ShinyBees Terms & Conditions

Last updated : May 1, 2022

These Terms of Service establish a binding agreement between you and ShinyBees, Inc. (referred to as “ShinyBees”) that governs your use of the ShinyBees Platform. The ShinyBees Platform includes the Sites (including www.ShinyBees.app), the Apps, and related services, information, and communications.

All the personal data you provide or that we collect about you when you use the ShinyBees Platform is subject to our Global Privacy Policy ("Privacy Policy"). By using the ShinyBees Platform, you acknowledge that you have reviewed the Privacy Policy.

Your agreement to the terms and conditions in these Global Terms of Service, as well as the Privacy Policy, is given by your consent at registration and your continued use of the ShinyBees Platform. If any changes to this Agreement are unacceptable or make you non-compliant with the Agreement, you must deactivate your account and stop using the ShinyBees Platform immediately.

These Terms of Service incorporate the Privacy Policy that applies to the cleaning project and constitute the "Agreement" between you and ShinyBees.

IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT AND ABIDE BY ITS TERMS, YOU MAY NOT USE OR ACCESS THE SHINYBEES PLATFORM.

PLEASE NOTE: SECTION 28, WHICH CONTAINS JURISDICTION-SPECIFIC PROVISIONS, SPECIFIES HOW USERS AND SHINYBEES RESOLVE DISPUTES. SECTION 28 CONTAINS AN ARBITRATION AGREEMENT. THIS ARBITRATION AGREEMENT, WITH LIMITED EXCEPTION, REQUIRES YOU TO SUBMIT DISPUTES AND CLAIMS YOU HAVE AGAINST SHINYBEES TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS. PLEASE READ IT CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING, IF APPLICABLE, YOUR RIGHT TO OPT OUT OF ARBITRATION.

BY ACKNOWLEDGING THE TERMS OF SERVICE AND/OR USING THE SHINYBEES PLATFORM, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT AND YOU ACCEPT ALL OF ITS TERMS.

Here are some key highlights of the Terms of Service for ShinyBees:

• To use the ShinyBees Platform, you must be of legal age in your jurisdiction and able to enter into binding contracts (Section 2).
• The ShinyBees Platform's technology is provided "as is" and without warranty (Section 17).
  ShinyBees is not liable for User actions on the Platform or the performance of cleaning projects (Section 17).
• ShinyBees does not supervise, direct, or control ShinyBee cleaners' work or the cleaning projects they perform (Section 1).
• Clients are responsible for determining if a ShinyBee cleaner is qualified to perform a cleaning project (Sections 1 and 23).
• ShinyBee cleaners are independent contractors of Clients and not employees, independent contractors, or service providers of ShinyBees (Section 1).
• Users agree to indemnify ShinyBees from claims arising from their use of the Platform or content submitted from their account (Section 18).
• Disputes with ShinyBees must be resolved through individual arbitration as permitted by applicable law.

1. The ShinyBees Platform Connects ShinyBee cleaners and Clients

The ShinyBees Platform is an online marketplace accessible through web and mobile applications that serves as a meeting point for two groups: Clients and ShinyBee cleaners. "Clients" refer to both individuals and businesses that require short-term cleaning services, while "ShinyBees" and "ShinyBee cleaners" refer to businesses providing said services. The term "Users" encompasses both Clients and ShinyBee cleaners. Once the Users agree on the terms of a cleaning project, they form a Service Agreement directly between themselves, which is further detailed in Section 3.

SHINYBEE CLEANERS ARE INDEPENDENT BUSINESS OWNERS. SHINYBEE CLEANERS ARE INDEPENDENT CONTRACTORS OF CLIENTS AND NOT EMPLOYEES, PARTNERS, REPRESENTATIVES, AGENTS, JOINT VENTURERS, INDEPENDENT CONTRACTORS OR FRANCHISEES OF SHINYBEES. BY CONNECTING PEOPLE AND BUSINESSES SEEKING SERVICES WITH SERVICE PROVIDERS, SHINYBEES OPERATES AS AN ONLINE MARKETPLACE THAT CONNECTS CLIENTS WITH SERVICE PROVIDERS (SHINYBEE CLEANERS) WHO WISH TO PERFORM A VARIETY OF CLEANING PROJECTS.

USERS HEREBY ACKNOWLEDGE THAT SHINYBEES DOES NOT SUPERVISE, SCOPE, DIRECT, CONTROL OR MONITOR A SHINYBEE CLEANER’S WORK AND EXPRESSLY DISCLAIMS (TO THE EXTENT PERMITTED BY LAW) ANY RESPONSIBILITY AND LIABILITY FOR THE WORK PERFORMED AND THE CLEANING PROJECTS IN ANY MANNER, INCLUDING BUT NOT LIMITED TO A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OR CONDITION OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH ANY LAW, STATUTE, ORDINANCE, REGULATION, OR CODE.

If the ShinyBees Platform describes a ShinyBee cleaner as licensed or credentialed in some way, it only means that the cleaner has gone through a relevant registration process or met certain criteria. This description does not imply any endorsement, certification, or guarantee by ShinyBees of the cleaner's skills, qualifications, licensing, insurance, trustworthiness, safety, or suitability. Instead, this information is intended to help Clients make their own decisions when selecting, interacting with, or contracting with ShinyBee cleaners via the ShinyBees Platform.

The ShinyBees Platform connects Users for cleaning projects but is not responsible for their performance or communications. ShinyBees has no control over the quality, timing, legality, or any other aspect of cleaning projects, Clients, or ShinyBee cleaners, nor of the actions or omissions of any Users or the ratings and reviews they provide. ShinyBees does not provide any warranties or representations regarding the reliability, suitability, timeliness, or accuracy of the cleaning projects or services provided by Users identified through the ShinyBees Platform, whether through online or offline interactions.

2. ShinyBee cleaners Background Checks and User Representations and Warranties

Before registering and while using the ShinyBees Platform, ShinyBee cleaners may undergo a review process, which may involve identity verification and criminal background checks, utilizing third-party services as needed (referred to as "Background Checks"). Even though ShinyBees may conduct Background Checks, it cannot guarantee that any User is authentic, and it cannot and will not be held accountable for the accuracy or trustworthiness of the information obtained through Background Checks.

It is important to exercise caution and use common sense when interacting with other Users on the ShinyBees Platform in order to protect your personal safety, data, and property, just as you would when interacting with strangers in person. Please note that ShinyBees is not responsible for any false or misleading statements made by Users of the platform and will not be held liable for any consequences resulting from such statements.

SHINYBEES, ITS PARENTS, AFFILIATES, AND LICENSORS, INCLUDING THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES, ATTORNEYS, REPRESENTATIVES, INSURERS, EMPLOYEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY "AFFILIATES"), ARE NOT RESPONSIBLE FOR THE ACTIONS OR INACTIONS OF ANY USER OF THE SHINYBEES PLATFORM, WHETHER ONLINE OR OFFLINE. TO THE EXTENT PERMITTED BY LAW, YOU RELEASE SHINYBEES AND ITS AFFILIATES FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, OR DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SHINYBEES PLATFORM.

User Representations and Warranties
All users must represent and warrant that they:

• Are of the legally required age in the jurisdiction where they reside (or at least 18 years old for U.S.-based users) and have the capacity to enter into binding contracts;
• Have the right, authority, and capacity to enter into this agreement and abide by its terms and conditions;
• Have read, understood, and agreed to the terms of service, privacy policy, and happiness pledge applicable to the country where the cleaning project is performed;
• Will only perform cleaning projects in countries where the ShinyBees Platform has a presence;
• Will respect the privacy, property, and data protection rights of users and will not record any cleaning project or interaction by or with any user or ShinyBees without the prior written consent of ShinyBees and/or the relevant user;
• Will fulfill commitments made to other users, communicate clearly, be present and/or available at the agreed-upon time with ShinyBee cleaners or clients, and use only the third-party payment service provider approved by ShinyBees to make or receive payment for services provided through the platform;
• Will act professionally and responsibly in interactions with other users;
• Will use their real name or business name on their profile;
• Will act in accordance with all applicable local, state, provincial, national, or international laws and customs when using or accessing the platform;
• If entering into this agreement on behalf of a company or organization, have the authority to act on behalf of that entity and bind it to this agreement;
• Do not have any motivation, status, or interest that ShinyBees may reasonably wish to know about in connection with the platform, including if they are using or intend to use it for any journalistic, academic, investigative, or unlawful purpose unless fully and promptly disclosed in writing to ShinyBees.
  

In addition to the general terms and conditions, ShinyBee cleaners have specific responsibilities and requirements. By using the ShinyBees Platform, you acknowledge and agree that:

• You are operating as a business entity and engaged in the same type of business as the cleaning services you provide through the Platform;
• You have the legal right to work in the jurisdiction where you perform cleaning projects;
• You have the required insurance coverage to operate your business and provide your services;
• You will use your real name or business name and an up-to-date photo on your profile;
• You will fulfill your commitments to other Users, including responding to invitations promptly, performing the cleaning projects as agreed upon with your Client, and providing timely and high-quality services;
• You will only offer and provide services for which you have the necessary skills and expertise, and you will provide those services safely and in compliance with all applicable laws.

3. Contract between Clients and ShinyBee cleaners

By using the ShinyBees Platform, you acknowledge and accept that a legally binding agreement (the "Service Agreement") between you and another User is formed when you both agree on the terms of a cleaning project. The terms of the Service Agreement include the terms set forth in Section 3 of this Agreement, the engagement terms proposed and accepted on the ShinyBees Platform, and any other contractual terms agreed upon by both the ShinyBee cleaners and their Client as long as such terms do not conflict with the terms of this Agreement or expand ShinyBees' obligations or restrict ShinyBees' rights under this Agreement. Please note that ShinyBees is not a party to any Service Agreement, and the formation of a Service Agreement does not create an employment or other service relationship between ShinyBees and the ShinyBee cleaners, nor does it create an employment relationship between the Client and the ShinyBee cleaners. Furthermore, please note that Users are not authorized to enter into written or oral contracts, whether implied or express, on behalf of ShinyBees.

While using the ShinyBees Platform, Clients have the discretion to choose whether they will be present or not during the cleaning project. If someone else books the cleaning project on the Client's behalf or is present instead of the Client, they are considered the Client's Agent. The ShinyBee cleaners may take and follow direction from the Client's Agent as if it was given by the Client. If you are acting as a Client's Agent on the ShinyBees Platform, you must have the authority to act on their behalf and bind them to all the provisions of the Terms of Service. As a Client's Agent, you may authorize any applicable waiver of the Client's scoping, direction, or instruction of the ShinyBee cleaners' work or performance of the cleaning project. The Client agrees that any direction or waiver given by the Client's Agent is valid against both the Client and the Agent, and the Client is responsible and liable for them. The Client assumes full responsibility for the actions and omissions of their Agent, who is considered a third party for the purposes of the Happiness Pledge and is excluded from it.

The Client is responsible for paying their ShinyBee cleaner(s) in full for all cleaning project services at the rates agreed to by the parties in the Service Agreement. Payment can be made through the method indicated on the ShinyBees Platform or in person by the end of the cleaning project. Both the Client and ShinyBee cleaner(s) must comply with the Service Agreement and this Agreement throughout the engagement, performance, and completion of the cleaning project.

4. Billing and Payment

The ShinyBees Platform facilitates direct contracting between Users for cleaning projects, and ShinyBees will not be involved as a party to any such contracts. It is the responsibility of the Client, not ShinyBees, to make payment for all cleaning project services through the ShinyBees Platform. ShinyBees is not obligated to compensate ShinyBee cleaners if the Client fails to make payment for their services.

Clients using the ShinyBees Platform are required to pay for their cleaning projects, service charge, and Trust & Support fee through the PSP. Payment details must be provided to ShinyBees and the PSP. ShinyBee cleaners must provide accurate invoices to their Clients within 24 hours of the cleaning project, even if the project is ongoing or incomplete. Invoices will include the pricing terms agreed upon by the parties for the cleaning project, any agreed upon out-of-pocket expenses, the service charge assessed by ShinyBees for accessing and receiving information about ShinyBee cleaners, the Trust & Support Fee assessed by ShinyBees for customer support, services in support of the Happiness Pledge, and other various services, and any applicable cancellation charges. Clients may also add a tip or gratuity to the invoice, which will go directly to the ShinyBee cleaners. Clients may be charged credit card processing fees if their expenses exceed $300 in a 30-day period. ShinyBee cleaners are responsible for paying registration fees, if applicable, and repayment of erroneous payments.

Each ShinyBee cleaner is required to create an account with the PSP (payment service provider), which may entail registering with the PSP, accepting their terms of service, and undergoing a vetting process and/or account validation as requested by the PSP. By accepting these Terms of Service, each ShinyBee cleaner confirms that they have reviewed and agreed to the PSP Services Agreement (the “PSP Services Agreement”). It should be noted that ShinyBees is not a party to the PSP Services Agreement, and the parties to the PSP Services Agreement are you, the PSP, and any other parties specified in the PSP Services Agreement. ShinyBees has no obligations, responsibility, or liability to any ShinyBee cleaner or other party under the PSP Services Agreement.

In order to prevent fraudulent activities and secure User information from unauthorized access, both ShinyBees and/or the PSP may verify an account before activation and before every booking. This verification process may involve placing temporary charges on the User's account, which will be refunded within 1-5 business days. The amount of this temporary charge may vary based on the estimated value of the cleaning project and associated expenses.

Upon receiving confirmation through the ShinyBees Platform or via email that a cleaning project has been completed, the Client is deemed to have authorized the PSP to process the corresponding Invoice(s). However, in the event that a Client cancels a scheduled cleaning project before the agreed time for performance, the Client may be billed a one-hour cancellation charge as damages, based on the ShinyBee cleaners' hourly rate, through the PSP.

ShinyBees has the right to hold cleaning project Payment, out of pocket expenses, and/or tip or gratuity (if applicable), or issue refunds or credits, upon request or notice of any potential fraud, unauthorized charges, or other misuse of the ShinyBees Platform, but is not obligated to do so. Users of the platform are responsible for any taxes or similar charges required to be collected and/or paid on the cleaning projects and/or fees provided under the Agreement. ShinyBees may issue receipts or similar documentation on behalf of Users to facilitate accurate tax reporting, as required by applicable rules in certain jurisdictions.

5. Contests, Gift Cards, and Promotional Codes

ShinyBees may offer promotions and contests to Users at its own discretion, which can be changed or terminated without prior notice. ShinyBees and its Affiliates, as well as any corporate partners involved in such promotions, will be subject to the liability limitations outlined in Section 17 of the Terms of Service.

Users of the ShinyBees Platform can take advantage of Gift Cards and Promo Codes to cover all or part of the payment due for a cleaning project and the corresponding service charge and Trust & Support fee. However, please note that these forms of payment cannot be used to reimburse any out-of-pocket expenses incurred by the ShinyBee cleaners, or to provide tips or gratuities for their services.

A. Promo Codes

ShinyBees offers Promo Codes to reduce the amount that Clients pay for cleaning project Payments, service charge, and Trust & Support fees. However, Promo Codes will not affect the amount received by ShinyBee cleaners for the cleaning project. The use of Promo Codes is solely intended as a promotional initiative and does not create any relationship or engagement between ShinyBees, ShinyBee cleaners, and Clients, nor does it constitute wages, fees, or other payments to ShinyBee cleaners. You must use Promo Codes in accordance with their terms and conditions. A new user Promo Code may only be used once per User, regardless of the email address used during registration. ShinyBees reserves the right to withhold or deduct credits or other features or benefits obtained through the use of a Promo Code if the Promo Code was used or redeemed in error, fraudulently, illegally, or in violation of the applicable Promo Code terms and conditions or this Agreement.

B. Gift Cards

To use a ShinyBees Gift Card, it must be connected to a cleaning project that is performed on the ShinyBees Platform. Gift Cards are not replaceable if they are lost or stolen, and they have no expiration date. While they cannot be exchanged for cash, they may be redeemed as required by law. To use a Gift Card, it must be entered directly into the Client account and cannot be accepted by ShinyBee cleaners as a payment method.

It is not possible to combine Gift Cards with other Gift Cards, gift certificates, or Promo Codes. No credit card, credit line, overdraft protection, or deposit account is associated with the Gift Card, and it cannot be reloaded at this time. If the purchase exceeds the amount of the Gift Card balance, the Gift Card holder must pay the difference with another method. Unused Gift Card balances cannot be transferred. ShinyBees has the right to correct the balance of a Gift Card if it believes a billing error has occurred, limit the quantities of Gift Cards purchased, or cancel a Gift Card if it believes that the Gift Card was fraudulently or improperly obtained. Finally, Gift Cards and their use are subject to this Agreement, and use of a Gift Card indicates acceptance thereof.

You agree to comply with all Gift Card terms and conditions.

6. Public Areas; Acceptable Use

The ShinyBees Platform includes various communication channels such as profiles, blogs, reviews, message boards, and other communication facilities (referred to as "Public Areas") that enable Users to communicate with each other. Users are only permitted to use these Public Areas to exchange messages and materials that are relevant and appropriate to the applicable forum. To ensure the safety and integrity of the platform, Users should refrain from sharing their personal contact information with others.

The ShinyBees Platform has specific restrictions on its usage, including but not limited to:

• Not using the platform to violate the rights of others, including privacy, confidentiality, reputation, and publicity.
• Not uploading or distributing any unlawful, profane, defamatory, or infringing material or information.
• Not uploading files that violate intellectual property rights or contain harmful software.
• Not using the platform to sell goods or services unrelated to cleaning projects.
• Not completing a cleaning project that involves the purchase of gift cards or money orders, high-value items without authorization, ride-sharing or other peer-to-peer transportation services, posting ratings or reviews on third-party websites in violation of their terms of use, or engaging in any other illegal or inappropriate activity.
• Not conducting surveys, contests, pyramid schemes, or chain letters.
• Not impersonating another person or user, or allowing someone else to use your user profile without permission.
  

When using the ShinyBees Platform, there are several things you should avoid doing. These include using the platform for illegal activities, posting content without obtaining necessary rights and permissions, repeatedly posting the same cleaning project, downloading files that you know or should know are not legally distributed through the platform, restricting or inhibiting other users from using the public areas, implying or stating that your statements are endorsed by ShinyBees without their written consent, using automated processes or devices to collect personal information or data from the platform, framing the platform or using framing techniques, hacking or interfering with the platform or its servers, altering, adapting, sub-licensing or translating the platform for your own use, and misusing or altering any copyrights, trademarks, or proprietary rights owned by ShinyBees and its affiliates.

The ShinyBees Platform has certain rules and regulations that users must abide by. These include not using the platform for any unauthorized or illegal purpose, including violating local, state, provincial, national, or international law. Users must obtain the necessary rights and permissions before posting any content on the platform. Spamming or repeatedly posting the same cleaning project is also not allowed. Users must not download any file posted by another user that they know, or reasonably should know, cannot be legally distributed through the ShinyBees Platform. Implying or stating that any statements made on or off the platform are endorsed by ShinyBees without prior written consent is also prohibited.

Using a robot, spider, manual, meta tag, "hidden text," agent, robot, script, or automatic processes or devices to data-mine, data-crawl, scrape, collect, mine, republish, redistribute, transmit, sell, license, download, manage, or index the ShinyBees Platform, or the electronic addresses or personal information of others, in any manner is strictly prohibited. Similarly, framing or utilizing framing techniques to enclose the ShinyBees Platform or any portion thereof is not allowed. Hacking or interfering with the ShinyBees Platform, its servers or any connected networks, is also not permitted. Users must not adapt, alter, license, sublicense, or translate the ShinyBees Platform for their own personal or commercial use. Removing, altering, or misusing any copyrights, trademarks, or proprietary marks or rights owned by ShinyBees and Affiliates is also prohibited.

Users must not upload content to the ShinyBees Platform that is offensive and/or harmful, including content that advocates, endorses, condones, or promotes racism, bigotry, hatred, or physical harm of any kind against any individual or group of individuals. Providing materials or access to materials that exploit people in an abusive, violent, or sexual manner is also not allowed. Soliciting for any other business, website, or service, or otherwise contacting users for employment, contracting, or any purpose not related to the use of the ShinyBees Platform as set forth in the agreement, is strictly prohibited. Collecting usernames, email addresses, or other personal information of users by electronic or other means is also not allowed. Using the ShinyBees Platform or the cleaning project services in violation of this agreement or in a false or misleading manner (directly or by omission or failure to update information), or for the purpose of accessing or otherwise obtaining ShinyBees' trade secret information for public disclosure or other purposes, is also not permitted.

The following are prohibited while using the ShinyBees Platform:

• Using the ShinyBees Platform for unauthorized or illegal purposes, including posting or performing a cleaning project in violation of local, state, provincial, national, or international law.
• Posting or uploading any content for which you do not have the necessary rights and permissions.
• Repeatedly posting the same cleaning project (spamming).
• Downloading any file that cannot be legally distributed through the ShinyBees Platform.
• Restricting or inhibiting any other User from using and enjoying the Public Areas.
• Implying or stating that any statements you make (whether on or off the ShinyBees Platform) are endorsed by ShinyBees without prior written consent.
• Using robots, spiders, scripts, or other automated processes to collect information from the ShinyBees Platform or its Users.
• Framing or using framing techniques to enclose the ShinyBees Platform.
• Hacking or interfering with the ShinyBees Platform, its servers, or any connected networks.
• Adapting, altering, sublicensing, or translating the ShinyBees Platform for personal or commercial use.
• Removing, altering, or misusing any copyrights, trademarks, or proprietary marks or rights owned by ShinyBees and Affiliates.
• Uploading offensive or harmful content that advocates, endorses, condones, or promotes racism, bigotry, hatred, or physical harm against any individual or group.
• Uploading content that provides materials or access to materials that exploit people in an abusive, violent, or sexual manner.
• Soliciting for any other business, website, or service or contacting Users for employment, contracting, or any purpose not related to the use of the ShinyBees Platform.
• Collecting personal information of Users by electronic or other means.
• Using the ShinyBees Platform or cleaning project services in violation of this Agreement.
• Using the ShinyBees Platform in a false or misleading manner or for accessing or otherwise obtaining ShinyBees’ trade secret information for public disclosure or other purposes.
• Attempting to circumvent the payments system or service charge or Trust & Support fee in any way, including processing payments outside of the ShinyBees Platform, providing inaccurate information on invoices, or invoicing in a fraudulent manner.
  Registering under different usernames or identities after account suspension or termination or registering under multiple usernames or false identities.
• Causing any third party to engage in the prohibited activities.
• Using tools with the goal of masking your IP address (such as the TOR network).
  

Additionally, you understand that all submissions made to Public Areas will be public and that you will be publicly identified by your name or login identification when communicating in Public Areas. ShinyBees will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.

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7. Mobile App Updates and Upgrades

When you install the App(s), you agree to allow the installation of the App(s) and any updates or upgrades that may be released through the ShinyBees Platform. The App(s), including any updates or upgrades, may cause your device to automatically communicate with ShinyBees’ servers to deliver the App functionality and record usage metrics, which may affect App-related preferences or data stored on your device. The App(s) may also collect personal information as outlined in our Privacy Policy. You have the option to uninstall the App(s) at any time.

8. Deactivation and Suspension

If ShinyBees suspects that you have breached this Agreement, it may suspend your use of the ShinyBees Platform while investigating. ShinyBees may also deactivate your account or limit your use of the Platform if it determines that you have breached a provision of this Agreement. You will be notified of the determination, unless it is counterproductive or creates a risk to safety. If you disagree with the determination, you may appeal within 14 days.

If ShinyBees suspends, deactivates, or limits your account, you may not create a new account under your name, a fake name, a borrowed name, or any third party's name, even if you are acting on their behalf. This Agreement will remain enforceable even after your account is suspended, terminated, or limited, and ShinyBees may take legal action.

ShinyBees may modify or discontinue all or part of the Platform at its discretion and will notify you of any such changes. ShinyBees may also restrict registration for anyone who may threaten the safety or integrity of the Platform, or for any other reasonable business concern.

You may terminate this Agreement at any time by stopping use of the ShinyBees Platform and deactivating your account.

9. Account, Password, Security, and Telephone Communications

To use the ShinyBees Platform, you need to register and create an account. You must keep your log-in, password, and account number confidential, and you are responsible for any activities that occur under your account, even if not authorized by you. If you suspect any unauthorized use of your account or any other security breach, you must inform ShinyBees immediately.

ShinyBees may monitor and record telephone calls to or from the company, including calls with its agents and affiliates, for quality control and training purposes.

You confirm that all contact information you provide, such as your name, business name, mailing address, email address, residential or business telephone number, and mobile number, is accurate, and you are the rightful owner or subscriber of the telephone numbers you provide. You are not allowed to provide a phone number that does not belong to you. If any information you provided during registration is found to be false or inaccurate, ShinyBees may suspend or deactivate your account. If any of your contact information changes, you must notify ShinyBees immediately before the change takes effect by visiting help.tr.co. If you change the ownership of your telephone numbers, you may inform ShinyBees by texting STOP to any text message sent to the retiring phone number.

10. User Generated Content

The term "User Generated Content" refers to any information or materials you give to ShinyBees, its agents, Affiliates, and corporate partners, or other Users as part of your registration for and use of the ShinyBees Platform and participation in ShinyBees promotional campaigns. This includes any information and materials that you post or transmit for use in Public Areas. You are solely responsible for User Generated Content, and we act only as a conduit for your online distribution and publication of your User Generated Content. You acknowledge and agree that ShinyBees is not involved in the creation or development of User Generated Content, and disclaims any responsibility for User Generated Content. ShinyBees cannot be held liable for any claims arising out of or relating to User Generated Content. Additionally, you acknowledge and agree that ShinyBees has no obligation to monitor or review User Generated Content, but reserves the right to remove or limit User Generated Content if it violates the terms of this Agreement.

As a user of the ShinyBees Platform, you represent and warrant that any User Generated Content you provide will meet the following criteria:

(a) It will not be false, inaccurate, incomplete or misleading;
(b) It will not involve the transfer or sale of illegal, counterfeit, or stolen items;
(c) It will not infringe on any third party’s privacy, copyright, patent, trademark, trade secret, or other proprietary right or rights of publicity or personality;
(d) It will not violate any law, statute, ordinance, code, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, incitement of hatred, or false or misleading advertising, anti-spam, or privacy);
(e) It will not be defamatory, libelous, malicious, threatening, or harassing;
(f) It will not be obscene or contain pornography (including but not limited to child pornography) or be harmful to minors;
(g) It will not contain any viruses, scripts such as Trojan Horses, SQL injections, worms, time bombs, corrupt files, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data or personal information;
(h) It will not claim or suggest in any way that you are employed or directly engaged by or affiliated with ShinyBees or otherwise purport to act as a representative or agent of ShinyBees;
(i) It will not create liability for ShinyBees or cause ShinyBees to lose (in whole or in part) the services of its Internet Service Providers (ISPs) or other partners or suppliers.

You acknowledge and agree that ShinyBees is not responsible for any User Generated Content provided by you or other users, and that ShinyBees does not endorse or guarantee the accuracy, completeness, or reliability of any User Generated Content. You further acknowledge and agree that you are solely responsible for any liability arising from or related to your User Generated Content. ShinyBees reserves the right to remove or limit User Generated Content that is not compliant with the terms of this Agreement, at its sole discretion.

Feedback, which consists of reviews and ratings of specific ShinyBee cleaners, is User Generated Content hosted on the ShinyBees Platform. Feedback represents the User’s opinion and has not been verified or approved by ShinyBees. You acknowledge that ShinyBees is not responsible or liable for any Feedback or other User Generated Content. ShinyBees encourages Users to give objective, constructive, and honest Feedback about other Users with whom they have transacted. ShinyBees is not required to investigate remarks posted by Users for accuracy or reliability, or consider any statements or materials posted or submitted by Users about any Feedback, but may do so at its discretion. You agree that Feedback allows Users to post and read about others' experiences, and you will not complain or take action merely because you disagree with the Feedback. If a review violates the Agreement, you may request its removal by contacting the Support team at hello@ShinyBees.app. Each Client is responsible for conducting their own research to ensure that a specific ShinyBee cleaner has the appropriate qualifications for a cleaning project.

ShinyBees expects all users to respect the rights of others, and in turn, respects the personal and other rights of its users. ShinyBees may share the identity of a user with third parties who claim their rights have been violated by the user's content, to resolve the claim directly.

If a user believes that any user-generated content provided on or in connection with the ShinyBees Platform is objectionable or infringes their or others' rights, they are encouraged to notify ShinyBees in good faith. If a user discovers that user-generated content promotes crimes against humanity, incites violence or hatred, or concerns child pornography, they must notify ShinyBees.

11. Links to Third-Party Websites

The ShinyBees Platform may include links, such as hyperlinks, to third-party websites. These links are not endorsed by ShinyBees or associated with these websites, their content, or their operators. They are provided as an information service only and for your reference and convenience. ShinyBees does not control these websites and is not responsible for their availability, accuracy, content, advertising, products, or services. You are responsible for evaluating the content and usefulness of information obtained from other websites. You acknowledge and agree that ShinyBees is not responsible for the creation or development of third-party websites and disclaims any responsibility for them, and cannot be liable for claims arising out of or relating to them. Furthermore, you acknowledge and agree that ShinyBees has no obligation to monitor, review, or remove links to third-party websites, but reserves the right to limit or remove them on the ShinyBees Platform at its sole discretion.

When accessing a third-party website linked to or from the ShinyBees Platform, you should be aware that the terms and conditions of use and privacy policy of that website will apply instead of those of ShinyBees. You assume any risk associated with accessing such third-party websites, and ShinyBees is not liable for any damages or issues that may arise from your use or viewing of such websites or materials associated with them. By using the ShinyBees Platform, you agree to release ShinyBees from any liability related to third-party websites and to hold ShinyBees harmless in connection with any such liability.

12. ShinyBees Operates as an Online Marketplace

ShinyBees is an online marketplace that connects Clients with independent service providers, known as ShinyBee cleaners, who offer various cleaning services. ShinyBee cleaners operate as independent business owners and are not controlled or directed by ShinyBees in terms of their service provision, work locations, work hours, or terms of work. They provide services under their own name or business name and may offer their services elsewhere, including through competing platforms. ShinyBee cleaners are free to accept or reject Clients and contracts without being penalized, but if they accept a Client or contract through the ShinyBees Platform, they must fulfill their contractual obligations. They also set their own rates for services provided through the ShinyBees general marketplace, without any deduction by ShinyBees.

13. ShinyBees is not an employment agency

ShinyBees would like to make it clear that its platform is not an employment agency service or business, and that it does not act as an employer of any user. As such, ShinyBee cleaners are fully aware and acknowledge that they are responsible for using their own business judgment when entering into Service Agreements and performing cleaning projects. They understand that their decisions in this regard may result in individual profit or loss.

14. Intellectual Property Rights

The ShinyBees Platform contains various forms of content such as text, graphics, images, videos, and designs, including trademarks and logos, collectively known as "Proprietary Material," that are owned by ShinyBees. User Generated Content is not included and is licensed to ShinyBees as outlined in Article 10. All Proprietary Material is protected by copyright, patent, and other proprietary rights laws, and ShinyBees is the sole owner of such materials, including the coordination, selection, arrangement, and enhancement of such Proprietary Materials. Users are not allowed to copy, download, use, redesign, reconfigure, or retransmit any content on the ShinyBees Platform without ShinyBees' written permission and the permission of the holder of the rights to the User Generated Content. Any unauthorized use of such Proprietary Material is strictly prohibited.

ShinyBees owns service marks and trademarks, such as ShinyBees, and associated logos, which are protected by law. Any other trademarks, service marks, logos, and/or trade names seen on the ShinyBees Platform belong to their respective owners. ShinyBee cleaners are not authorized to use ShinyBees' proprietary marks and logos. You are prohibited from copying or using any of these marks, logos, or trade names without the prior written consent of the owner.

15. Copyright Complaints and Copyright Agent

ShinyBees values the intellectual property rights of others and expects its Users to do the same. If you have a good faith belief that any materials on or related to the ShinyBees Platform infringe your copyright or other intellectual property rights, please contact ShinyBees' Copyright Agent at hello@ShinyBees.app and provide the following information:

• A description of the copyrighted work you claim has been infringed, including the URL or other specific location on the ShinyBees Platform where the material is visible, and an explanation of why you believe there has been an infringement.
• A description of where the original or authorized copy of the copyrighted work is located.
• Your name, address, telephone number, and email address.
• A statement by you, made under penalty of perjury, that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
• A statement by you that the information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner.
• Your electronic or physical signature as the copyright owner or authorized representative.

16. Confidential Information

You agree that the Confidential Information (as defined below) is a valuable asset of ShinyBees and will not disclose, transfer, or use the Confidential Information for any purpose other than using the ShinyBees Platform in accordance with the Terms of Service for the lifetime of your account on ShinyBees plus an additional 10 years thereafter. If necessary, you may disclose the Confidential Information to your authorized employees and agents, provided that they are also bound to maintain the confidentiality of the Confidential Information. You must make reasonable efforts to protect the Confidential Information from unauthorized disclosure, transfer, or use. You must inform ShinyBees in writing immediately of any unauthorized disclosure, transfer, or use of the Confidential Information. Upon deactivation of your User account or termination of this Agreement for any reason whatsoever, you must promptly return all originals and any copies of materials containing Confidential Information to ShinyBees.

The term "Confidential Information" refers to all of ShinyBees' confidential, proprietary, and trade secret information that is not generally known to the public or third parties that could benefit from its disclosure. This includes technical data, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other Proprietary Materials, and confidential information related to ShinyBees or its business, operations, or properties. This also includes information about ShinyBees' staff, users, or partners, as well as any other business information disclosed or obtained in writing, orally, by drawings, or observation. The Confidential Information is a valuable and unique asset of ShinyBees, and you agree not to disclose, transfer, or use it for any purpose other than using the ShinyBees Platform in accordance with the Terms of Service.

17. Disclaimer of Warranties

Please note that for Users outside the United States, this Section 17 may be subject to the jurisdiction-specific exemptions set forth in Section 28.

A. Use Of The ShinyBees Platform Is Entirely At Your Own Risk

PLEASE NOTE THAT THE TECHNOLOGY USED IN THE SHINYBEES PLATFORM IS PROVIDED "AS IS" WITHOUT ANY WARRANTIES OR CONDITIONS, WHETHER EXPRESS OR IMPLIED. THESE INCLUDE BUT ARE NOT LIMITED TO WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, GOOD AND WORKMANLIKE SERVICES, AND NON-INFRINGEMENT. SHINYBEES DOES NOT PROVIDE ANY WARRANTY OR REPRESENTATION ON THE ACCURACY OR COMPLETENESS OF CONTENT MADE AVAILABLE THROUGH THE PLATFORM OR THE CONTENT OF LINKED SITES. IN ADDITION, SHINYBEES ASSUMES NO LIABILITY OR RESPONSIBILITY, BE IT CONTRACTUAL, WARRANTY, OR TORTIOUS, FOR ANY ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR USE OF THE SHINYBEES PLATFORM, ACCESS TO OUR SECURE SERVERS, PERSONAL OR FINANCIAL INFORMATION STORED THEREIN, OR EVENTS BEYOND OUR REASONABLE CONTROL.

ShinyBees cannot guarantee, endorse, or assume responsibility for any services offered by third parties through the ShinyBees Platform or any linked websites or advertisements. ShinyBees is not involved in any transactions between you and other Users or third-party providers, and as such, will not be held responsible in any way. As with any purchase, you should exercise caution and use your best judgment. ShinyBees and its affiliates do not guarantee uninterrupted access to the ShinyBees Platform or its error-free use. Nor do they guarantee any results obtained from using the platform or the accuracy, timeliness, completeness, or content of any information or materials provided. ShinyBees and its affiliates are not responsible for the behavior of any user, online or offline. The platform is not guaranteed to be free from harmful components or malfunctions, including during hyperlinking to or from third-party websites. ShinyBees and its affiliates will take appropriate technical and organizational measures to ensure the security of any personal information provided by users.

Despite any feature or service that a Client may utilize to accelerate the process of selecting ShinyBee cleaners, it is the sole responsibility of each Client to determine the cleaning project and to select or approve their ShinyBee cleaners, and ShinyBees does not offer any assurance for any goods or services obtained by a Client and does not endorse any specific ShinyBee cleaners. ShinyBees does not provide any warranties or guarantees regarding the capability, professional accreditation, registration, or licensure of any ShinyBee cleaners.

B. No Liability

As a user of the ShinyBees Platform, you acknowledge and agree that certain limitations of liability apply in order for ShinyBees to provide its services. (Limitations of liability are in place.) Therefore, you agree not to hold ShinyBees and its affiliates (including corporate partners) liable for any claims, demands, damages, expenses, losses, governmental obligations, suits, and/or controversies of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, direct, indirect, incidental, actual, consequential, economic, special, or exemplary, including attorneys fees and costs (collectively, “Liabilities” ) that have arisen or may arise, relating to your or any other party’s use of or inability to use the ShinyBees Platform. This includes, without limitation, any Liabilities arising in connection with the conduct, act or omission of any User (including without limitation stalking, harassment that is sexual or otherwise, acts of physical violence, and destruction of personal property), any dispute with any User, any instruction, advice, act, or service provided by ShinyBees and its affiliates, and any destruction of your User Generated Content.

UNDER NO CIRCUMSTANCES WILL SHINYBEES AND AFFILIATES OR THEIR CORPORATE PARTNERS BE LIABLE FOR, AND YOU HEREBY RELEASE SHINYBEES AND AFFILIATES AND THEIR CORPORATE PARTNERS FROM  ANY DIRECT, INDIRECT, INCIDENTAL, ACTUAL, CONSEQUENTIAL, ECONOMIC, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY SHINYBEES, THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR ATTORNEYS FEES AND COSTS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF OR INABILITY TO USE THE SHINYBEES PLATFORM OR THE CLEANING PROJECT, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. Some jurisdictions do not allow the exclusion of certain warranties or limitation of incidental or consequential damages; in such cases the above limitations may not apply to you in their entirety.

SHINYBEES AND AFFILIATES EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF ITS SHINYBEES PLATFORM. SHINYBEES AND AFFILIATES ALSO DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED VIA THE SHINYBEES PLATFORM.

IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT SHINYBEES AND AFFILIATES OR THEIR CORPORATE PARTNERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO SHINYBEES (IF YOU ARE A CLIENT) OR TOTAL cleaning project PAYMENTS PAID TO YOU BY CLIENTS (IF YOU ARE A SHINYBEE CLEANER), DURING THE 6 MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

18. Indemnification

By agreeing to this Agreement, you also agree to protect ShinyBees and Affiliates from all liabilities, including but not limited to those arising from (i) your use or inability to use the ShinyBees Platform, (ii) your participation in cleaning projects, (iii) any breach or violation of this Agreement, (iv) your violation of any law or the rights of any User or third party, (v) your failure to abide by your representations and warranties in Section 2, (vi) any content submitted by you or using your account, and (vii) acts or omissions of any Client’s Agents, and you will defend and indemnify ShinyBees and Affiliates for any resulting Liabilities. ShinyBees may, at its sole discretion, assume the exclusive defense and control of any matter subject to your indemnification, and you will not settle any claim without ShinyBees' prior written consent.

19. Dispute Resolution

In order to resolve any Dispute related to your use of the ShinyBees Platform, you and ShinyBees agree to attempt to negotiate the Dispute informally for at least 30 days before initiating any out of court settlement or court proceeding, except as may be set forth in Section 28. These negotiations will begin upon written notice, with your address for such notices being the one associated with your account, and an email copy sent to the email address you provided to ShinyBees. The purpose of this process is to expedite resolution and reduce the cost of any potential dispute.

20. App Store-Sourced Apps

As a user accessing or downloading an App through the Apple App Store, you agree that:

• The Agreement is between you and ShinyBees only, and Apple is not a party to the Agreement except as a third-party beneficiary.
• ShinyBees is solely responsible for the App Store-Sourced Application and its content, and not Apple.
• Your use of the App Store-Sourced Application must comply with the App Store Terms of Service.
• Apple is not obligated to provide any maintenance or support services for the App Store-Sourced Application.
• If the App Store-Sourced Application fails to conform to any applicable warranty, you can notify Apple, and Apple will refund the purchase price for the App Store-Sourced Application to you. However, except for the refund, Apple will have no other warranty obligation whatsoever with respect to the App Store-Sourced Application. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of ShinyBees, subject to the warranty limitations and exclusions set forth in the Agreement.
• You and ShinyBees agree that Apple, as a third-party beneficiary, will have the right to enforce this Agreement against you as it relates to your license of the App Store-Sourced Application, and Apple will be deemed to have accepted the right to enforce this Agreement against you as a third-party beneficiary thereof.
• You and ShinyBees acknowledge that if there is any third party claim that the App Store-Sourced Application or your use of it infringes any third party's intellectual property rights, ShinyBees will be solely responsible for investigating, defending, settling, and discharging such claims, to the extent required by this Agreement. Apple will not have any responsibility for such claims.
• You and ShinyBees agree that Apple and its subsidiaries are third-party beneficiaries of the Agreement with respect to your license of the App Store-Sourced Application. Upon your acceptance of the terms and conditions of the Agreement, Apple will have the right to enforce the Agreement against you as a third-party beneficiary.
  

Without limiting any other terms of this Agreement, you must comply with all applicable third party terms of agreement when using the App Store-Sourced Application.

21. No Agency; No Employment

No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.

22. General Provisions

This section of the agreement discusses various provisions related to the enforcement, interpretation, and assignment of the agreement. It states that failure by ShinyBees to enforce any provision of the agreement will not waive any provision or right. The agreement is the complete and exclusive agreement between the user and ShinyBees with respect to its subject matter, superseding any prior agreements or communications. However, it does not supersede other agreements that the user may have with ShinyBees.

The provisions of the agreement are intended to be interpreted in a manner that makes them valid, legal, and enforceable. If any provision is found to be partially or wholly invalid, illegal, or unenforceable, it will be modified or excised from the agreement without affecting the validity of the remaining provisions.

The user acknowledges that ShinyBees may assign or transfer the agreement without their consent, including to a parent or subsidiary, acquirer of assets, or any other successor or acquirer. Upon assignment, ShinyBees will be relieved of all rights, obligations, and liabilities postdating the effective date of the assignment, and the assignee will replace ShinyBees for the performance of the agreement. The user may not assign or transfer the agreement without prior written approval, and any assignment in violation of this section will be null and void.

Finally, the agreement specifies that all parts of the agreement that should survive the expiration or termination of the agreement will continue to be in force and effect.

23. Licensing

ShinyBee cleaners must ensure that they have obtained all necessary licenses, permits, or registrations required by applicable laws before offering their services on the ShinyBees Platform. Certain types of cleaning projects and services may be prohibited, and it is the responsibility of ShinyBee cleaners to avoid such prohibited cleaning projects and services. ShinyBee cleaners should seek appropriate legal guidance if they have any questions about how national/state/provincial/territorial and local laws apply to their cleaning projects and services on the ShinyBees Platform. Failure to comply with applicable laws may result in penalties, including fines or other law enforcement actions.

As a platform, ShinyBees does not supervise or control the work or performance of ShinyBee cleaners. Therefore, it is the responsibility of Clients to determine whether a ShinyBee cleaner has the necessary skills and qualifications to perform the specific cleaning project at hand. Clients may also need to consult their local laws and regulations to determine whether a particular cleaning project requires the services of a licensed or registered professional. Additionally, Clients should inform their ShinyBee cleaner of any specific hazards, obstacles, or impediments in the cleaning project location that may impact the performance of the cleaning project.

24. Changes to this Agreement and the ShinyBees Platform

ShinyBees reserves the right to make changes to the terms and conditions of the Agreement and the ShinyBees Platform, including but not limited to the Terms of Service and Privacy Policy, at any time and without prior notice. These changes may include modifications, additions, supplements, suspensions, discontinuations, or deletions. ShinyBees may also limit certain features or restrict your access to part or all of the ShinyBees Platform without notice or liability. If you continue to use the ShinyBees Platform after changes to this Agreement, it means you agree to the new terms and conditions. However, if you do not agree with the changes, you can deactivate your account and stop using the platform.

25. No Rights of Third Parties

This provision makes it clear that the terms of the Agreement are only for the benefit of the parties involved, and not for any third party. However, it also states that a Client's Agent may act on behalf of their Client, which means that an authorized representative of the Client may perform certain actions on the Client's behalf, as permitted by the Agreement.

26. Notices and Consent to Receive Notices Electronically

By agreeing to this Agreement, you give consent to receive any agreements, notices, disclosures, and other communications (referred to as "Notices") electronically, which can include email or posting on the Sites. You acknowledge that all electronically provided Notices fulfill any legal requirement that such communications be in writing. Unless specified otherwise in this Agreement, all Notices will be in writing and considered received when delivered personally or sent through certified or registered mail, return receipt requested, electronically confirmed by facsimile or email, or shown as delivered through the overnight delivery service's tracking information if sent for next day delivery by a recognized overnight delivery service.

27. Consent to Electronic Signatures

When using the ShinyBees Platform, you are consenting to conduct transactions electronically through the platform. Additionally, you agree to the following: (i) your electronic signature has the same legal effect, validity, and enforceability as a physical signature; (ii) any act or action taken by you using a keypad, mouse, or similar device will be considered your signature; and (iii) there is no need for third-party verification to validate your electronic signature, and the lack of such verification will not impact the enforceability of your signature.

28. Jurisdiction-specific Provisions , including Dispute Resolution

In the event of any conflicts or discrepancies between the Global Terms of Service and the provisions specific to a particular jurisdiction, the jurisdiction-specific provisions will govern and control for users in that jurisdiction.

I. Dispute Resolution - Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS AND GOVERNS HOW YOU AND SHINYBEES CAN BRING CLAIMS COVERED BY THIS ARBITRATION AGREEMENT. THIS SECTION WILL, WITH LIMITED EXCEPTION, REQUIRE YOU AND SHINYBEES TO SUBMIT CLAIMS TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS.

BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT AND YOU ACCEPT ALL OF ITS TERMS.

(a) Agreement to Binding Arbitration

IN EXCHANGE FOR THE BENEFITS OF THE SPEEDY, ECONOMICAL, AND IMPARTIAL DISPUTE RESOLUTION PROCEDURE OF ARBITRATION, YOU AND SHINYBEES MUTUALLY AGREE TO WAIVE YOUR RESPECTIVE RIGHTS TO RESOLUTION OF ALL DISPUTES OR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTES BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS AS SET FORTH HEREIN.

This agreement to arbitrate ( “Arbitration Agreement” ) is governed by the Federal Arbitration Act ( “FAA” ) and survives the termination of this Agreement and your relationship with ShinyBees.

To the fullest extent permitted by applicable law, you and ShinyBees agree to arbitrate any and all disputes and claims (“collectively, “Claim”  or “Claims” ) relating to, arising from or regarding your use of the ShinyBees Platform, your relationship with ShinyBees, cleaning projects, or this Agreement (including previous versions), including Claims by ShinyBees, Claims against ShinyBees and Claims against ShinyBees’ Affiliates (including its parent company).

This provision encompasses all claims to the fullest extent permitted by applicable law, including but not limited to claims related to payments, wage and hour laws at the city, county, state or federal level, compensation, rest or meal breaks, expense reimbursement, wrongful termination, discrimination, harassment, retaliation, fraud, defamation, trade secrets, unfair competition, personal injury, property damage or loss, emotional distress, any ShinyBees promotions or offers, breach of express or implied contracts or covenants, claims arising under federal or state consumer protection laws, antitrust laws, Telephone Consumer Protection Act, Fair Credit Reporting Act, Fair Labor Standards Act, Civil Rights Act, Uniform Trade Secrets Act, Americans With Disabilities Act, Age Discrimination in Employment Act, Older Workers Benefit Protection Act, Family Medical Leave Act, Employee Retirement Income Security Act (excluding individual claims for employee benefits under any benefit plan sponsored by ShinyBees and covered by the Employee Retirement Income Security Act or funded by insurance), and state or local statutes addressing similar subject matters.

In the event that there is a dispute regarding whether a claim is subject to arbitration (including disputes regarding the validity, interpretation, applicability, scope, formation, and enforceability of this Arbitration Agreement), both you and ShinyBees agree that the arbitrator will determine the outcome of such a dispute, unless otherwise stated below.

YOU ACKNOWLEDGE AND UNDERSTAND THAT YOU AND SHINYBEES ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL DISPUTES AND CLAIMS, UNLESS EXPRESSLY EXCLUDED IN THIS ARBITRATION AGREEMENT. THIS ARBITRATION AGREEMENT IS INTENDED TO REQUIRE ARBITRATION OF EVERY CLAIM OR DISPUTE THAT CAN LAWFULLY BE ARBITRATED, EXCEPT THOSE CLAIMS AND DISPUTES THAT, BY THE TERMS OF THIS ARBITRATION AGREEMENT, ARE EXPRESSLY EXCLUDED FROM THE REQUIREMENT TO ARBITRATE.

(b) Prohibition of Class Actions and Non-Individualized Relief

Except as otherwise required under applicable law, you and ShinyBees agree that any arbitration will be limited to the Claim between ShinyBees (and/or, if applicable, its Affiliates) and you individually. YOU ACKNOWLEDGE AND AGREE THAT YOU AND SHINYBEES ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR ANY OTHER REPRESENTATIVE PROCEEDING ( “Class Action Waiver” ). Further, unless both you and ShinyBees otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis.

Even though this Agreement includes an Arbitration Agreement and the AAA Rules, disputes related to the scope, applicability, enforceability, revocability, or validity of the Class Action Waiver can only be resolved in a civil court of competent jurisdiction and not by an arbitrator. If a claim is filed as a class, collective, or representative action and a civil court of competent jurisdiction determines that the Class Action Waiver is unenforceable for those claims, then those claims can be separated from any remaining claims and can be heard in a civil court of competent jurisdiction. However, the Class Action Waiver will still apply to all other claims and will be enforced in arbitration on an individual basis.

(c) Representative PAGA Waiver

In the event that there is a dispute about the scope, applicability, enforceability, revocability, or validity of the representative PAGA Waiver, it can only be resolved by a civil court of competent jurisdiction and not by an arbitrator, notwithstanding any other provision of this Agreement, the Arbitration Agreement, or the AAA Rules. If any provision of the representative PAGA Waiver is deemed unenforceable or unlawful, the unenforceable provision will be severed from this Agreement, but the Arbitration Agreement and the requirement to arbitrate any remaining Claims on an individual basis will remain in effect. Any representative PAGA or other representative private attorneys general act Claims must be litigated in a civil court of competent jurisdiction, and not in arbitration. If there are Claims that must be litigated in a civil court due to the representative PAGA Waiver being unenforceable with respect to those Claims, the parties agree that court litigation of those Claims shall be stayed until the outcome of any individual Claims in arbitration.

(d) Rules and Logistics Governing Arbitration

To initiate arbitration, you must file a claim with the American Arbitration Association (AAA) and provide the other party with a written Demand for Arbitration, which is available at www.adr.org. The arbitration will be conducted in accordance with the AAA Rules in effect at the time of initiation and modified by the terms of this Agreement, as well as the AAA's Supplementary Procedures for Consumer-Related Disputes (AAA Consumer Rules), both of which can be found at www.adr.org or by calling the AAA at 1-800-778-7879. However, the arbitrator may select a different set of AAA Rules if requested by you and if appropriate based on the facts and circumstances of the Claims presented. The arbitration will be administered by a single arbitrator who is mutually agreed upon by the parties. If the parties cannot agree on an arbitrator within 30 days after potential arbitrators have been proposed, then the AAA will appoint a single arbitrator.

The arbitrator's decision will be final and binding, and any judgment on the award rendered by the arbitrator may be entered in any court that has jurisdiction. Additionally, the arbitrator will decide the substance of all claims in accordance with applicable law and will honor all claims of privilege recognized by law. The arbitrator may award any individualized remedies that would be available in court, including declaratory or injunctive relief, but only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. The arbitrator will also provide a reasoned written statement of their decision, which shall explain the award given and the findings and conclusions on which the decision is based.

To summarize, the fees and compensation for the arbitration will be governed by the AAA Rules, with modifications as follows:

• If ShinyBees initiates the arbitration, ShinyBees will pay all AAA filing and arbitration fees.
• If the associated claim for damages does not exceed USD $10,000, ShinyBees will pay all AAA filing and arbitration fees unless the arbitrator finds that the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose.
• If the associated claim for damages exceeds USD $10,000, ShinyBees will pay all costs unique to arbitration, and the client or ShinyBee cleaners will be responsible for contributing up to an amount equal to the filing fee that would be paid to initiate the claim in the court of general jurisdiction in the state in which the cleaning project was performed, unless a lower fee amount would be owed by the client as required by law or the applicable AAA Rules.
• Each party shall pay its own attorneys’ fees and pay any costs that are not unique to the arbitration.
• At the conclusion of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to the prevailing party, to the extent authorized by applicable law or the applicable AAA Rules.
• The location for the arbitration hearings will depend on whether the claim is brought by a ShinyBee cleaner or a Client. If the claim is brought by a ShinyBee cleaner, the arbitration hearing will take place in the county of the ShinyBee cleaner's billing address. If the claim is brought by a Client, the arbitration hearing will take place in the county in which the Client received cleaning project services. However, if AAA arbitration is not available in the county, the arbitration hearings will take place in the nearest available location for a AAA arbitration.
  

(e) Exceptions to Arbitration

This section of the Arbitration Agreement lists the types of claims that are not subject to arbitration. These include claims for workers' compensation, small claims that fall within the jurisdiction of small claims court, claims for provisional remedies, and claims brought on behalf of others under PAGA or similar laws. Additionally, claims that are not subject to arbitration as a matter of generally applicable law are also not covered by this Agreement.

Importantly, this section clarifies that nothing in the Arbitration Agreement prevents an individual from filing a report or claim with a government agency, such as the Equal Employment Opportunity Commission or the National Labor Relations Board. Additionally, the Agreement does not prevent an individual from participating in a government agency's investigation or from receiving an award for providing information to such an agency.

(f) Severability

Apart from the provisions for severability outlined in subsections (b) and (c), if any part of this Arbitration Agreement is considered unlawful or unenforceable under applicable law not preempted by the FAA, that particular provision will be removed, and the rest of the Arbitration Agreement will remain valid and enforceable.

(g) Opt Out of Arbitration Agreement

ShinyBee cleaners have the option to opt out of the requirement to arbitrate if they haven't previously agreed to an arbitration provision in ShinyBees' Terms of Service where they had the chance to opt out. However, if they have agreed to such a provision, they may opt out of any revisions made to their prior arbitration agreement by this version of the arbitration agreement, but this will not affect any previous, other, or future arbitration agreements with ShinyBees.

If you are a ShinyBee cleaner, you may opt out of the Arbitration Agreement by providing written notice to ShinyBees within 30 days of agreeing to these Terms of Service. To do so, you must send a signed written notification to ShinyBees, Inc., including your account username, name, address, telephone number, email address, and a clear statement indicating that you wish to opt out of the Arbitration Agreement.

(h) ShinyBee cleaners Claims in Pending Class Action

If you are part of a proposed group in a class action lawsuit related to wage and hour issues against ShinyBees that was already in progress as of the effective date of these Terms of Service, this Arbitration Agreement will not apply to your claims in that specific class action. Instead, the arbitration provisions in the previous Agreement that you accepted before the effective date of this Agreement will continue to govern your claims in that particular class action.

II.Telephone Communications and Agreement to be Contacted

(a) Your Consent to Receive Automated Calls/Texts.

By providing your telephone number(s) to ShinyBees, you are agreeing to receive calls or text messages (including prerecorded voice messages and/or autodialed calls) from ShinyBees and its affiliates or independent contractors, including ShinyBee cleaners, regarding promotions, account information, upcoming or scheduled cleaning projects, changes and updates, service outages, push notifications, transactions, and your relationship with ShinyBees. You understand that these automated calls or text messages may be sent to your telephone number(s) even if it is on a state or federal Do Not Call list. You also agree that ShinyBees may obtain and use any email addresses, mailing addresses, or phone numbers provided by you or obtained through other lawful means to contact you. You may receive automated calls and text messages from ShinyBees and its affiliates or independent contractors even if you cancel your account or terminate your relationship with ShinyBees, unless you opt-out. You are not required to agree to receive automated promotional calls or texts as a condition of purchasing any goods or services, and message frequency may vary. Carriers are not responsible for any delayed or undelivered messages. To opt-out, please follow the Opt-Out Instructions provided below.

(b) Opt-Out Instructions

Your decision to receive automated calls and texts from ShinyBees is completely voluntary, and you have the option to opt-out at any time. To stop receiving text messages, simply reply to any text message you receive with the word "STOP" or send an email to hello@ShinyBees.app stating that you want to opt-out of text messages. You may also text "HELP" if you need assistance. ShinyBees will send you a final text message confirming your opt-out.

If you wish to stop receiving automated voice calls (not text messages), you must send written notice to hello@ShinyBees.app revoking your consent to receive automated calls. Your written notice must include your full name, mailing address, account number, and the phone number(s) for which you wish to stop receiving automated calls. Please allow up to thirty (30) days for your opt-out request to be processed.

It is your responsibility to notify ShinyBees if you no longer wish to receive automated calls or text messages. Failure to opt-out immediately or to follow the provided instructions waives any rights you may have to make claims for unauthorized or undesired calls or text messages. Please note that if you opt-out of automated calls or text messages, ShinyBees reserves the right to make non-automated calls to you.

(c) Fees and Charges.

Receiving automated telephone calls or text messages from ShinyBees, its agents, affiliates, and independent contractors (including ShinyBee cleaners) is free of charge. However, your telephone carrier may charge you for these calls or text messages, and it is your sole responsibility to check your telephone plan and contact your carrier for details. By agreeing to receive these calls or text messages, you represent and warrant that you have the authority to incur such charges and acknowledge that ShinyBees and its agents, affiliates, and independent contractors (including ShinyBee cleaners) are not responsible for any charges that you may incur.

(d) Unauthorized Use of Your Telephone Device.

It's important to keep your telephone device secure and notify ShinyBees immediately if there is any breach of security or unauthorized use. While ShinyBees, its affiliates, and independent contractors (including ShinyBee cleaners) are not liable for any losses caused by unauthorized use of your telephone device, you may be held liable for any losses incurred by ShinyBees due to such unauthorized use. Therefore, it's important to take steps to protect your telephone device and promptly report any unauthorized use to ShinyBees.

(e) Your Indemnification to ShinyBees.

By providing a phone number that does not belong to you or failing to notify ShinyBees of changes to your contact information, including your phone number, you agree to indemnify ShinyBees, its affiliates, and independent contractors (including ShinyBee cleaners) for any claims, including privacy, tort, or claims under the Federal Telephone Consumer Protection Act or similar state laws. You also agree to defend, indemnify, and hold ShinyBees and its affiliates harmless from any losses, liability, costs, and expenses, including reasonable attorneys’ fees, related to such claims. If any claims arise, ShinyBees has the exclusive right to choose counsel to defend them, and you will be responsible for any associated costs.

(f) General

It is your responsibility to acquire and maintain all necessary telephone devices, equipment, and software, as well as all internet and mobile service provider services required to receive calls and text messages. Please note that text messaging may only be accessible with certain carriers that have compatible handsets. It is important to know that your responsibilities under Section 28A will continue even after the termination of these Terms of Service.

III. Worker Classification and Withholdings

ShinyBees clarifies that it does not have any employer-employee relationship with ShinyBee cleaners. Therefore, ShinyBees will not be held responsible for any workers' compensation, tax payments or withholding, such as unemployment or employment insurance, social security, disability insurance, or any other applicable federal or state withholdings related to a User's use of the ShinyBees Platform. It is the User's responsibility to ensure that their workers are properly classified according to applicable legal guidelines, and the User will assume all liability for any such classification. This provision will remain in effect even after the termination of these Terms of Service.

IV. Media and User Generated Content

By agreeing to these Terms of Service, you are granting ShinyBees a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully-paid, unrestricted, sublicensable (through multiple tiers), and transferable right to exercise all copyrights, publicity rights, and any other rights you have in (1) your User Generated Content and (2) any Media you provide to ShinyBees (including but not limited to any videotape, film, recording, photograph, voice, instrumental, musical or other sound effects) in exchange for using the ShinyBees Platform. This includes the right to use, view, copy, adapt, modify, distribute, license, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Media or User Generated Content for the purposes of marketing, operating, and improving upon the ShinyBees Platform, in any media now known or not currently known.

You also grant ShinyBees the right to exhibit, distribute, display, transmit, and broadcast on any and all media (including, without limitation, the internet) any Media or User Generated Content (or portion thereof) or any videotape, film, recording, or photograph (or portion thereof) that you provide to ShinyBees or that ShinyBees takes of you, and use, reproduce, modify, or create derivatives of such User Generated Content or Media, including reproductions of your physical likeness (as the same may appear in any still camera photograph and/or motion picture film or video) (collectively the “Physical Likeness”) in any format and through any distribution channels.

Furthermore, ShinyBees may reproduce in any and all media any recordings of your voice, and any related instrumental, musical, or other sound effects (collectively, the “Voice”), made in connection with the ShinyBees Platform or any ShinyBees promotional campaigns. ShinyBees may also use, and permit to be used, your User Generated Content, Media, Physical Likeness, Voice, name, and identity in the advertising, marketing, and/or publicizing of the ShinyBees Platform in any media, in any format, and through any distribution channels.

In exchange for these rights, you waive any and all moral rights in connection with the Media (to the extent allowable by law in the country where the cleaning project is performed). You warrant and represent that you have the lawful authority to grant the rights set out above, and that such rights do not negatively impact any third party rights.

By submitting User Generated Content, Media, Physical Likeness, or Voice to ShinyBees, each User agrees that they will not receive any financial or other compensation for the use of such content by ShinyBees, whether for initial or subsequent transmission or playback.

Furthermore, each User waives all rights and releases ShinyBees and its affiliates from any claim or cause of action, known or unknown, related to the use and exploitation of such User's identity, User Generated Content, Physical Likeness, Media, or Voice in connection with the ShinyBees Platform. This includes but is not limited to claims for defamation, malicious falsehood, invasion of right to privacy, data protection, publicity or personality, or any similar matter. The User agrees to hold ShinyBees and its affiliates harmless against any such claims or causes of action.

V. Background Checks

As a ShinyBee cleaner, you are required to inform ShinyBees in writing of any relevant criminal convictions, excluding minor fixed penalty parking or speeding offenses, that may arise during your use of the ShinyBees Platform in a timely manner.

VI. Gift Cards

By agreeing to the terms and conditions of the Gift Card, you commit to following all guidelines outlined. In some U.S. states, ShinyBees is required to remit the cash associated with unused Gift Card balances to the state after a certain period of time, in accordance with that state's abandoned property laws. If such remittance is made, the Gift Card becomes invalid and cannot be redeemed. In this case, ShinyBees may refer the Gift Card holder to the relevant state government.

VII. Sales Tax Collection and Remittance

If ShinyBees assists with the collection and remittance of sales tax for ShinyBee cleaners in certain jurisdictions, you authorize and instruct ShinyBees to collect taxes on your behalf or remit them to the appropriate tax authority. You acknowledge that ShinyBees may cease tax collection and remittance in a specific jurisdiction in accordance with the law. It is your responsibility to comply with all tax reporting requirements, and you may want to seek advice from a tax professional.

VIII. Release

If applicable, you agree to waive your rights under any statute, regulation, or common law principle similar to Section 1542 that governs your rights in your residence jurisdiction.

Furthermore, in exchange for the services provided by ShinyBees, you release ShinyBees from all claims, lawsuits, injuries, damages, losses, liabilities, or other harms resulting from telephone calls or text messages. This includes claims based on alleged violations of the law, such as the Telephone Consumer Protection Act, Truth in Caller ID Act, Telemarketing Sales Rule, Fair Debt Collection Practices Act, or similar state and local acts or statutes, as well as any federal or state tort or consumer protection laws.

Please note that ShinyBees and Affiliates cannot guarantee that any personal information you provide will not be misappropriated, intercepted, deleted, destroyed, or used by others.

IX. Governing Law

This Agreement and your use of the ShinyBees Platform will be governed by the laws of the State of Hawaii, unless expressly stated otherwise. This means that the interpretation of this Agreement will be subject to Hawaii law, regardless of choice of law principles. It is important to note that this choice of law provision is solely intended for interpretation purposes, and does not give non-Hawaii residents any rights to make claims under Hawaii law, whether through statute, common law, or any other means.

29. Acknowledgement and Consent

I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE, AS WELL AS THE PRIVACY POLICY AND HAPPINESS PLEDGE, AND AGREE THAT MY USE OF THE SHINYBEES PLATFORM IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.

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