Effective Date: April 23, 2024

This Terms of Service, including documents it incorporates by reference, (the “Agreement”) is entered into between you and RepairFind Technologies Inc., its affiliates, successors and assigns, (“RepairFind”) and applies to your use of the RepairFind mobile applications, online applications, websites and technology platform (the “Platform”).

BY CLICKING “I AGREE” OR SIMILAR CONFIRMATION OR BY USING THE PLATFORM YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT.

1. DESCRIPTION OF THE PLATFORM 

The Platform is a marketplace allowing customers (each, a “Client”) to connect with qualified contractors, such as repairmen, plumbers and electricians among others (each, a “Professional”) in their area to provide professional services (the “Services”).

2. UPDATES

RepairFind reserves the right to modify this Agreement at any time (each, an “Update”) and shall make each Update available at https://repairfind.ca/terms-of-use. You are deemed to accept any Update by continuing to use the Platform.  Unless RepairFind states otherwise, an Update is automatically effective 30 days after posting.

3. ACCESS TO THE PLATFORM

3.1 Age of Access. You must be of the age of majority in your jurisdiction in order to use the Platform and you represent and warrant that you are of the age of majority in your jurisdiction and have the right and authority to enter into and comply with this Agreement.  

3.2 Accounts and Login Information.  Whether you are a Client or a Professional, access to the Platform requires registering an account with RepairFind (each, an “Account”).  RepairFind offers two Account types, a Client Account and Professional Account.  Registering a Client Account or Professional Account may require you to agree to additional terms, in addition to this Agreement.  You may register a single Client Account and single Professional Account and are prohibited from allowing others to use your Account.  You are responsible for managing and ensuring the security, confidentiality and authorized use of your Account’s login information and are prohibited from sharing your login information.  RepairFind strongly recommends that you keep your login information confidential, and you shall notify RepairFind promptly of unauthorized access or use of your Account.

3.3 Client Accounts. If you are accessing the Platform as a Client through a Client Account, you agree that, upon your request, RepairFind may recommend a Professional based on several factors that include but are not limited to type of Services requested, location, and any other specified needs.  As a Client, you have the discretion to accept or reject the proposed Services to be provided by a Professional.  

3.4 Professional Accounts. In order to create a Professional Account, you must complete a Professional application, pass RepairFind’s screening process (for example, a background and insurance check), complete any RepairFind questionnaires or requests, and agree to any additional Professional terms required by RepairFind prior to accessing the Platform as a Professional (the “Professional Terms”), in addition to any other requirements imposed by applicable laws.  The Professional Terms are available at https://repairfind.ca/terms-of-use. You agree that RepairFind may obtain additional information about you in connection with your provision of Services (including after you have created a Professional Account) and agree to grant any authorizations necessary for RepairFind to obtain such information.  Upon being approved for and accessing the Platform through a Professional Account, you agree that, upon your request, RepairFind may connect you with a Client based on several factors that include but are not limited to type of Services requested, job location, your location and rating.  As a Professional, you have the discretion to accept or reject the Services requested by a Client.  

3.5 Subscription and License. RepairFind grants you a limited, non-exclusive, non-sublicensable, non-transferrable, revocable, subscription to access the Platform and to use features associated with your Account in connection with the provision of Services.  In addition, if you are accessing the Platform through a software application provided by RepairFind, you are granted a limited, non-exclusive, non-sublicensable, non-transferrable, revocable license to install such software on your computer or mobile device solely for use of the Platform in connection with the provision of Services.

4. CLIENT FEES

4.1 Client Fees.  If you accept Services as a Client, you agree to pay the fees, charges and applicable taxes associated with the Services, which the Professional and RepairFind shall quote to you at the time you request the Services (the “Client Fees”).  Professionals have the power to also adjust the Client Fees if the requested Service costs end up being higher or lower than originally estimated.  If any adjustment to the Client Fees is made, RepairFind or Professional shall notify you by email or message posted on the Platform.  If you are receiving Services at the time RepairFind or a Professional alters Client Fees, such altered Client Fees shall apply to any future Services performed by the applicable Professional.  You are responsible for all Client Fees authorized by your Account, whether or not authorized by you.  

4.2 Payment.  As a Client, you shall provide RepairFind with credit card information and agree that RepairFind may initiate payment for Client Fees automatically using such credit card.  Client Fees are processed by one or more third parties on behalf of RepairFind (including Stripe) and such third parties may change without notice to you.  All payments are processed by a third party and RepairFind does not store your credit card information without your consent. 

4.3 Prepayment. Client may be required to pay all, or a portion, of the Client Fees related to the Services prior to a Professional agreeing to start or complete the Services (“Prepayment”). All Prepayments shall be held in trust by RepairFind until the Services are completed to the satisfaction of the Client. If a Client refuses to confirm that the Services are completed, the Professional may request from RepairFind that a mediation take place in order determine whether they may receive the Prepayment amounts held in trust without affirmative confirmation from the Client. RepairFind may determine in its sole discretion to release any funds held as a Prepayment in its sole and absolute discretion but will endeavour to be reasonable and neutral in all determinations. 

4.4 Mediation Requests and Refunds.  If you experience issues with the Services from a Professional, you may discuss the applicable details with the Professional to find a solution or you may request a mediation through RepairFind to help find a solution to the situation (each a “Mediation Request”).  Professionals may also submit a Mediation Request if they have an issue with a particular Client, including the non-payment of Client Fees.  Both Clients and Professionals acknowledge and agree that while you may request a refund, distribution or alteration of Client Fees, RepairFind is not under any obligation to issue a refund, distribution or alteration.  Whether Client Fees are refunded, distributed or altered pursuant to a Mediation Request is at the sole discretion of RepairFind.  By using the Service, you agree to accept any decision that RepariFind makes in response to a Mediation Request.  Further details regading the mediation process can be found in section 10.

4.5 Promotional Offers.  RepairFind, in its sole discretion, may make available discounts or other promotional offers to your Account, which are non-transferrable and subject to expiration or termination, as determined by RepairFind in its sole discretion.

5. USE OF THE PLATFORM

5.1 Authorized Use.  When using the Platform or the Services, you may not:

1. knowingly provide false or inaccurate information to RepairFind;

2. decompile, disassemble or reverse engineer the Platform or otherwise attempt to derive the Platform source code or gain unauthorized access to the Platform; 

3. alter, change or circumvent security related aspects of the Platform;

4. use any automated system (bot, spider, etc.) to access the Platform;

5. reproduce, rearrange, modify, change, alter, translate, create derivative works from, display, perform, publish or distribute the Platform; 

6. break, disrupt or attempt to break or disrupt any device used to support the Platform or other’s experience or knowingly exploit a flaw or bug in the Platform;

7. frame or mirror any part of the Services or use meta tags or code or other devices containing any reference to RepairFind or the Services in order to direct any person to any other website for any purpose; 

8. collect or provide to third parties information or data provided through the Platform;

9. store or transmit material that is infringing, libellous, unlawful or in violation of any person’s rights;

10. harass, abuse, stalk, dox, threaten or impersonate any person;

11. sell, rent, lease or sublicense the Platform, or access thereto, or information presented through the Platform, unless expressly permitted by RepairFind;

12. promote, encourage or undertake illegal activity; or

13. infringe or violate third-party rights including but not limited to: (i) contractual rights; (ii) copyright, patent, trademark or trade secret rights; (iii) privacy rights; (iv) publicity rights; or (v) confidential information, as determined by RepairFind in its sole discretion.

5.2 Suspension and Termination.  RepairFind may suspend or terminate access to the Platform and/or your Account, without notice or compensation to you, at any time for any reason (or for no reason) including but not limited to technical issues or your non-compliance with this Agreement.  RepairFind has sole discretion to lift a suspension or reverse a termination of access.

5.3 Privacy Policy. Use of the Platform is governed by a Privacy Policy detailing how RepairFind collects, uses and discloses personal and anonymous data about you and is available at https://repairfind.com/privacy-policy.  If at any time you disagree with the Privacy Policy, you must immediately stop use of the Platform and contact RepairFind at [email protected].

6. PROFESSIONAL REPRESENTATIONS AND WARRANTIES

If you are a Professional, you represent, warrant and agree at all times, that you:

1. possess valid insurance for the Services you are performing for Clients and any liability insurance that you possess has in coverage amounts consistent with all applicable legal requirements in your jurisdiction and if required by your insurance provider, you have informed them that you intend to use the Platform to perform services;
2. are medically fit to perform the Services;
3. will or have obtained all approvals and authority to perform the specific Services for each Client you have agreed to perform;
4. own, or have legal right to operate the equipment you are using to perform the Services and such equipment meets industry safety standards and all applicable statutory and regulatory requirements;
5. will not attempt to circumvent the Platform in order to perform services for clients outside the Platform that you met while performing the Services through the Platform;
6. will obey all local laws related to the Services and will be solely responsible for any violations of such local laws; 
7. will not collect or attempt to collect payment outside of the Platform, such as demanding a Client to pay or tip in cash or otherwise seek compensation from Clients outside the Platform; and
8. will not engage in any other activity in a manner that is inconsistent with your obligations under this Agreement.

7. PROPRIETARY RIGHTS

7.1 Ownership and Rights.  RepairFind retains all right, title and interest in the Platform, including but not limited to copyrights, copyrightable works, patents, patent rights, trademarks, trade names and trade secrets.  This Agreement does not convey any right, title or interest in, or constitute the sale of any right to, the Platform. 

7.2 User Content.  You may provide RepairFind with comments, recommendations, advice, ideas, submissions, forum posts or other information (“User Content”).  By providing User Content, you represent and warrant that all consents, licenses and rights necessary to license User Content to RepairFind are obtained and hereby grant RepairFind an irrevocable, fully-paid, royalty-free, non-exclusive, perpetual, worldwide license to User Content under all copyright, trademark, trade secret, patent, privacy and publicity rights and any other intellectual or industrial property rights you own or control to use, broadcast, disclose, display, distribute, modify, make derivative works of, publicly perform, publish, record, reproduce, sublicense (on multiple levels), translate, transmit or otherwise exploit for all purposes and in all formats and mediums without attribution, notice, permission, royalty or payment.  RepairFind is under no obligation to review or act upon any User Content that you provide.

8. TERM AND TERMINATION

8.1 Term.  This Agreement is effective as of the date your Account is created and terminates upon the earliest of: (a) RepairFind’s termination of this Agreement, which may occur without notice or reason; (b) RepairFind’s termination of your Account; or (c) your termination of this Agreement pursuant to section 8.2.

8.2 Your Right to Terminate.  If at any time you disagree with this Agreement, Privacy Policy, Professional Terms or any other agreement between you and RepairFind, you must immediately stop use of the Platform, uninstall any RepairFind software from your computer or mobile device and terminate your Account by following the termination instructions available the Platform or by notifying RepairFind of your intention to terminate by emailing us at [email protected].

9. DISCLAIMER and limitation of liability

9.1 Please Use Common Sense.  There are always risks when interacting with third parties you do not know.  Please use common sense when using the Platform and interacting with Clients and Professionals, such as when communicating on the Platform, interactions in-person and when requesting Services.  Make sure you feel comfortable with this person and to verify them against any photos and other information provided to you through the Platform.  When receiving Services, we recommend that you remain aware of your surroundings and your personal belongings.  REPAIRFIND IS NOT RESPONSIBLE FOR THE CONDUCT OF PROFESSIONALS, CLIENTS OR THIRD PARTIES, ON THE PLATFORM OR OFF THE PLATFORM, OR FOR PERSONAL BELONGINGS LEFT IN A CLIENT’S HOME.

9.2 DISCLAIMER.  THE PLATFORM IS PROVIDED TO YOU “AS IS” AND REPAIRFIND, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS AND THIRD PARTIES WE ENGAGE IN CONNECTION WITH THE PLATFORM (EXCEPT FOR PROFESSIONALS) (COLLECTIVELY, “RELATED PARTIES”), DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS.  WITHOUT LIMITING THE FOREGOING, REPAIRFIND AND RELATED PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE PLATFORM WILL NOT INFRINGE ANY COPYRIGHT, PATENT, TRADEMARK, OR OTHER RIGHTS HELD BY A THIRD PARTY.  FURTHER AND WITHOUT LIMITING THE FOREGOING, REPAIRFIND AND RELATED PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES THAT THE PLATFORM AND SERVICES WILL COMPLY WITH APPLICABLE LAWS, MEET YOUR REQUIREMENTS, NOT CAUSE, RESULT IN OR CONTRIBUTE TO INJURY TO YOU OR DAMAGE TO YOUR PROPERTY OR PROPERTY OF OTHERS, OR THAT OPERATION OF THE PLATFORM WILL BE UNINTERRUPTED, CONTINUOUSLY AVAILABLE, ERROR FREE.  NO ORAL ADVICE OR WRITTEN INFORMATION PROVIDED BY REPAIRFIND AND RELATED PARTIES SHALL CREATE ANY WARRANTY (OTHER THAN AS ALREADY DECRIBED HEREIN) AND YOU SHALL NOT RELY EXCLUSIVELY UPON SUCH ADVICE OR INFORMATION.  EACH USER OF THE PLATFORM BEARS THE ENTIRE RISK AS TO THE PERFORMANCE, OPERATION AND QUALITY OF THE PLATFORM.  

9.3 LIMITATION OF LIABILITY.  EXCEPT AS OTHERWISE PROVIDED HEREIN, REPAIRFIND AND RELATED PARTIES SHALL NOT BE LIABLE TO YOU FOR ANY CLAIM, LOSS OR DAMAGE OF ANY KIND ARISING OUT OF OR RELATING TO THE PLATFORM OR SERVICES INCLUDING WITHOUT LIMITATION DIRECT, CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES. 

9.4 MAXIMUM AGGREGATE LIABILITY.  NOTE THAT SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN TERMS OR WARRANTIES OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES AND, IF ANY DISCLAIMER OR LIMITATION OF LIABILITY IS FOUND UNENFORCEABLE, VOID OR DOES NOT FULLY SHIELD REPAIRFIND AND RELATED PARTIES FROM LIABILITY, YOU AGREE THAT REPAIRFIND AND RELATED PARTIES’ MAXIMUM AGGREGATE LIABILITY IN ANY CASE WHATSOEVER WILL BE THE TOTAL AMOUNT PAID BY YOU TO REPAIRFIND (IF YOU ARE A CLIENT) OR THE TOTAL OF PAID BY REPAIRFIND TO YOU (IF YOU ARE A PROFESSIONAL), IN THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE OF THE HARM IN QUESTION.

9.5 Indemnity.  You shall defend and indemnify RepairFind and Related Parties against any claim, demand, suit or proceeding made or brought against RepairFind or Related Parties in connection with your use of the Platform and/or the Services, including but not limited to: (a) your breach of this Agreement; (b) your violation of any law or the rights of Professionals, Clients or other third parties; (c) any damage, injury or death you cause or act of negligence, gross negligence or intentional misconduct you engage in while using the Platform; (d) any information or other materials you provide to RepairFind infringing or misappropriating a third party’s intellectual property or other proprietary rights; and (e) if you are a Professional, anything related to your performance of services for a Client.

10. DISPUTE RESOLUTION

10.1 Mediation.  Both Clients and Professionals agree that any disputes or claims between Clients and Professionals for a given instance of the Services, the parties shall attempt to resolve any such disputes or claims through RepairFind’s mediation process (each, a “Mediation”) prior to pursuing any other process. 

10.2 Mediation Process.  Once your Mediation Request has been submitted you will receive an automated acknowledgement of your request via email. A RepairFind mediation adjudicator (each an “Adjudicator”) shall be assigned to your Mediation by RepairFind and shall attempt to contact you with any further questions or follow-up information within 4-5 business days. RepairFind might ask you to provide additional information regarding your Mediation Request at that time or require you to submit supporting documents or provide additional context. The Adjudicator will review the information that you submit and any other relevant information. The Adjudicator will also need to contact the opposing party or other third parties for more information.  The Adjudicator will carefully consider all relevant information as part of the Mediation process.  You will be given the opportunity to clarify the facts and circumstances or provide additional evidence reading the situation.  In rare situations, RepairFind may need to send a third-party assessor or related professional to the location of where the Services were performed to objectively evaluate the Mediation.  The Adjudicator will aim to communicate our preliminary decision to you within a reasonable timeframe.  You will have time to review the decision of the Adjudicator and you will have 14 business days in which to respond with any comments or any other information that you think the Adjudicator should consider.   Once an Adjudicator decision regarding a Mediation is complete, all Clients and Professionals involved shall accept such decisions as final and binding. Although the Mediation process is final and binding on all parties, if a Professional or Client who has exhausted the Mediation process and is not satisfied with the final decision can continue further action through the appropriate courts of law in the appropriate jurisdiction. 

10.3 Arbitration.  You agree to that any disputes or claims between you and RepairFind, including Related Parties, shall be resolved by final and binding arbitration to be conducted in Vancouver, British Columbia.  The arbitration shall be commenced and conducted in accordance with the International Commercial Arbitration Rules of Procedure of the Vancouver International Arbitration Centre (the “Rules”).  Your arbitration fees and your share of the arbitrator’s compensation shall be governed by and, where appropriate, limited by the Rules.  The arbitration shall be commenced and conducted in accordance with the Rules. BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS SECTION 10.

10.4 CLASS ACTION PROHIBITION.  YOU AGREE THAT ANY ARBITRATION OF A DISPUTE OR CLAIM SHALL BE LIMITED BETWEEN REPAIRFIND AND RELATED PARTIES AND YOU INDIVIDUALLY.  TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, NO ARBITRATION SHALL BE JOINT WITH ANY OTHER AND YOU HAVE NO RIGHT OR AUTHORITY TO: (A) ARBITRATE A DISPUTE OR CLAIM ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND TO (B) RAISE A DISPUTE OR CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS.  YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING THE RIGHT TO HAVE ANY DISPUTE OR CLAIM RESOLVED AS A PLAINTIFF OR MEMBER OF A CLASS ACTION. 

11. GENERAL

11.1 Independent Contractor.  The relationship between RepairFind and each Professional is that of an independent contractor and nothing in this Agreement shall be construed to create any partnership, joint venture, employer-employee or agency relationship between RepairFind and a Professional.

11.2 Guarantee.  RepairFind represents and warrants that if the Services are not performed in a professional manner with the standards of a qualified professional in the industry of the particular Services performed by the applicable Professional (the “Guarantee”).  This Guarantee is supported by a one-year RepairFind labor warranty for any material issues related deficiencies in the quality of the original Services provided by a Professional. For up to one year following the completion of the Services. in cases where RepairFind deems  there to be a deficiency in the quality of the Services performed by a Professional (in RepairFind’s sole discretion), RepairFind shall either have the Professional or a third-party fix such deficiencies at no cost to the applicable Client.

11.3 Governing Law.  This Agreement is governed by the laws of the province of British Columbia without regard to choice of law principals.  The parties irrevocably attorn to the jurisdiction of the appropriate provincial and federal courts of the province of British Columbia to hear any proceedings related to this Agreement.

11.4 Severability and Waiver.  If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law with remaining provisions of this Agreement in full force and effect.  No failure or delay by a party in exercising any right, power or remedy under this Agreement constitutes a waiver.  

11.5 Assignment.  RepairFind may assign this Agreement without your consent or notice to you.  You cannot assign this Agreement.

11.6 Survival.  Sections 6 to 11 survive termination of this Agreement.

11.7 Entire Agreement.  This Agreement and documents it incorporates by reference, including but not limited to the Privacy Policy and Professional Terms, constitute the entire agreement between you and RepairFind with respect to the subject matter hereof and supersedes any prior oral or written agreements, communications, representations or undertakings provided.