Effective Date September 14, 2018
Please note that these Terms include a class action waiver, a disclaimer of warranties, a disclaimer of liability, as well as a release and indemnification by you.
Changes to Terms. Any changes to the Terms will be effective immediately upon posting. Please review the Terms each time you use the Services as your continued use of the Services after such changes will constitute acceptance of, and agreement to, such changes. You further waive any right you may have to receive specific notice of such changes.
Consent. You affirm that you are at least 18 years of age and are fully able and competent to enter into, and comply with, these Terms. If you are accessing and using the Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. In that situation, "you" and "your" will refer to both you and that entity.
Services We Provide. ProRinger connects homeowners and home professionals of all types (home professionals are referred to individually as "Pro", collectively as "Pros"). We help homeowners connect with Pros, post jobs and receive bids on individual projects, search for local (deals are referred to individually as "deal", collectively as "deals") that are being offered by Pros and select a Pro based on characteristics that matter most to them. We help Pros increase their online presence, showcase their work, and connect with homeowners in need of their services.
No Endorsement and Estimates. ProRinger does not sponsor, endorse, recommend, guarantee or approve of any Pro who offers products or services through the Services. While we try to confirm that Pros meet certain requirements, we cannot and do not represent or warrant that any Pro is licensed, qualified, bonded, insured or capable of performing any service. Reference to any products, services or other information by trademark, manufacturer, supplier or otherwise does not constitute or imply an endorsement, sponsorship or recommendation by us. All non-ProRinger trademarks, product names and logos appearing on our Services are property of their respective owners. Any estimate provided in connection with the Services is only a guide, it is not a guarantee of the actual cost of your specific project. It is the responsibility of the User to evaluate, hire and perform a contractual agreement with the home service professional. We do not guarantee the outcome of any work performed by any home service professional. ProRinger relinquishes any role on performance and pricing agreed upon between Users and Service Professionals.
Third Party Materials. The Services may contain links to third party websites, advertisements, services, offers, activities or other content (collectively, "Third Party Materials"). These Third Party Materials are not owned or controlled by ProRinger. These Third Party Materials are provided for your reference and convenience only, and do not imply any endorsement, sponsorship or recommendation by ProRinger.
Permissible Use and ProRinger Intellectual Property
Grant of Limited License. Subject to these Terms, we hereby grant you a limited, revocable, non-exclusive, non-transferable and non-sublicensable right to access and use the Services for your personal, non-commercial and informational use only. If you are a Pro acting in your professional capacity, we hereby additionally grant you a limited, revocable, non-exclusive, non-transferable and non-sublicensable right to access and use the Services for the purpose of providing information and services to consumers in connection with, and as contemplated by, the Services.
ProRinger Services are Protected. The Services, including all material and information, and the selection, arrangement and composition of such information ("Materials") are proprietary property of ProRinger, its suppliers, and licensors and are protected by United States and international intellectual property laws, including trademark and copyright laws. You agree not to remove, alter or obscure any copyright, trademark or proprietary rights notice incorporated in or accompanying the Services. Except for the limited license explicitly granted to you under these Terms, no other license is granted to you, whether by implication, estoppel or otherwise and all rights are explicitly reserved.
No Reverse Engineering. You may not reverse engineer, decompile or disassemble the Services (except to the extent specifically permitted by applicable law).
No Automated Queries. You may not use automated web queries (including, without limitation, screen and database scraping, spiders, robots, crawlers and any other automated activity in connection with the Services); provided, however, that general purpose Internet search engines and non-commercial public archives that use tools to gather information for the sole purpose of displaying hyperlinks to the Services are granted a limited exception from the foregoing exclusion, provided that they do so from a stable IP address or range of IP addresses using an easily-identifiable agent.
No Improper Uses. You may not frame any part of our Services. You may not use, or attempt to use, the Services through any means not explicitly and intentionally made available, provided or intended with respect to the Services. You may not harvest information about users of the Services for any purpose. You may not use the Services in any manner that could damage, disable, overburden, or impair the Services or that harms ProRinger, its service providers, suppliers or any other person.
Additional Apple Required Terms for iOS Apps.
Acknowledgement. ProRinger and you acknowledge that these Terms are concluded between ProRinger and you only, and not with Apple, and ProRinger, not Apple, is solely responsible for the Services and the content thereof.
Scope of License. The license granted to you for the Services is limited to a non-transferable license to use the Services on any iOS product that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service.
Maintenance and Support. As between Apple and ProRinger, ProRinger is solely responsible for providing maintenance and support services, if any, with respect to the Services, as specified in these Terms, or as required under applicable law. ProRinger and you acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services.
Warranty. As between Apple and ProRinger, ProRinger is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Services to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Services to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Services, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be ProRinger's sole responsibility.
Product Claims. ProRinger and you acknowledge that ProRinger, not Apple, is responsible for addressing any claims by you or any third party relating to the Services or your possession and/or use of those Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
Intellectual Property Rights. ProRinger and you acknowledge that, in the event of any third party claim that the Services or your possession and use of the Services infringes that third party's intellectual property rights, ProRinger, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
Legal Compliance. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Developer Name and Address. ProRinger may be contacted at 1-855-385-5566 or contact us in connection with any questions, complaints or claims with respect to the Services.
Third-Party Beneficiary. ProRinger and you acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.
Accurate Information. You agree to provide us with accurate, complete and up to date information and you agree to update such information to keep it accurate, complete and up to date. You agree you won't disclose your password to anyone and you'll notify us immediately of any unauthorized use of your account. You are responsible for all activities that occur in your account, whether or not you know about them.
You Are Responsible for User Submissions. The Services may permit the submission of text, photos, videos, information, comments, reviews, feedback, notes, messages, ideas, concepts, know-how, techniques, or other communications submitted by you and other users ("User Submissions"). You shall be solely responsible for your own User Submissions and the consequences of submitting them.
License to User Submissions. By submitting User Submissions to ProRinger, you grant ProRinger a worldwide, non-exclusive, royalty-free, fully paid, perpetual, irrevocable, and fully sub-licenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, publish, broadcast, publicly perform, make, use, import, offer to sell, sell, and otherwise transfer and exploit all copyrights, inventions, and other intellectual property rights in the User Submissions in all media. We will not pay you or otherwise compensate you for any User Submissions you provide to ProRinger.
Do Not Post Illegal or Harmful Content. You agree not to post, submit or link to any User Submissions or material that infringes, misappropriates or violates the rights of any third party (including intellectual property rights), or that is in violation of any federal, state or local law, rule or regulation. Additionally, you agree not to post, submit or link to any User Submissions or material that is deceptive, fraudulent, threatening, harassing, defamatory, obscene or otherwise objectionable as determined by ProRinger.
Do Not Post Improper Content. You agree not to post, submit or link to any User Submissions or material that (i) directly or indirectly directs persons to another online or offline location that provides products or services similar to the Services; (ii) involves unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation; or (iii) facilitates gambling, gaming, raffles, lotteries, sweepstakes, and/or any other activity featuring the award of a prize.
Reviews of Pros. You may only post a review of a Pro if you have first-hand knowledge of the services provided by such Pro. You may not post or submit a review of a Pro if you are (i) an employee, contractor, partner or otherwise affiliated with, such Pro, (ii) an employee, contractor, partner or otherwise affiliated with, a competitor of such Pro, or (iii) related to such Pro, including by blood, adoption or marriage.
Review of User Submissions. We do not approve, control or endorse your or anyone else's User Submissions and have no obligation to do so. However, we reserve the right (but assume no obligation) to remove or modify User Submissions for any reason, at our sole discretion.
Additional Provisions Applicable to Professionals
In addition to all of the other provisions of these Terms, the following are additional provisions that apply specifically and solely to Pros.
Licenses and Obligations. You agree that you will solicit, accept and perform work only if you possess the qualifications, experience and skill necessary to complete such work, and you will complete such work with the degree of skill and care that is required by current good and sound professional procedures and practices in accordance with applicable industry standards. You also agree that you have (and will continue to maintain) current valid licenses and authorizations required by all applicable authorities for any work you solicit, accept or perform.
Pro Obligations. You agree to promptly complete your profile in connection with the Services and to provide us with such additional information as we reasonably request of Pros. In addition, you agree to provide accurate, complete and up to date information and to update such information and to keep it accurate, complete and up to date at all times. At a place on your website determined by you, you agree to link to your ProRinger profile with the following text "Visit my ProRinger profile". Alternatively, you may use a badge provided by ProRinger that links to your profile page.
Pro Prohibitions. ProRinger may connect you with personal information relating to individuals that are seeking services you offer. You may not rent, sell or otherwise provide this information to other companies. You may not use, or attempt to use, this information in a manner that would violate these Terms or for any purpose not explicitly intended by ProRinger.
ProRinger Use and Restrictions. As a Pro, you specifically acknowledge that User Submissions from you and others, and other information that ProRinger has obtained relating to you and your business, may be used by ProRinger in print, email or other online and offline marketing channels (including syndication to non-ProRinger related websites) at ProRinger's sole discretion and as permitted by the Terms to help drive more business to you.
Quality Control. You understand that ProRinger representatives or other parties may access your Pro account and usage information and may review and use such account and usage information as it deems appropriate, including as reasonably needed to investigate complaints, to provide services to you, and to verify information you have provided.
Telephone Calls. From time to time, when you call us, when we call you, or when we forward calls between users and Pros, we may record those calls for quality assurance and customer satisfaction purposes. In those jurisdictions where consent is required for a party to record a telephone call, you consent to us recording such calls.
Confidentiality. If you receive confidential information of ProRinger, until such information is no longer confidential, you agree not to disclose it to any third party nor use such information, except as necessary to perform your obligations contemplated by our relationship. Confidential information includes but is not limited to information concerning fees, marketing plans, financial results, pricing schedules, product lines, product plans, proprietary technology, research information, practices, trade secrets, and any and all other information as deemed confidential by ProRinger which is not generally known to the public.
Independent Contractor. You acknowledge that you are an independent contractor and no agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms or any relationship between us. You shall be solely responsible for the supervision, direction and control, compensation, benefits and withholdings of all of your employees.
Provisions Applicable to Pro Premium Products
In addition to all of the other provisions of these Terms, the following provisions apply specifically and solely to Pros that purchase products or services from ProRinger from time to time (each, a "Premium Product").
Premium Products; No Guarantee. ProRinger and Pro may agree to the term, fees and other terms of a Premium Product in writing, telephonically or electronically ("Premium Terms"). Pro agrees and acknowledges that ProRinger cannot and does not guarantee the results of any Premium Product, including the exposure you will receive as part of the Services or the number or quality of potential customers that will contact you. However, Pro also understands and acknowledges that the amount and quality of Pro's information (including, the amount and quality of profile data, project activity and endorsements) will benefit Pro's exposure within the Services and Pro agrees to immediately complete a profile upon signing up for the Premium Product and to populate such profile with as much information as possible.
Term. The "Initial Term" of a Premium Product begins on the first day the Premium Product is made available to Pro and continues for the length of time specified at the time of purchase. After the Initial Term, if a Premium Product has not been terminated, it may automatically renew for successive Renewal Terms (as defined below) until terminated by Pro. A "Renewal Term" is a length of time specified by (e.g. monthly, quarterly, biannually, or annually). Termination of the Initial Term or the then current Renewal Term must be in accordance with the termination procedure below.
Payment. ProRinger elects to use the service of PayPal. We do not collect any credit card or bank account information provided during checkout. You agree to notify PayPal of any changes to your credit card information necessary to process your payment. If ProRinger is unable to process the payment, Pro will be responsible for making an alternate payment arrangement. Any prepaid amounts are not refundable, except as specifically described in these Terms.
Termination. To terminate a Premium Product that automatically renews you may do so by logging into your PayPal account and cancelling the subscription. If termination is by ProRinger as a result of your material breach of the Terms, you will not be entitled to a refund of any previously paid amount.
Claims of Copyright Infringement
If you believe that your work has been reproduced in connection with the Services in a manner that constitutes copyright infringement, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing: (i) a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest, (ii) identification of the copyrighted work claimed to have been infringed, (iii) a description of where the material that you claim is infringing is located within the Services, (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address, (v) a signed statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law, and (vi) a signed statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or you are authorized to act on behalf of the owner.
Notification pursuant to the DMCA should be submitted to:
Attn: ProRinger Legal Department105 South High St
Columbus, OH 43205
YOU AGREE THAT YOU BEAR ALL RISK AND YOU AGREE TO AND DO HEREBY RELEASE PRORINGER, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, LICENSORS, LICENSEES AND SUPPLIERS (COLLECTIVELY, THE "PRORINGER PARTIES") FROM ALL CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, NOW AND IN THE FUTURE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES, YOUR USE OF, OR TRANSACTIONS WITH, PROS OR OTHER THIRD PARTIES . YOU FURTHER WAIVE ANY AND ALL RIGHTS AND BENEFITS OTHERWISE CONFERRED BY ANY STATUTORY OR NON-STATUTORY LAW OF ANY JURISDICTION THAT WOULD PURPORT TO LIMIT THE SCOPE OF A RELEASE OR WAIVER. YOU WAIVE AND RELINQUISH ALL RIGHTS AND BENEFITS WHICH YOU HAVE OR MAY HAVE UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA OR ANY SIMILAR PROVISION OF THE STATUTORY OR NON-STATUTORY LAW OF ANY OTHER JURISDICTION TO THE FULL EXTENT THAT YOU MAY LAWFULLY WAIVE ALL SUCH RIGHTS AND BENEFITS.
THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, THE PRORINGER PARTIES DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, AND OTHERWISE IN CONNECTION WITH THE SERVICES AND YOUR USE OF OR TRANSACTIONS WITH PROS OR OTHER THIRD PARTIES, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, SECURITY, ACCURACY, AVAILABILITY, USE OF REASONABLE CARE AND SKILL, AND NON- INFRINGEMENT, AS WELL AS WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, AND COURSE OF PERFORMANCE.
Limitation of Liability
IN NO EVENT SHALL THE PRORINGER PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF, BASED ON, OR RESULTING FROM YOUR USE OF THE SERVICES AND YOUR USE OF, OR TRANSACTIONS WITH, PROS OR OTHER THIRD PARTIES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PRORINGER IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
IN NO EVENT WILL THE COLLECTIVE LIABLITY OF THE PRORINGER PARTIES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE SERVICES, AND YOUR USE OF, OR TRANSACTIONS WITH, PROS OR OTHER THIRD PARTIES EXCEED THE AMOUNT YOU HAVE PAID TO PRORINGER FOR USE OF THE APPLICABLE SERVICES IN THE PRECEDING TWELVE MONTH PERIOD OR TEN DOLLARS, IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO PRORINGER, AS APPLICABLE.
Any claims relating to use of the Services must be bought within one (1) year from the date the cause of action arose. Claims brought after such period are VOID.
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE PRORINGER PARTIES FROM AND AGAINST ANY CLAIMS, DISPUTES, LOSSES, OBLIGATIONS, DEMANDS, LIABILITIES, EXPENSES, DAMAGES, COSTS, AND ATTORNEY'S FEES DUE TO OR ARISING OUT OF (1) YOUR ACCESS TO OR USE OF THE SERVICES, (2) YOUR USE OF, OR TRANSACTIONS WITH, PROS OR OTHER THIRD PARTIES, OR (3) YOUR VIOLATION OF ANY OF THESE TERMS. PRORINGER RESERVES THE RIGHT, AT ITS OWN COST AND SOLE DISCRETION, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL FULLY COOPERATE WITH PRORINGER IN ASSERTING ANY AVAILABLE DEFENSES.
Assignment. These Terms, and any rights and licenses granted hereunder, may be transferred or assigned by you only with ProRinger's prior written consent, but may be assigned by ProRinger without restriction and without notice to you.
Export Control. Software and the transmission of applicable technical data, if any, in connection with the Services may be subject to export controls. You agree to comply with all applicable laws regarding software and the transmission of technical data exported from the United States or the country in which you reside.
Governing Law. You agree that these Terms and the Services shall be governed solely by United States and Ohio law, without regard to conflict of law provisions. Any claim or dispute between you and the ProRinger Parties that arises in whole or in part from the Services, Terms or any relationship between us, shall be decided exclusively by a court of competent jurisdiction located in Franklin County, Ohio. You further irrevocably agree to submit to the personal jurisdiction of the courts located within Franklin County, Ohio for the purpose of resolving all such claims or disputes.
Class Action Waiver. ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL LEGAL ACTION. YOUR ACCESS AND CONTINUED USE OF THE SERVICES SIGNIFIES YOUR EXPLICIT CONSENT TO THIS WAIVER.
Entire Agreement and Severability. These Terms constitute the entire agreement between you and ProRinger concerning the Services and supersede all prior or contemporaneous communications of any kind between you and ProRinger with respect to the Services. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction, to be invalid, void, or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms, so that these Terms shall remain in full force and effect.
Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and ProRinger's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Modification of Services. We reserve the right to modify, restrict access to, or discontinue the Services (or any portion of the Services), temporarily or permanently, with or without notice to you, and are not obligated to support or update the Services. Unless explicitly stated otherwise, any new features that augment or enhance the current Services shall be subject to these Terms.
Termination. We reserve the right, with or without notice, and in our sole discretion, to terminate any license to the Services, in whole or in part, and to block or prevent future access to and use of the Services.
Third Party Beneficiaries. These Terms do not create any right of action on the part of any third party, except for the ProRinger Parties and suppliers or others who are party to written agreements with us explicitly giving them third party beneficiary rights.
Attorney Fees. If the ProRinger Parties take legal action against you as a result of your violation of these Terms, the ProRinger Parties will be entitled to recover from you, and you agree to pay, all reasonable attorneys' fees and costs of such action, in addition to any other relief granted to the ProRinger Parties.
If you have questions, please contact us.