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.” SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
You will indemnify, defend, and hold Good Baas, LLC and all of its officers, directors, owners, employees, agents, information providers, service providers, vendors, contractors, affiliates, partners, and licensors (collectively, the “Good Baas, LLC Parties”) harmless from and against any and all liability, losses, costs, and expenses (including attorneys' fees) incurred by any of the Good Baas, LLC Parties in connection with any claim, including, but not limited to, claims for defamation, violation of rights of publicity or privacy, copyright infringement, or trademark infringement arising out of: your use of the Application; any use or alleged use of your account or your passwords by any person, whether or not authorized by you; your connection to Good Baas, LLC’s or its vendors’ services; your violation of this Agreement; or your violation of the rights of any other person or entity. Good Baas, LLC reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Good Baas, LLC and you will cooperate with Good Baas, LLC’s defense of these claims.
This Agreement is effective until terminated. You may terminate the Agreement at any time by: (i) irretrievably erasing, deleting, or destroying all copies of the Application in your possession or control; and (ii) ceasing to use the Content. Good Baas, LLC may terminate this Agreement at any time for any reason or no reason. Upon termination for any reason, the license granted in Section 4 will immediately terminate. The provisions in Sections 1, 2, 3, 7, 9, 10, 11, 13, 15, and 16 will survive any termination.
You will not ship, transfer, or export the Application or Content into any country or use the Application in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions, or regulations (collectively, “Export Laws”). In addition, if the Application or Content is identified as export-controlled under the Export Laws, you represent and warrant that you are not a citizen, or otherwise located within an embargoed nation or a nation that has been designated by the U.S. government as a “terrorist supporting” country and that you are not otherwise prohibited under the Export Laws from receiving the Application or Content.
This Agreement and all claims arising from or related to your use of the Application will be governed by and construed in accordance with the laws of the State of Texas, without regard to its choice or conflict of law principles. This Agreement and the Application will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, if applicable.
With respect to any disputes or claims not subject to arbitration (as set forth below), you agree to exclusive jurisdiction in the state and federal courts in United States of America. Notwithstanding any other provision of this Agreement, we may seek injunctive or other equitable relief from any court of competent jurisdiction.
Regardless of any statute or law to the contrary, you must file any claim or action related to use of the Application or this Agreement within one year after such claim or action accrued. Otherwise, you will waive the claim or action.
We may elect to resolve any controversy or claim arising out of or relating to this Agreement or the Application by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, or by mediation, at the sole discretion of Good Baas, LLC If we elect arbitration, arbitration hearings will be held in United States of America, unless we elect a different location. The arbitrator’s award will be binding and may be entered as a judgment in any court of competent jurisdiction. If we select mediation, the mediator will be selected by Good Baas, LLC and the mediation shall occur in Austin,TX, unless we elect a different location. Any agreement reached as a result of mediation shall be binding and enforceable according to the laws of the State of Texas.
This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes any prior oral or written agreements, provided, however, that this Agreement will coexist with Good Baas, LLC’s Privacy Policy located on this Application and on the web portal and any Additional Terms. We may be required by state or federal law to notify you of certain events. You hereby acknowledge and agree that such notices will be effective upon our posting them on our Application(s) or delivering them to you via email, if you have provided it to us. If you do not provide us with accurate information or we do not have access to your email address, we will not be responsible for failure to notify you. If any part of this Agreement is determined to be invalid or unenforceable under applicable law, that provision will be removed and the remainder of the Agreement will continue to be valid and enforceable, except as expressly stated. Our failure to exercise or enforce any right or provision in this Agreement will not constitute a waiver of such right or provision. Except as otherwise required by law, the controlling language of this Agreement is English. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. You acknowledge and agree that the Distribution Channel is an intended third party beneficiary of the Agreement and will have the right to enforce this Agreement against you.
If you have any questions, claims, or complaints, you should contact Good Baas, LLC through the Application’s Contact Us page.
You hereby acknowledge that you have read and understood this Agreement and agree that by clicking “Accept” or by installing, copying, or using the Application you are acknowledging your agreement to be bound by this Agreement.