Terms Of Service | HelpHive

HelpHive Terms of Service

Last Updated on December 20, 2009

HelpHive operates an online social-powered marketplace that connects homeowners and home service professionals for home repair, home improvement, yard and landscape, home maintenance and home cleaning (the "Service"). These terms apply to your use of the Service, including the www.helphive.com website and other websites under the helphive.com domain (collectively, the "Site"). By accessing or in any way using the Site or the Service, you agree to these terms, our privacy policy (the "Privacy Policy"), and all other guidelines or policies that we reference in these terms (collectively, the "Terms of Service"), whether or not you are a registered user. Please read the Terms of Service carefully. Your use of the Site constitutes your acceptance of the Terms of Service. Do not use the Site or the Service if you are unwilling or unable to be bound by the Terms of Service.

Definitions.

A "user" is anyone other than HelpHive (including HelpHive affiliates and suppliers) who accesses or in any way uses the Site.
The terms "you" and "your" refer to you, as a user of the Site.
The terms "we", "us", and "HelpHive" refer to HelpHive, Inc., a Washington corporation.
"Activity Notifications" means emails that are sent to you as a result of Site Activity related to your account, including when a friend posts feedback, when another user posts an answer to question you posted, when a friend of yours joins HelpHive, when a Business Account responds to one of your postings and when a Business Account asks you to post a review.
"Annual Fee" means a fee that is due HelpHive as a part of certain Paid Plans that entitle the Business Account to certain benefits and privileges for a period of one year.
"Business Account" has the meaning described in Section 4(b) below.
"Business Profile" means a set of web pages on the Site that represent a single business entity and which provide a detailed description of the business, including services the business provides, specialties of the business, the business's work portfolio, reviews, recommendations, questions asked, questions answered and information on how to contact the business.
"Content" means text, graphics, pictures, photographs, video and sound recordings, advertising, trademarks and service marks, software, and other files or data, including cross-postings from other websites and RSS and similar feeds, and their selection and arrangement.
"Direct Connect Call" means direct connect calls where a user who calls the Phone Contact System is connected using HelpHive and third party software to that business's business phone number.
"HelpHive Accounts" means a Business Account or a Personal Account.
"HelpHive Content" means all Content on the Site other than User Content, including all Content published, displayed or made available on the Site by or on behalf of HelpHive, including Content owned by data providers that license data to HelpHive for use on the Site.
"Job" means the service or services provided to a user by a Business Account in exchange for financial compensation.
"Job Commission Fee" means a fee that is due HelpHive as a result of a Business Account performing a Job. The Job Commission Fee is calculated as a percentage of revenue due to the Business Account for performing the Job, where the revenue shall i) include all labor, materials and other fees which the Business Account is due from the user for performing the Job and ii) exclude any state, federal or other government body taxes, levies or duties which the Business Account is due from the user for performing the Job.
"Message Notifications" means emails that are sent, SMS text messages that may be sent and phone calls that may be made as a result of Site Activity related to your account. For Personal Accounts this includes when a user sends you a Text Message. For Business Accounts this includes when a user sends you a Text Message or leaves you a Voice Message.
"Messaging Service" means all parts of the Site and the HelpHive system which enables users and HelpHive Accounts to communicate with each other. This includes but is not limited to Direct Connect Calls, Voice Messages, Text Messages, Message Notifications and the Referral Center.
"Paid Plan" means plan, program or service offered by HelpHive under which a Business Account receives benefits from the Site or other HelpHive software, service or activity and agrees to pay HelpHive in exchange for the benefits. The terms of each Paid Plans are contained in their applicable descriptions elsewhere on the Site. Paid Plans may also have a trial offer or promotional period whereby a Business Account receives the benefits of the plan on a limited basis at no cost.
"Personal Account" has the meaning described in Section 4(a) below.
"Personal Inbox" means the part of the site accessible only by HelpHive Accounts and only in relation to a specific HelpHive Account that enables a HelpHive Account holder to review and respond to Text Messages from HelpHive Accounts holders.
"Phone Contact System" means the system which users may call in order to contact a Business Account. Users call a HelpHive provisioned phone number, enter a unique identification code for a specific business and then will be directly connected to that business' business phone number. If the business phone is busy or is not answered, the user can optionally record a Voice Message.
"Post" means to upload, store, publish, display, email, transmit or otherwise make available any Content.
"Qualified Referral" means a Referral that originates from a user who has sincere intent in evaluating and potentially hiring the Business Account to perform a Job. Examples of Referrals that are NOT considered Qualified Referrals include users who are selling or otherwise soliciting the Business Account, requesting a service the Business Account does not provide, requesting a service in a geographic area the Business Account does not service, Business Account competitors, or from users who have previously engaged Business Account to provide services.
"Qualified Referral Fee" means a fee that is due HelpHive as a result of a Business Account receiving a Qualified Referral which does not result in a Job.
"Referral" means a Text Message or a Voice Message that is left or a Direct Connect Call that is placed to a Business Account and made available to that Business Account via the Referral Center.
"Referral Center" means those portions of the Service which enable a Business Account holder to review, manage or respond to Referrals, Qualified Referrals, Qualified Referral Fees and Job Commission Fees for that Business Account. The Business Account holder may access the Referral Center via the Site or via telephone.
"Text Message" means a text-based message that is generated when a user sends a message to a Personal or Business Account. The message is stored on HelpHive servers and accessible only to the receiving Personal or Business Account.
"User Content" means Content that users post to the Site, such as the business ratings, reviews, recommendations, questions, answers to questions, information that you display as part of your account profile, invitations, or other commentary that you may post. User Content does not include the information that users submit in order to create an account on the Site
"Voice Message" means a voice-based recorded message that may result when a user calls the Phone Contact System. The message is stored on a 3rd party server and is accessible only to the Business Account.

Unless otherwise defined in this Terms of Service, other initially capitalized terms that we use have the same meaning as ascribed to them in the HelpHive Privacy Policy.

Eligibility.

By using the Site, you represent that you are of legal age to form a binding contract (typically 18 years old), a resident of the United States, and that the account information that you provide is true, current and accurate. If you are using the Site on behalf of a company or other legal entity (your "Company"), you represent that you have authority to contractually bind your Company, and that both you individually and your Company are bound by these Terms of Service. The Site is not intended for persons under 13.

Changes to the Terms of Service.

The Terms of Service may be modified by HelpHive at any time. When changes are made, we will notify you by making the revised version available on this webpage and will indicate at the top of this page the date that revisions were last made. You should revisit these Terms of Service on a regular basis as revised versions will be binding on you. Any such modification will be effective upon HelpHive's posting of new Terms of Service. Modifications will not be applied retroactively. Your continued use of the Site after any posted modification to the Terms of Service indicates your acceptance of the modification.

User Accounts.

To use some of the features on the Site, you may be required to create an account and provide information about yourself to us. You are responsible for maintaining the confidentiality of the password and account and for all activities that occur under your password or account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close or suspend your account at any time, with or without notice, if we believe you or your account has violated the Terms of Service.

There are two types of accounts:

A "Personal Account" is an account for your personal, non-commercial use only, and may be used to post your User Content. In creating a Personal Account, we ask that you provide complete and accurate information about yourself in order to bolster your credibility as a contributor to the Site, though you may opt instead to provide information that does not make you personally identifiable. You may not impersonate someone else (e.g., adopt the identity of a celebrity or your next-door neighbor), provide an email address other than your own, or create multiple Personal Accounts.
A "Business Account" is an account for use on the Site held by a representative of a business associated with a Business Profile on the Site and may be used for the same activities as a Personal Account plus: posting updates to your Business Profile, posting work project descriptions, managing client leads and other online business activities. In creating or updating a Business Account, you must be an authorized representative of the business in question, and you must provide complete and accurate information about yourself and the business you represent. You may not provide an email address that is not your own or the business' or create multiple Business Accounts for the same business.

In order to help preserve the integrity of the Site and the Service, we apply some key restrictions on user activity (in addition to those specified in Section 7 below):

Business Account users may not solicit business from other Business Account Users
Business Account users may not solicit business from Personal Account users unless they are first contacted by the Personal Account User, or the Personal Account user is already an existing client of the Business Account User.

We strongly recommend that you follow these important safety practices when using the Site:

Never share your password with anyone
Be cautious about posting and sharing personal information, especially information that could be used to identify you or locate you offline, such as your personal address or telephone number
Report users and content that violate our Terms of Service

Your Rights to Use the Site.

Subject to the restrictions in these Terms of Service, HelpHive grants you a personal, limited license to access and use the Site and the Content, including the ability to: (a) search for local businesses and services, (b) read, write, and share reviews, comments and recommendations about local businesses, (c) share your User Content through your accounts at other web services, such as Facebook, (d) post questions and answers to questions (e) send messages to other Users; (f) receive voice and text messages from Users, and (g) invite people you know to register with HelpHive.
You agree not to access the HelpHive service or the Site by any means other than through the interface that is provided by HelpHive for that purpose.

User Content.

You are solely responsible for your User Content regardless of how you choose to control access to your User Content. You may not post or share Content on the Site that you did not create or that you do not have permission to post.
You agree that all User Content is the sole responsibility of the person from whom such User Content originated, who may be other Site users as well as you.
HelpHive does not control User Content posted via the Site or Service, and does not guarantee the accuracy, integrity or quality of User Content, except to the extent that we expressly specify otherwise.
You understand and agree that HelpHive may, but is not obligated to, review the Site and may remove (with or without notice) any Content in its sole discretion, for any reason or no reason, including User Content that in the sole judgment of HelpHive violates these Terms of Service, or that might be offensive or illegal, or that might violate the rights, harm, or threaten the safety of users or others. HelpHive is not responsible for the conduct, whether online or offline, of any user of the Site or Service.
We have no obligation to retain or provide you with copies of your User Content. While we will comply with our Privacy Policy, we cannot and do not guarantee confidentiality with respect to your User Content. You are solely responsible at your sole cost and expense for creating backup copies and replacing any Content you post or store on the Site or provide to HelpHive.
In particular, we do not control or endorse any User Content that offers opinions regarding the quality of any services or products, nor do we provide any warranties or guarantees concerning any products or services of our users.
HelpHive may or may not use User Content in its sole discretion. For example, we may choose not to publish User Content if we believe it violates the Terms of Service or our content guidelines.
HelpHive and its licensees may display advertisements and other information adjacent to or included with your User Content on the Site and Other Media. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
Post your User Content with care. When you post your User Content on the Site, you are doing so voluntarily. You acknowledge and understand that any Content you may post may, depending on the privacy settings that you select, be seen by other users and may be subject to re-disclosure by those other users.
When you post your User Content to the Site, you grant HelpHive the right to use your User Content on or for the benefit of the Site or the Service, including by: modifying, reproducing, distributing and displaying it as HelpHive deems necessary to facilitate the posting and storage of the User Content on the Site; and publishing it to third parties, associating it with your account name, and licensing the same rights to third parties for use in connection with other media platforms, products and services. You expressly grant HelpHive an irrevocable, perpetual, non-exclusive, transferable, fully paid, royalty-free, worldwide license, with the right to sublicense, to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), and distribute your User Content for any purpose, commercial, advertising, or otherwise, on or in connection with the Site or the Service or the promotion of the Site or the Service, and to modify and prepare derivative works of your User Content, including by incorporating it into other materials. In connection with the foregoing license, you waive any "moral rights" that you may have in your User Content.
If you or we terminate your relationship with HelpHive or the Site, then we may remove your User Content from the Site, or we may still continue to display some or all of your User Content; if we continue to display any of your User Content on the Site, we will no longer associate your account name with User Content, but will instead associate it with "anonymous" or something similar.
If you or we remove your User Content from the Site, then you should be aware that HelpHive may still retain archived copies of your User Content.
HelpHive does not assert any ownership over your User Content; subject to the rights you have granted to us in these Terms of Service, you retain all of your ownership rights in all of your User Content and any intellectual property rights or other proprietary rights associated with your User Content.
HelpHive may access, preserve and disclose your account information and your Content if required to do so by law or if HelpHive believes in good faith that such access, preservation or disclosure is necessary to: (a) comply with legal process; (b) enforce the Terms of Service; (c) respond to claims that your Content is defamatory or violates any rights of any third party; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of HelpHive, its users and the public.

Restrictions on Use.

You agree that you will not:

duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, otherwise transfer or commercially exploit the Site or the Service (excluding Content posted by you) except as permitted in the Terms of Service;
use the Site in a manner that may create a conflict of interest, such as trading reviews with other business owners or writing or soliciting shill reviews;
use the Site for keyword spamming or to otherwise attempt to manipulate search results;
utilize information, content or any data you view on or obtain from the Site or the Service (other than your User Content) to provide any service that is competitive, in HelpHive's sole discretion, with HelpHive;
imply or state, directly or indirectly, that you are affiliated with or endorsed by HelpHive unless you have entered in to a written agreement with HelpHive that expressly permits such statements;
access, retrieve or index the Site to construct or populate a searchable database of businesses or business reviews;
use any HelpHive Content or User Content (other than your own User Content) to generate statistical information for purposes of selling, renting, publishing or furnishing it, in any manner, to any third party;
use any HelpHive Content or User Content (other than your own User Content) to prepare any comparison with other information databases, for purposes of selling, renting, publishing or furnishing it, in any manner, to any third party;
use any HelpHive Content or User Content (other than your own User Content) in connection with individual credit, employment or insurance applications;
publish or display any HelpHive Content or User Content (other than your own User Content) in a publicly viewable location other than on the Site, other than as expressly permitted by HelpHive, including as specifically enabled by the features and functions of the Site interface;
reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Site or the Service, or any part thereof;
adapt, modify or create derivative works based on the Site, the Service, or the User Content of others, in whole or part;
rent, lease, loan, trade, sell or re-sell access to the Site or any Content, or the equivalent, in whole or part;
access, reload or "refresh" or make any other request to transactional servers more than once during any three second interval;
use manual or automated software, devices, scripts robots, other means or processes to access, "scrape," "crawl" or "spider" any web pages contained in the Site except for publicly available search engines which are freely available and provide attribution and hypertext links back to the Site;
use automated methods to add contacts, send messages or other permitted activities, except by using the Site's interface in accordance with its intended purpose;
access the Site, via automated or manual means or processes, for purposes of monitoring its availability, performance or functionality or for any competitive purpose;
engage in "framing," "mirroring," or otherwise simulating the appearance or function of the Site;
attempt to or actually access the Site by any means other than through the interface provided by HelpHive;
attempt to or actually override any security component included in or underlying the Site or the Service;
engage in any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses;
remove any copyright, trademark or other proprietary rights notices contained in or on the Site, including those of HelpHive or any of its licensors;
remove, cover or otherwise obscure any form of advertisement included as part of the Site;
use any information obtained from HelpHive to harass, abuse or harm another person;
collect, use or transfer any information, including personally identifiable information obtained from HelpHive except as expressly permitted in these Terms of Service or as the owner of such information may expressly permit;
interfere with or disrupt the Site or the Service, including any servers or networks connected to Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;
use or attempt to use another's account without authorization from HelpHive, or create a false identity on the Site;
infringe or use HelpHive's brand, logos or trademarks, including using the words "HelpHive" in any business name, email, or URL or including HelpHive's trademarks and logos on any website without authorization; or
post or otherwise make available or initiate any Content that:

falsely states, impersonates or otherwise misrepresents your identity;
is unlawful, defamatory, abusive, obscene, discriminatory or otherwise objectionable;
includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as proprietary or confidential information);
infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
includes any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
contains software viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of the Site or the Service, or of any User; or
forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Service.

Site Availability; General Practices Regarding Use and Storage.

HelpHive reserves the right (but is under no obligation) to modify, update, or discontinue the Site or the Service at its sole discretion, at any time, for any or no reason, and without notice or liability.
You acknowledge that HelpHive may establish general practices and limits concerning use of the Site or the Service, including the period of time for which User Content will be retained, the size of User Content files that you upload to the Site or transmit via the Service, the maximum disk space that will be allotted on HelpHive's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Site or the Service in a given period of time. You agree that HelpHive has no responsibility or liability for the deletion or failure to store any User Content maintained or transmitted by the Service. HelpHive may log off accounts that are inactive for an extended period of time. HelpHive may modify these general practices and limits from time to time.

Contributions to HelpHive.

If you submit ideas, suggestions, documents, or proposals ("Contributions") to HelpHive, for example, through its suggestion or feedback web-pages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) HelpHive is under no obligation of confidentiality, express or implied, with respect to the Contributions; (c) HelpHive will be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) HelpHive may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of HelpHive without any obligation of HelpHive to you; and (f) you are not entitled to any compensation or reimbursement of any kind from HelpHive under any circumstances.

Termination

HelpHive may terminate or suspend your account or ability to use the Site, in whole or in part, at HelpHive's sole discretion, if HelpHive believes you have breached the Terms of Service, or if HelpHive believes your participation or presence on the Site, or your use of the Services, is detrimental to the Site or the HelpHive community. HelpHive may also terminate your account if it discontinues its operation of the Site or the Services. HelpHive will notify you of termination via your HelpHive Account email. Any such termination or suspension could prevent you from accessing your account, the Site, your User Content, Content, or any other related information.
You may terminate your account at any time by closing your account and discontinuing your use of any and all parts of the Site. You can request to close your account here.
In the event of any termination, whether by you or us, Sections 2, 6, 7, 9-12, 15-20 and 22 of the Terms of Service will continue in full force and effect, including HelpHive's rights with respect to your User Content, as detailed in Section 6.

Ownership.

As between you and HelpHive, HelpHive and its licensors are the sole owners of the HelpHive Content, including all intellectual property rights in and to such Content. You may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit, any of the HelpHive Content, in whole or in part, except as expressly authorized by HelpHive. HelpHive reserves all rights in and to the HelpHive Content not expressly granted by HelpHive.

Dealings with Business Users and Advertisers

Your correspondence or business dealings with, or participation in promotions of, business users or advertisers found on or through the Site or the Service, including payment for and delivery of related products or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the business user or advertiser. HelpHive is not and will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such business users or advertisers on the Site or the Service.

Third Party Websites and Content

The Site contains (or you may be sent through the Site or the Service) links to other web sites ("Third Party Sites") as well as Content, information, applications, software and other items belonging to or originating from third parties (the "Third Party Materials"). Third Party Sites and Third Party Materials may include the websites and materials of this Site's business users. We do not investigate, monitor or check Third Party Sites and Third Party Materials for accuracy and completeness, and we assume no obligation to do so. We are not responsible for any Third Party Sites accessed through the Site or any Third Party Materials posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies relating to in the Third Party Sites or the Third Party Materials. Our inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Materials does not imply our approval or endorsement. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Materials, you do so at your own risk and you should be aware that our terms and policies no longer apply. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.

The Site's mapping feature is powered by Google Inc. Your use of the mapping feature is governed by Google Inc.'s terms of use located at http://maps.google.com/help/terms_maps.html (or such other URL as may be updated by Google, Inc.).

Paid Plans

Payments, upgrading, downgrading:

A valid credit card is required by and kept with your Business Account when you sign up for a Paid Plan.
When signing up for a Paid Plan, you agree to provide HelpHive with accurate, complete, and current credit card information for a credit card that you are authorized to use. You agree that all transactions are non-cancelable and non-refundable except as expressly set forth in this Section.
Businesses that sign up for a Paid Plan with an Annual Fee will be billed the Annual Fee immediately upon completion of the sign up process.
Businesses are only eligible for one promotional trial period.
All Paid Plan fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.
For any upgrade or downgrade in Paid Plan level, the credit card that you provided will automatically be charged the new rate on your next billing cycle.
Downgrading your Paid Plan may cause the loss of Content, features, or capacity of your account. HelpHive, Inc. does not accept any liability for such loss.

Modification to the plans and prices

HelpHive reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, Paid Plans (or any part thereof) with or without notice.
Prices of all Paid Plans, including but not limited to Annual Fees,Qualified Referral Fees and Job Commission Fees, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the HelpHive Site or the Service itself.
HelpHive shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of any Paid Plan.

Referral Pro Plans

Referral Pro Plans are Paid Plans where Referrals are one of the main benefits of the plan and have the following characteristics:

Referrals have a well-defined lifecycle, including the determination of whether the Referral is a Qualified Referral or not, and whether a Qualified Referral resulted in a Job or not (click here for more details).
All Referrals are accessible from the Referral Center (click here for more details)

There may be multiple tiers of Referral Pro Plans. Each plan may carry a different set of benefits and a different set of costs including but not limited to Annual Fees, Qualified Referral Fees and Job Commission Fees.
HelpHive may provide Business Accounts with access to a trial of a Referral Pro Plan for a period beginning on the setup of a Business Account or subsequently, determined by HelpHive in its sole discretion.
Qualified Referral Fees and Job Commission Fees associated with Referral Pro Plans are accrued and billed on a monthly basis (e.g. fees accrued in the month of October will be billed on November 1^st). A statement which includes charges accrued and billed is available in your Account under "Account & Settings" (click here for more details).
You are solely responsible for properly suspending your participation in any Paid Plan. An email or phone request to suspend a Paid Plan is not considered sufficient. You can suspend any Paid Plan at any time by visiting the Account & Settings section, accessible from the global navigation at the top of the screen (click here for more details).
HelpHive reserves the right at any time and from time to time to audit your use of a Referral Pro Plan with the sole intent and purpose of verifying the accuracy and complete accounting of Qualified Referral Fees and Job Commission Fees due to HelpHive. An audit may include but is not limited to inspection of Referrals in the Referral Center, requiring that you produce Job invoices, Job contracts or other documents or contacting your customers to request they produce Job invoices, Job Contracts or other documents related to Referrals, Qualified Referrals and Jobs originating from HelpHive.

Refund Policy

A full refund of Annual Fees is ONLY available if the Paid Plan is canceled and the refund requested within 7 days of signup. After 7 days of signup, except in the circumstances described in paragraph (d) below, there will be no refunds or credits for a partial year of service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
A full refund of a Qualified Referral Fee or a Job Commission Fee is ONLY available if the refund request occurs within 72 hours of the accrual of the fee. For a Qualified Referral, the accrual of the Qualified Referral Fee occurs when a Referral either automatically or as indicated by the Business Account holder becomes a Qualified Referral. For a Job, the accrual of the Job Commission Fee occurs when a Qualified Referral automatically or as indicated by the Business Account holder becomes a Job.
If HelpHive modifies a Paid Plan, if such modifications materially adversely affect a Business Account holder's rights under the Paid Plan, HelpHive will make a refund of the Annual Fee for the Paid Plan available (a) ONLY if the refund is requested within 30 days of HelpHive's first publication of the modification notice, and (b) ONLY for the unused portion of the Paid Plan service year, determined by pro-rating on a daily basis.
Refund requests must be made as follows: via phone by calling (206) 414-9644, or via email by sending the refund request details to support@helphive.com. Refund requests made by email must include: a) email address on the Business Account, b) a phone number where you can be reached, c) the specific item for which a refund is being requested, and c) for Qualified Referral Fees and Job Commission Fees, the date, time and customer name of the associated Referral.

Recorded Calls

Phone calls which are initiated through the Phone Contact System and connected to a business may be recorded for later reference by the business and HelpHive.
The caller is informed prior to the recording that the call may be recorded.
By agreeing to these Terms of Use, you agree that calls made to you using the Phone Contact System may be recorded. If you are a Business Account, then you agree that you are responsible for proactively informing and obtaining consent from all your personnel that phone calls coming through HelpHive may be recorded.

Disclaimers.

The Site and the Service may be temporarily unavailable from time to time for maintenance or other reasons. HelpHive assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of User Content or user communications, including your User Content.

YOUR USE OF THE SITE AND THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE, THE SITE AND ALL SITE CONTENT IS MADE AVAILABLE TO YOU BY HELPHIVE ON AN "AS IS" BASIS. HELPHIVE AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING:

ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; AND
ANY WARRANTIES PERTAINING TO:

THE OPERATION AND FUNCTIONALITY OF THE SITE;
THE ACCURACY, INTEGRITY, COMPLETENESS, QUALITY, LEGALITY, USEFULNESS, SAFETY, OF ANY OF THE SITE CONTENT, INCLUDING THE ACCURACY OF BUSINESS REVIEWS AND BUSINESS INFORMATION LISTED ON THE SITE
THE PRODUCTS AND SERVICES ASSOCIATED WITH THE SITE OR SITE CONTENT, INCLUDING PRODUCTS AND SERVICES SOLD BY BUSINESSES LISTED ON THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, THAT YOU OBTAIN FROM HELPHIVE OR THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION, OR CONDITION.

HELPHIVE AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY OR OTHER COMMITMENT THAT (i) THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR THE SERVICE WILL BE ACCURATE OR RELIABLE; AND (iv) ANY ERRORS IN THE SERVICE SOFTWARE WILL BE CORRECTED.
YOU ACCESS ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE AT YOUR OWN DISCRETION AND RISK; YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, INCLUDING DAMAGE OR LOSSES CAUSED BY VIRUSES, WORMS, TROJAN HORSES OR OTHER SIMILAR MALICIOUS CODE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HELPHIVE OR THROUGH OR FROM THE SITE OR THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.

Exclusion of Consequential Damages.

Except to the extent, if any, prohibited by applicable law, in no event will HelpHive be liable to you or your Company for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if HelpHive has been advised of the possibility of such damages.

Limitation of Liability.

If, notwithstanding the other provisions of these Terms of Service, HelpHive is found to be liable to you or your Company for any damage or loss which arises out of or is in any way connected with your use of the Site, Service or any Content, HelpHive's liability shall in no event exceed the greater of (1) the total of any subscription or other periodic recurring fees paid by you to HelpHive for your subscription to a Paid Plan in the three months prior to the date of the initial claim made against HelpHive, or (2) US $50.00. For the sake of clarity, the limitations in this Section will not operate to limit HelpHive's explicit obligations under these Terms of Services to pay refunds of Paid Plan subscriptions.

Exclusions and Limitations

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 15 - 17 MAY NOT APPLY TO YOU.

Indemnity.

You agree to indemnify and hold HelpHive, its affiliates, suppliers and licensors, and their respective directors, officers, agents and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of User Content you post using the Site or the Service, your use of the Site or the Service, your connection to the Site or the Service, your violation of the Terms of Service, or your violation of any rights of any other User or person. HelpHive reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter subject to these indemnification obligations without the prior written consent of HelpHive.

Trademark Information

HELPHIVE, the HelpHive logo and the phrase "Find the right local help" are trademarks and service marks of HelpHive, Inc. (the "HelpHive Marks"). You agree not to display or use the HelpHive Marks in any manner without our express prior written permission.

Copyright Dispute Policy.

HelpHive has adopted the following policies and procedures toward copyright infringement in accordance with Title 17, United States Code, Section 512(c), which is part of the Digital Millennium Copyright Act ("DMCA"). The address of HelpHive's Designated Agent to Receive Notification of Claimed Infringement ("Designated Agent") is provided at the bottom of this section. It is HelpHive's policy to (i) respond to notices of alleged copyright infringement that comply with the DMCA; and (ii) terminate the accounts of those determined by HelpHive to be "repeat infringers".

Procedure for Reporting Copyright Infringements. If you are a copyright owner or agent thereof, and believe that your copyright is being infringed in connection with the Site, please send a written notification to the Designated Agent detailing the alleged infringement. Your written notification must include:

Identification of the copyrighted work that you claim has been infringed;
Identification of the Content on the Site that allegedly infringes upon the copyrighted work at issue, and information reasonably sufficient to permit HelpHive to locate such Content;
A statement by you that you have a good faith belief that the use of the Content identified in your notice in the manner complained of is not authorized by the copyright owner, its agent, or the law;
A statement by you that you attest, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and
Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

Please note that HelpHive may, at its sole discretion, send a copy of such notices to third parties for publication. For example, your letter (with personal information removed) may be forwarded to Chilling Effects (http://www.chillingeffects.org) for publication. Please note that you may be subject to liability under Section 512(f) of the DMCA if you materially misrepresent that content on the Site infringes your copyright.

Procedure to Supply a Counter-Notice to the Designated Agent. If you believe that Content has been mistakenly removed from the Site pursuant to this DMCA policy, you may send a written counter-notice to the Designated Agent including the following:

Identification of the Content that was removed, and the location on the Site where it would have been found prior to its removal;
A statement under penalty of perjury that you have a good faith belief that the Content was removed as a result of a mistake or misidentification;
A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is located outside the United States, for any judicial district in which HelpHive is located, and that you will accept service of process from the person who provided notification under 512(c)(1)(C) or an agent of such person; and
Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

Address for Designated Agent. Please contact the Designated Agent at the following address:

Dave Richards
Copyright Agent, HelpHive, Inc.
17544 Midvale Ave N, #202
Shoreline, WA 98133
Phone: (206) 414-9644
Email to: legal@helphive.com

The Designated Agent should only be contacted in connection with the issues raised in this Section.

Miscellaneous.

If there is any dispute about or involving the Site or the Service, you agree that any such dispute will be governed by the laws of the State of Washington without regard to its conflict of law provisions. You agree to submit to the personal jurisdiction of and venue in the state and federal courts in King County, Washington.
No agency, partnership, joint venture, or employment is created as a result of the Terms of Service, and you do not have any authority of any kind to bind HelpHive in any respect whatsoever.
HelpHive may provide you with notices, including those regarding changes to the Terms of Service by email, regular mail or postings on the Site. HelpHive is entitled to assume, without further enquiry on HelpHive's part, that communications originating from the email address that you post in the Account & Settings section are communications from you. To facilitate our administration of the Service, you acknowledge and agree that communications to us in the form of email from the email address you post in the Account & Settings section, and communications from you using the Site interface under your login ID and password, will be sufficient for purposes of determining your assent to any contract between us, or the waiver or modification of any of your contractual rights and obligations. This provision supplements and does not limit other means of our indicating our assent to any contract or modification or waiver of any contractual right.
Except as otherwise stated in Section 13 above, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
The Terms of Service contain the entire agreement between you and HelpHive regarding the use of the Site, and supersede any prior agreement between you and HelpHive on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms of Service.
The failure of HelpHive to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
If any provision of the Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms of Service shall otherwise remain in full force and effect and enforceable.
The Terms of Service are not assignable, transferable or sublicensable by you except with HelpHive's prior written consent, but may be assigned or transferred by HelpHive without restriction. Any assignment attempted to be made in violation of the Terms of Service shall be void.
The section titles in the Terms of Service are for convenience only and have no legal or contractual effect. The following words shall be interpreted as designated: (i) "or" connotes any combination of all or any of the items listed; (ii) where "including" is used to refer to an example or begins a list of items, such example or items shall not be exclusive; and, (iii) "specified" requires that an express statement is contained in the relevant document, web page or file..