Service Provider (SP) Terms of Use and Service

 

October 15, 2018

 

These Terms of Use and Service ("Terms of Use" or “Terms of Service”) constitute a legally binding agreement between you ("User" or "you" or "your") and Janisaurus, Inc. ("Janisaurus" or "we" or "us" or “the platform”). The following terms and conditions, dictate your access to and use of Janisaurus’s Service Provider (SP) mobile application (SP App“”) for iOS and Android devices (the "SP App" or “Janisaurus SP App”), and your access to and use of Janisaurus’s website www.janisaurus.com (the "Website") including any content, functionality and services offered on or through the Website (the "Website Services") (the Website, the Website Services, and the SP App, are collectively referred to as the "Janisaurus Platform"), whether as a guest or a registered user.

 

Please read these Terms of Use carefully before you start to use the Janisaurus Platform. By installing the App, by otherwise accessing or using any aspect of the Janisaurus Platform, or by clicking to accept or agree to these Terms of Use when this option is made available to you, you accept and agree that you have read, understood, and agree to be bound and abide by these Terms of Use (including the dispute resolution and arbitration provisions in Section 18) and our privacy policy, found at www.janisaurus.com/privacy-policy/ ("Privacy Policy"), incorporated herein by reference (together herein referred to as this "Agreement"). If you do not agree to this Agreement, you may not access or use the Janisaurus Platform.

 

This Terms of Use and Service also serves as a General Service Provider Agreement (the “Agreement” or “Terms of Service” or “Service Provider Agreement”) defines the legal agreement between you that the sole proprietorship/ organization/ firm/ llc/ company/ partnership/ corporation or an other legal entity (“you” or “user(s)” or “Service Provider” or “SP”) you represent, and have the legal authority to enter into contracts for and on the Janisaurus Platform; Janisaurus, Inc. (“Janisaurus” or “us” or “the platform”)

 

BE ADVISED: THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND JANISAURUS INC. HAVE AGAINST EACH OTHER AND HOW THESE CLAIMS MUST BE BROUGHT. THESE PROVISIONS WILL, EXPECT WHERE REQUIRED BY LAW,  REQUIRE YOU TO SUBMIT CLAIMS AGAINST JANISAURUS TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS. THIS AGREEMENT DOES PREVENT THE BRINGING OF CLASS, GROUP, REPRESENTATIVE OR PLAINTIFF ACTION OR PROCEEDING.

 

1. General Provisions

 

1. 1. Background Statement

 

Janisaurus owns and maintains a web and mobile application based platform (“Janisaurus platform” or “the platform” or “marketplace”) through which Service Requesters ( the “customer(s)”) and you the service providers whom to the extent required by applicable law are fully-licensed, can connect in the Janisaurus marketplace. Service Providers are eligible to participate on the platform if they provide janitorial services including but not limited to office cleaning, specialty floor work, outdoor cleaning, general cleaning, kitchen cleaning, retail space cleaning, floor scrubbing or any other commercial or industrial cleaning or janitorial application.  Service Providers can use the Janisaurus Platform to accept work, in areas of their own competence, ability and geographical preference.

 

Janisaurus and the Service Provider intend and agree that any and all work stemming from or in relation to the Janisaurus Platform is done as a willing independent contractor, and not as an employee, worker, agent, joint venturer, partner or franchisee of Janisaurus Inc. , Service Requester or Customer.

 

Janisaurus does not perform any of the services described in this agreement and/or that are available on the Janisaurus Platform. Janisaurus plays a limited role, providing a platform for customers to coherently, easily and quickly request commercial janitorial services. It is important to note that it is this consistent approach to commercial janitorial that is creating opportunities in the marketplace that would not otherwise exist. Service Providers accept each customer request using the platform freely and willingly in the pursuit of each individual job contract; even if the request is recurring. All service requests stand alone.

 

The Service Provider agrees that the terms and conditions contained in this agreement apply to the Service Provider and anyone acting on behalf of or under the control of the Service Provider including employees, helpers, assistants and/or other personnel (“Service Provider Personnel”).   The Service Provider agrees that no Jobs accepted from or on the Janisaurus Platform will be subcontracted or otherwise fulfilled by an entity other than the named Service Provider that has accepted the individual job.  Re-subcontracting of jobs can lead to banning form the Janisaurus platform.

 

Services created, booked and completed through the Janisaurus Platform are estimated in units of (“Labor Hours”).  Janisaurus uses Labor Hours as a way to measure how much total time by all Service Provider Personnel used for the job will spend in pursuit of the scope of work laid out in the request, created by the customer. Labor hours are a standard term of use in the janitorial industry and way to measure labor output. Service Providers are required to provide Janisaurus with an hourly rate for any service they wish to participate in on the Janisaurus Platform. All Service Provider rates are independently created and submitted to Janisaurs. It is the Service Providers responsibility and duty to properly rate their services. Janisaurus accepts NO liability for incorrect rates submitted to Janisaurus.

 

1. 1. The Janisaurus Terms of Use

 

In order to have access to the Janisaurus Platform the Service Provider and all of its affiliates and service provider personnel must review and agree to the Janisaurus Terms of Use.  

 

1. 1. Application for status as a Janisaurus Service Provider

 

In order to gain access to the Janisaurus Platform the Service Provider must first apply through the Janisaurus Website https://www.janisaurus.com/sp/, and fill out the required information. Once Janisaurus receives the Service Provider’s application it will go through a review and vetting process to ensure the validity of the submitted information. This process is intended to help maintain the high quality and professionalism that Service Requester’s using the Janisaurus Platform expect.  The prospective Service Provider may be required to pay a nonrefundable APPLICATION PROCESSING FEE, in order for Janisaurus to process the application. NOTE: NOT ALL SERVICE PROVIDER APPLICATIONS MAY BE ACCEPTED, APPLICATION DENIAL WILL NOT WARRANT A REFUND FOR THE APPLICATION PROCESSING FEE.

 

1. 1. Documents Required to use Platform (Documents Required for the Application) - Service Provider

 

The minimum required documents include Business License, Janitorial Service Insurance (OIC), and W-9 to operate on the Janisaurus Platform.  It is the responsibility of the Service Provider to ensure they have the necessary documents to comply with any local state or federal laws or regulations within their operating area; including all applicable taxes.  Janisaurus will maintain the right to request proof of the below listed documents and any other relevant documents pertaining to the services fulfilled by the Service Provider through the Janisaurus Platform.

 

1. 1. 1. Business Licenses -

 

The Service Provider must provide Janisaurus with proof of a current general liability and workers compensation insurance for the area of operation that the Service Provider is requesting to operate in the platform.  

 

1. 1. 1. Insurance -

 

Service Provider must provide Janisuarus with proof of business insurance for janitorial services and/or any services that the Service Provider will engage in.

 

1.4.2. Duty of Service Provider to Maintain Insurance -

 

The Service Provider agrees that they Service Provider will always keep current and up to date all insurance coverage for all activities the Service Provider is engaged in on the Janisaurus platform.

Should the Service Provider not maintain proper insurance, the Service Provider will be removed and disqualified from participation on the Janisaurus platform.

Service Provider MUST SUBMIT a proof of insurance document to Janisuaurus.

 

1. 1. 1. Bond

 

Should the Service Provider wish to participate in any city or public jobs listed on the Janisaurus platform, the Service Provider must be properly bonded, for the job or jobs they wish to participate in.Should the Service Provider not maintain proper bonding, the Service Provider will be removed from any city or public jobs and/or disqualified from participation on the Janisaurus platform.

 

 

1. Term of the Agreement

 

1. 1. The term of this Agreement (the “Term”) will be effective on the date it is accepted by the Service Provider and will remain in full force and effect until terminated as stated in Section 2.2 “Termination”.  The Service Provider agrees that Janisaurus has the right to deactivate the Service Provider’s account at any time, for an unspecified amount of time, without reason or cause.

 

The Service Provider and Janisaurus agree that the Term set forth in this agreement guarantees the Service Provider the right to make himself, herself, or itself available at their own discretion, and that each accepted job is treated as a separate and individual service contract; even if recurring. The Service Provider and Janisaurus agree that the Term set forth in this agreement is not to be understood as a continuous service arrangement.

 

1. 1. Both Janisaurus and/or the Service Provider may terminate this Service Provider Agreement for any or no reason upon 15 days written notification.  Both Janisaurus and/or the Service Provider may terminate this Service Provider Agreement, effective immediately, for reason of material breach of this Agreement by either party. For any dispute arising from a material breach of this Agreement that resulted in the termination of this Agreement, both parties agree to submit the dispute to final and binding arbitration, unless either party exercises its right to opt out of arbitration discussed in section 17 below.

 

1. 1. Service Provider obligations and duties upon termination

 

1. 1. 1. In the event that this Agreement is terminated any and all booked jobs may be reassigned by Janisaurus at any time.

      2. If booked jobs remain Service Provider has complied with completion of all booked jobs and confirms with Janisaurus that all booked jobs have been completed

   2. Janisaurus obligation upon terminations

      1. Service Fees paid as soon as practicable, Janisaurus will remit any remaining service payments

   3. Surviving Provisions

      1. The following terms

      2. The terms found in XXX referring to hiring previous Service Providers or providing service to previous Customers found on the platform shall survive the termination of this agreement for a term of 24 months.

      3. The Service Provider agrees not to utilize any information that was gained during the use of the platform in the continuation of their business dealings.

 

1. The Services Provided

 

The Janisaurus Platform provides a marketplace where Service Requesters (“customers”) can make/create  Jobs/Service Requests available to Service Providers. The Service Provider will have the ability to accept any job that is made available to them on the platform, provided that the Service Provider is fully-licensed (to the extent required by local, state or federal law), the Service Provider is fully compliant with any applicable regulations, the Service Provider possesses any license, permit, or certification necessary to complete accepted Job, and the Service Provider and the Service Providers Personnel are fully competent in the applicable area of work.  Janisaurus maintains the right and may without cause, request the Service Provider to show proof of the above mentioned licenses, permits and/or certifications, as they are required to accept Jobs/Service Requests made available through the Janisaurus Platform. By accepting any Job/Service Request on the Janisaurus platform you are certifying your ability to competently and legally permitted to complete the accepted job, if you are unable to perform you are responsible for the cost of the completion of the job.

 

1. 1. Service Provider Job Acceptance DUTY

 

BY ACCEPTING AN AVAILABLE JOB FROM THE JANISAURUS PLATFORM, THE SERVICE PROVIDER BECOMES CONTRACTUALLY OBLIGATED TO COMPLETE THE ACCEPTED JOB AT THE TIME REQUESTED BY THE SERVICE REQUESTOR AND FOR THE AMOUNT OF LABOR HOURS REQUESTED BY THE SERVICE REQUESTOR, AND TO THE SCOPE OF WORK, AS LIMITED BY LABOR HOURS, DEFINED BY THE SERVICE REQUESTOR.    

 

1. 1. Job Completion

 

To complete the contract for any accepted job the Service Provider must do one or both of the following.

 

1. The Service Provider must complete the Scope of Work as set forth by the Service Requestor, and/or

 

1. The Service Provider must complete the Scope of Work as set forth by the Service Requester until the specified amount of Labor Hours has been exhausted.

 

If in the event that the Scope of Work cannot be completed with the contracted amount of labor hours, the responsibility lies upon the Service Provider to STOP WORK AFTER THE EXPIRATION OF THE CONTRACTED LABOR HOURS.  The Service Provider agrees and understands that it is the Service Providers responsibility to communicate with the Service Requestor or Jainosaurus that an insufficient amount of labor hours have been ordered to complete the scope.

 

The Service Provider should use the Janisaurus SP Application to “START” and “END” the accepted job.  If in the event the Service Provider completes the accepted job and fails to use the Janisaurus SP Application to “START” and “COMPLETE” the accepted job it becomes the Service Providers responsibility to notify Janisaurus (within 24hrs) that the accepted job has been completed, failure to notify Janisaurus will will result in delay of payment and breach of this Service Provider Agreement.

 

The Service Provider agrees that they cannot start an accepted job before time requested by the Service Requestor, UNLESS otherwise instructed by the Service Requestor and agreed upon by the Service Provider through the janisaurus platform, failure to comply with or beginning jobs early or late may constitute a breach of performance and this agreement.

 

1. 1. Job Cancellation

 

If in the event the Service Provider cancels any job that has been accepted, the Service Provider will be charged a CANCELLATION FEE of $20.00 USD or 5% of the total service cost for the job cancelled whichever is more.  This CANCELLATION FEE will be automatically charged to the Service Providers Credit Card on file.  In addition to cancellation fee the Service Provider will also be subject to provision (7.1) of this Agreement.

1. 1. 1. Before 24 hours of the scheduled job

      2. Within 24 hours of the job

 

Janisaurus will have the right to make any “Canceled Job” available to other Service Providers on the Janisaurus Platform to ensure that the service requestor’s needs are fulfilled.

 

Cancelling a job will always be reviewed by Janisaurus and it is highly recommended that you communicate with Janisaurus before any job is cancelled. Janisaurus always retains the right to waive any fees in good faith.

 

1. 1. Service Requester Rating

 

The Service Provider agrees that at the end of any completed job, the Service Provider and the Service Requestor will have the opportunity to rate one another based on their own experiences.  This rating is intended to keeping both the Service Provider and Service Requestor fair and truthful with regards to the services requested and provided. The Service Provider acknowledges that the Janisaurus Platform is a tool to refer professional level service that is carried out in the best industry practices.  The Service Provider agrees that they will work to provide this high level of professionalism when operating through the Janisaurus Platform, and will maintain their equipment and appearance (including grooming and appropriate uniforms) to be consistent with industry standards. The Service Provider also acknowledges that the above agreements apply to anyone acting on behalf of or under the control of the Service Provider.

 

Janisaurus maintains the right to set minimum rating standard to ensure the quality of services provided to Service Requesters is upheld.  Janisaurus will provide written notification to Service Providers of the minimum rating standard, and any changes of the minimum rating standard as it may change from time to time and vary on location.  In the event that a Service Provider or a Service Requesters rating falls below the minimum rating standard required to use the Janisaurus platform, Janisaurus reserves the right to remove the Service Provider from the Janisaurus Platform.

 

1. 1. No Control

 

During the term of this Agreement and after its termination Janisaurus will have no control nor will Janisaurus have the right to control how the Service Provider performs the jobs/services requested by the Service Requester.  Janisaurus will have no control nor will Janisaurus have the right to control the Jobs/Service Requests a Service Provider chooses to accept, the time and place the Service Provider is available to performs the services, the equipment and supplies the Service Provider uses to perform the services, the employees, helpers, assistants, or other personnel used to perform the services.

 

1. Operations

 

1. 1. Equipment

      1. It is the Service Providers responsibility to have fully functional and appropriate equipment for all of the jobs/services which the Service Providers has agreed to perform through the platform.

      2. Janisaurus Inc. is not responsible for any equipment or maintenance to any equipment that the Service Provider is using to complete any service through the platform.

      3. The Service Provider should be aware of equipment cost, maintenance and usage cost that would affect the Service Providers prices and cost of operation. Janisaurus is not responsible for Service Provider equipment or equipment costs.

 

1. 1. Mobile Device

 

The Service Provider must maintain a smartphone or similar mobile device (“mobile device”) equipped with access to the Janisaurus Platform.  

 

1. 1. Janisaurus SP App and Geo-Tracking ability

 

1. 1. 1. Once registered with Janisaurus the Service Provider will have the ability to download the Janisaurus Service Provider Application (“Janisaurus SP App”).  In order to view, accept and complete Jobs from the Janisaurus Platform, Janisaurus uses the Service Provider’s Mobile Device location information including longitude and latitude location. Janisaurus can access and use the this location information on any mobile device that the Janisaurus SP App is installed on.  To provide a better user experience, Janisaurus may share the location information from Service Providers mobile device to the Service Requester, starting ( 2 HOURS) before the start time of the Service Requesters scheduled Job.  To provide a better user experience Janisaurus may, disclose the Service Providers contact information to the Service Requestor to the extent of the law.  

      2. The Service Provider can stop Janisaurus’s access to location information  by uninstalling the Janisaurus SP APP from the respective mobile device.

 

1. 1. Call and Data Usage Agreement

 

1. 1. 1. Service Providers agree that Janisaurus is not responsible for any cell phone or mobile phone charges generated by the use of the platform. Service Providers are responsible for their own mobile devices and any and all use or use charges associated with the use of the mobile device while on the platform,

 

 

1. 1. Starting a Job and Issue Arising

 

1. 1. 1. Service Provider Safety is Paramount and most important. As a Service Provider never put yourself in danger in order to finish or complete a job or service request.

      2. Get to safety and call 9-1-1 or local authorities.

         1. If for any reason you feel attempting to complete a scheduled job will do you bodily harm please stop and contact Janisaurus support within 48 hours @ XXX-XXX-XXXX; this will be taken into consideration.

         2. It is the responsibility of the Service Provider to notify Janisaurus of an reason why scheduled service was not delivered or performed by the Service Provider.

 

1. 1. Cost of Operations

 

1. 1. 1. It is the responsibility of the Service Provider to consider all the costs of operation in the pursuit of completing any job/service request that is accepted through the platform

      2. The Service Provider is responsible for notifying Janisuaurus Inc in the event that the Service Provider would like to update their pricing information

         1. Please send an email to SPSupport@Janisaurus.com

 

1. 1. Apparel, Logo or Identification

 

1. 1. 1. It is highly recommended that Service Providers utilize some form of uniform to allow their staff to be easily recognized by the Service Requestor.

 

1. 1. Use of Image, Likeness, Voice and Rating

 

1. 1. 1. Service Provider agrees to allow Janisaurus at any time to use or replicate their image or likeness, voice or rating for marketing or commercial purpose of advancing the platform.

 

1. Performance

   1. The Service Providers agree to deliver industry standard service for every job that is accepted by the Service Provider

      1. A reference of industry standard can be obtained through ISSA and IFMA standards of janitorial service delivery

   2. Service Provider agrees that all employees delivering service have been trained in the service they are engaging in and delivering to the customer

      1. The Service Provider will document all employee training and make this documentation available to Janisaurus if requested

      2. The Service Provider alone is responsible for updated and current safety training that is applicable to all employees activities in pursuit of their job.

      3. The Service Provider alone is responsible for documenting all training and the Service Provider alone is responsible to being compliant with OSHA Safety Standards.

      4. The Service Provider agrees that all jobs accepted will be completed following any applicable laws or OSHA guidelines.

      5. The Service Provider agrees to indemnify and hold harmless all of Janisaurus Inc, its employees, shareholders, owners and affiliates harmless in regards to any safety training or documentation issue involving the Service Provider.

 

1. Compensation for Services

 

1. 1. When a job has been completed, the respective customer will pay for the completed work through the Janisaurus Platform.  The customer’s payment will be based upon (1) the Labor Hour Estimate provided by Janisaurus or the Customer and (2) the unique Service Provider Rate provided by the Service Provider.   Each job created by a Service Requester or Customer on the Janisaurus Platform is bound by a unique Labor Hour Estimate or Timeframe which estimates upon approval of the customer the amount of time needed to complete a given job.  The Service Provider Rate is provided to Janisaurus by the Service Provider and is unique for any Level 1 Service the Service Provider is deemed self-fit to contract for. The Service Provider Rate is calculated by the Service Provider and defines the Service Provider’s compensation, in units of U.S. Dollars per Hour, for Jobs Accepted via the Janisaurus Platform.

 

1. 1. Payment Platform - Payment processing services for [account holder term, e.g. Service Providers or Sellers] on [Janisaurus Platform] are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to [this agreement / these terms / etc.] or continuing to operate as a Service Provider on the Janisaurus Platform, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Janisaurus Inc. enabling payment processing services through Stripe, you agree to provide Janisaurus Inc. accurate and complete information about you and your business, and you authorize Janisaurus Inc. to share it and transaction information related to your use of the payment processing services provided by Stripe.

 

1. 1. Service Fee

 

1. 1. 1. Janisaurus imposes a fee per service, ordered on the platform

 

1. 1. Service Fee Negotiation

 

1. 1. 1. Janisaurus reserves the right to change or negotiate platform or use fee as it sees fit.

 

1. 1. Service Fee Payment

 

1. 1. 1. Service Fee Payment will be taken from the total fee paid by the customer. The remaining amount will be distributed to the Service Provider based upon the hourly rate for the service provided.

 

1. 1. Reimbursement of Expenses

 

1. 1. 1. The Service Provider will not be reimbursed for any expenses incurred in connection with providing the Services of this Agreement or any Jobs/Service Requests booked on the Janisaurus Platform.  It is the responsibility of the Service Provider to consider expenses such as parking, chemicals, equipment, gas, transportation, insurance, training or any other business expenses into their pricing per hour.

 

1. Failure to Perform

 

1. 1. In the event that the Service Provider cancels an accepted job, or fails to fulfill the contracted labor hours for an accepted job, an automatic hold will be placed on the Service Providers Janisaurus SP account until a administrative review is conducted.  Upon review the Service Provider will either (1) be allowed back onto the platform on a probationary state, or (2) not allowed back onto the platform.  

   2. Failure to Perform is grounds for immediate and permanent removal from the Platform.

   3. Communication of none performance - It is the duty of the Service Provider to inform Janisuarus as soon as possible of a failure to perform scheduled or booked job/service request.

 

1. The Parties Relationship

 

1. 1. With this agreement the Service Provider acknowledges that they are currently and independently engaged in the facility maintenance and/or janitorial and/or related trade, and currently offering these services to the general public.  The Service Provider acknowledges that it is a legally registered business and is compliant with any and all federal,state and local regulations, and laws. The Service Provider acknowledges that it maintains a principal place of business in connection to the services it offers including but not limited to, facility maintenance and janitorial related trade services, that is eligible for a business deduction for federal income tax purposes.

 

1. 1. By accepting this Agreement it is expressly agreed that the Service Provider is acting as an independent contractor and not as an employee.  Service Provider willingly and knowingly enters this agreement to gain and have periodic access to the Janisaurus Platform and its exclusive marketplace for finding janitorial jobs.  This Agreement and the use of the Janisaurus Platform cannot be used to imply any relationship other than that of an independent contractor, including but not limited to employee, worker, agent, joint venturer, partner, franchisee, agency or association, between the Service Provider and Janisaurus and/or the Customer.  Janisaurus shall not be responsible to the Service Provider, its employees or any governing body for any payroll related taxes related to the performance of the services including, but not limited to, withholding or other taxes related to federal or state income tax, social security benefits or unemployment compensation.

 

1. 1. Being an independent entity the Service Provider has no authority to act on the behalf of Janisaurus, and cannot bind Janisaurus to any agreements or contracts.  

 

1. Service Providers Employees or Subcontractors

 

1. 1. It is the Sole Duty of the Service Providers to provide services for the jobs they have accepted on the platform. .Janisaurus does not employee or oversee any Service Provider, their employees, contractors or subcontractors.

   2. Timely Payment as required by law to all employees and subcontractors of the Service Providers

   3. Background checked - All employees or subcontractors that will fulfill service originated through the Janisaurus  platform will be background checked before the employee or subcontractor provides service.

      1. It is the DUTY of the Service Provider to perform diligent third party background checks.

      2. It is the DUTY of the Service Provider to maintain record of the employee background check.

      3. Janisaurus Inc. reserves the right to request and confirm that all background checks have been completed.

      4. As a subcontractor all Service Providers are responsible and liable for the actions of their employees while performing services booked on the Janisaurus platform.

   4. YOU ACKNOWLEDGE AND AGREE THAT JANISAURUS AND ITS EMPLOYEES ARE NOT LIABLE FOR DAMAGE THAT MIGHT ARISE OUT OF THE SERVICES PERFORMED BY A SERVICE PROVIDER. JANISAURUS IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER INCLUDING SERVICE PROVIDERS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH ANY SERVICES OR ACTIONS TAKEN BY THE SERVICE PROVIDER.

   5. SAFETY FIRST - Each User should exercise caution and common sense to protect their personal safety and property, just as you would when interacting with any person with whom you do not know.

 

1. Force Majeure

 

1. 1. Act of God which does not allow Service Provider to perform scheduled service, the Service Provider is required to notify Janisaurus of any incomplete Jobs/Service Requests.

      1. Service Provider is to notify Janisaurus as soon as possible to any services scheduled and missed because of an unavoidable act of God, terrorism, war, fire, flood, hurricane, earthquake and or any other cause which is not within the control on the Service Provider.

      2. Janisaurus will not penalise a Service Provider that can not perform booked services because of an unavoidable act of God, terrorism, war, fire flood, hurricane, earthquake and or any other cause which is not within the control on the Service Provider.

      3. Janisaurus does reserve the right to review the situation and asses the Service Provider actions and notifications given to Janisaurus

 

1. Representations, Contributions and Warranties

 

1. 1. Service Provider guarantees that all user contributions are your own and you have rights to distribute and control all contributions, comments or interactions on the Janisaurus Platform.

 

1. 1. The Service Provider is responsible for all user contributions, comments or interactions submitted or conducted under the Service Providers account,

 

1. 1. The Service Provider is responsible for keeping the Service Providers account Username and Login confidential. Janisaurus is not responsible for unauthorized use of a Service Providers account.

      1. Janisaurus encourages the use of a unique password that is not shared with any other online account

      2. For you account protection Janisaurus has taken the step of adding a two step authentication for login services, please ensure the phone number provided may be able to accept text messages for account confirmation.

 

1. 1. Service Provider warrants that the Service Provider is in good standing with local, state and federal regulators and current and compliant with all applicable laws.

 

1. 1. Janisaurus and the Janisaurus platform are not responsible nor control the content of user contributions, comments or interactions. Janisaurus is not responsible for any user contribution, comment or interaction and will not take any responsibility for the inappropriate or illegal use by a Service Provider.

 

1. 1. Janisaurus has the right to police the platform and any and all user created content. Janisaurus reserves the right to remove any content that Janisaurus deems untasteful, demeaning, aggressive, inappropriate or does not fit within our Philosophy.

 

1. 1. If Janisaurus determines that user created content is in violation of any term or violating the spirit of our terms, user created content may be deleted and the Service Provider may be removed without reason from the platform.

 

1. Indemnification

 

1. 1. Service Provider shall hold harmless and defend against any action arising from the job/service request performed or actions taken by the Service Providers, all Officers, Shareholders, Employees and associates of Janisaurus.

 

1. 1. Use of the platform is at the sole discretion of the Service Provider. Janisaurus is not liable to the Service Provider for ANY DAMAGE caused to the Service Provider over the course of completing any job/service request received on the platform.

 

1. Insurance

 

1. 1. Insurance Requirement - Service Provider shall have at all times the Service Provider is operating on the Janisaurus platform insurance appropriate for the services that the Service Provider is offering on the platform.

 

1. 1. Sufficient Policy Limits - Service Providers shall have at all times the Service Provider is operating on the platform insurance policy limits appropriate for the services that the Service Provider is offering on the platform, if the Service Provider is providing multiple services this should be taken into account when establishing insurance policy amounts.

 

1. 1. Workers Compensation Insurance - Service Providers shall have at all times the Service Provider is operating on the platform Workers Compensation Insurance

 

1. 1. All Other Appropriate Insurance - It is YOUR DUTY as a Service Provider to be knowledgeable of your industry and acquire and maintain all applicable insurance types required to fulfill services the Service Provider has received on the platform. This is not limited to general liability, workers compensation, unemployment or any other insurance as required by law or not mentioned here.

 

1. 1. Sufficient Policy Limits to Indemnify - Service Provider agrees that it is YOUR DUTY to maintain sufficient insurance policy levels to indemnify, protect and hold harmless from all actions the officers, employees, investors, associates and any stake holder from Janisaurus Inc.

 

1. 1. It is your DUTY as a Service Provider to make all payments necessary to ensure proper and continuing coverage of insurance to operate on the Janisaurus platform.

 

1. 1. Any violation or non-compliance with the above insurance terms is a material breach and ground for immediate release from the Service Provider relationship to Janisaurus and relievies Janisaurs of any and all covenants to the Service Provider

 

1. Confidentiality And Service Requester Privacy

 

1. 1. The Service Provider agrees that Service Requester’s information is confidential and can not be used for any other purpose other than service delivery, specifically service delivered toward the completion of the scope of work as created for the job by the customer only for the scheduled job.

 

1. 1. The Service Provider agrees  that Service Requester’s(Customer) information can not be stored outside of the platform. This includes documenting, writing, taking notes, in anyway, any of the customer's information outside of the platform. This includes creating a contact on your mobile device from phone or email information gathered or received via the platform.

 

1. 1. The Service Provider agrees  that Service Requester’s information can not be given or sold to any third party for any reason. This information is personal and private and any violation by the Service Provider will be their sole liability and responsibility. Resale of personal information may be in violation of the law and appropriate law enforcement agencies will be contacted in the event of a personal information breach.

 

1. Ownership of Intellectual Property

 

1. 1. Janisuarus owns and operates the platform. Janisaurus owns all images, logos, slogans, information, layouts, designs and phrases that are portrayed on the platform.

   2. “A NEW ERA OF CLEAN” is the sole property of Janisaurus Inc.

   3. The green cleaning dino logo is the sole property of Janisaurus Inc.

      1. The platform layout, style, design, color scheme, verbiage, images, source code, …..are all property of Janisaurus and can not be copied.

 

Use of the Platform

 

1. 1. 1. Service Provider agrees they will not copy any verbiage from any part of the platform or web page of Janisaurus Inc.

      2. Service Provider agrees that the Scope of Work on the platform whether filled out by the customer, or supplied by Janisaurus is property of Janisaurus and can not be used by the Service Provider independent of the platform. Use of the Janisaurus Scope of Work independent of the platform, would be a direct and substantial damage to Janisaurus.

 

1. Non Solicitation Agreement

 

1. 1. Service Providers will not pursue Service Requesters (Customers) that they have worked with through the Platform.

   2. During the course of the agreement and for a period of 24 months immediately following the expiration or termination of the Agreement contacting any customer outside of the platform for the purpose of supplying additional work or labor is a direct violation of these Terms and may result in the immediate termination of the business relationship between Janisaurus and the offending Service Provider.

   3. Janisaurus and the Platform  may provide the Service Provider certain Confidential Information of the Service Requestor or Janisaurus, previously non-disclosed to him or her, which will enable him or her to optimize the performance of his or her duties to the Service Requestor. In exchange, the Service Provider agrees to use such Confidential Information sole for the benefit of the Service Requestor and in pursuit of the specific service request. The Service Provider agrees that upon the expiration, completion or termination of the service request Janisaurus and the platform shall have no obligation to provide or otherwise make available to the Service Provider any Confidential Information. “Confidential Information” means any Janisaurus or Service Requestor proprietary information, technical data, trade secrets or know-how, including but not limited to, research, product plans, products, services, services list, scheduling method, series of customer automatic communications, customer lists and customer/Service Requestors (including but not limited to customers and Service Requestors of Janisaurus and the Platform whom the Service Provider may become acquainted with during the execution of service requests) markets, software, developments, applications, application flow, series of applications/application pair, application screens and pages, inventions processes, formulas, technology, designs, layouts, color scheme, drawings, engendering, hardware configuration information, source code/application code, marketing, scheduling, finances or other business information disclosed to the Service Provider by Janisaurus, the Platform or the Service Requestor either directly or indirectly in writing orally or by drawings or observation. Confidential Information does not include any of the foregoing items which has become publicly known and made generally available through no wrongful act or omission of the Service Provider or of others who were under confidentiality obligations as to the item or items involved.

   4. The Service Provider agrees at all times during the term of engagement pursuant to this agreement, or fulfillment of service requests from the Platform and thereafter, to hold in strictest confidence and not to use except for the exclusive benefit of the Service Requestor, or to disclose to any person, firm or corporation without written authorization of the Service Requestor and/or Janisaurus.

   5. The signed Service Provider hereby agrees that during the course of this agreement and for a period of 24 months immediately following the expiration or termination of the Agreement for any reason, whether with or without good cause or for any or no cause, at the option either of the Janisaurus or the Service Provider, with or without notice, the Service Provider will not pursue any Service Requestors/Customers from the Janisaurus Platform.

   6. This term shall cover the Service Providers activities in every part of the territory in which the Service Provider may conduct business during the term of this agreement. Territory shall mean all counties in which the Service Provider was accepting jobs from the platform.

   7. The Service Provider acknowledges that he or she will derive significant value from Janisaurus promise in section 16.3 to provide him or her with that Confidential Information of the Service Requestor/Customer to enable him or her to optimize the performance of his or her contractual duties to the Service Requestor/Customer. The Service Provider further acknowledges that his or her fulfillment of the obligations contained in these terms, including but not limited to, his or her obligation neither to disclose nor to use the Service Requesters/Customers or Janisaurus Confidential Information other than for the exclusive benefit of the Service Requestor/Customer or Janisaurus and his or her obligation not to compete contained in section 16.4 to 16.6 is necessary to protect Service Requestor/Customer and Janisaurus Confidential Information and consequently, to preserve the value and goodwill of the Service Requestor/Customer and Janisaurus. The Service Provider further the time, geographic, and scope of limitations are reasonable, especially in light of the Service Requestor/Customer and Janisaurus desire to protect its Confidential Information, and that he or she will not be precluded from gainful employment if he or she is obligated not to contact or solicit users or Service Requestors/Customers of the Janisaurus Platform.

   8. For a period of twenty four (24) months immediately following the expiration or termination of this agreement for any reason, whether with or without good cause or for any or no cause at the option of either party, with or without notice, the Service Provider will not hire any employees of Janisaurus and will not, either directly or indirectly, solicit, induce, recruit or encourage any of Janisaurus employees to leave it’s employment or take away such employees, or attempt to solicit, induce, recruit, encourage or take away employees of Janisurus either on behalf of the Service Provider personally or for any other person or entity.

   9. During the course of this Agreement and for a period of 24 months immediately following the expiration or termination of this Agreement for any reason, whether with or without good cause or for any or no cause, at the option of either party with or without notice, the Service Provider will not, either directly or indirectly, interfere with Janisaurus’s contracts and relationships, or prospective contracts and relationships including but not limited to Janisaurus’s Service Requestors/Customers or client contracts and relationships.

   10. The Service Provider agrees that it would be impossible to inadequate to measure and calculate Janisaurus’s damages from any breach of the covenants set form in section 16.8 and 16.9. Accordingly he or she agrees that is he or she breaches any such section Janisaurus will have available, in addition to any other right or remedy available, the right to obtain an injunction from a court of competent jurisdiction restraining such breach or threatened breach and to specific performance of any such provision of this agreement.

   

 

1. Other Business Activities

 

1. 1. Service Providers are independent of the platform and can pursue business as normal

   2. Service Providers shall not use any information obtained on the platform to contact or communicate with any customer or other service provider of Janisaurus Inc.

   3. The Service Provider will not contact previously served customers and/or solicit them for business and/or customers which did not select the Service Provider for service.

 

1. Dispute Resolution and Arbitration Agreement

 

1. 1. For any disputes, controversy or claim arising out of or relating in any way to the agreement or between you and Janisaurus including without limitation any dispute concerning the construction, validity, interpretation, enforceability or breach of this agreement shall be exclusively resolved by binding arbitration upon a Party’s submission of the dispute to arbitration. In the event of a dispute, controversy or claim arising out of or relating in any way to the agreement or relationship with Janisaurus, the complaining Party shall notify the other Party in writing. Within thirty (30) days of such notice the complaining party shall seek remedies exclusively through arbitration; expect as outlined in section 16.10 of this agreement. YOU THE SERVICE PROVIDER (SP) AND JANISAURUS MUTUALLY AGREE THAT EVERY DISPUTE ARISING IN CONNECTION WITH THIS AGREEMENT WILL BE RESOLVED EXCLUSIVELY BY BINDING ARBITRATION. The demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen, and in NO EVENT shall it be made after ONE year from when the aggrieved party knew or should have known of the controversy, claim, dispute or breach.

   2. This agreement to arbitrate shall be specifically enforceable. A Party may apply to any court with jurisdiction for interim or conservatory relief, including without limitation a proceeding to compel arbitration.

   3. The arbitration shall be conducted by one/three  arbitrators. If the Parties are not able to agree upon the selection of an arbitrator, within thirty (30) days of the commencement of an arbitration proceeding by service of a demand for arbitration, the arbitrator shall be selected by; the American Arbitration Association/a state/federal court judge in California shall select the arbitrator in accordance with the terms of this agreement.

   4. The arbitrators shall have ten years of experience in business or civil litigation and also shall have served as an arbitrator at least five (5) times prior to their service as an arbitrator in this arbitration.

   5. The arbitration shall be conducted in accordance with the then existing Commercial Rules of American Arbitration Association or Federal Rules of Civil Procedure.

   6. The arbitration shall be conducted in San Jose, California.

   7. The laws of the State of California shall be applied in any arbitration proceedings, without regard to principles of conflict of laws.

   8. It is the intent of the parties that, barring extraordinary circumstances, arbitration proceedings will be concluded within one hundred and twenty (120) days from the date the arbitrators are appointed. The arbitrators may extend this time limits in the interests of justice. Failure to adhere to this time limit shall not constitute a  basis for challenging the reward.

   9. Except as may be required by law, neither a party nor its representatives may disclose the existence, content or results of any arbitration hereunder without the prior written consent of all parties.

   10. The Parties shall not be entitled to discovery in the arbitration expect that any Party shall be entitled to request no more than one thousand (1000) pages of documents and to take three (3) depositions not to exceed eight (8) hours for each deposition.

   11. The Parties shall exchange a copy of all exhibits for the arbitration hearing and shall identify each witness who will testify at the arbitration, with a summary of the anticipated testimony of such witness ten (10) days before the hearing.

   12. The arbitrator shall have no authority to award punitive, consequential, special or indirect damages. The arbitrator shall not be entitled to issue injunctive and other equitable relief. The arbitrator shall award interest from the time of the breach to the time of the award at a rate of 2.5%.

   13. The cost of the arbitration proceeding and any proceeding in the court to confirm or to vacate any arbitration award as applicable (including without limitation reasonable attorneys fees and costs) shall be borne by the unsuccessful party, as determined by the arbitrators and shall be awarded as part of the arbitrator’s award. It is specifically understood and agreed that any party may enforce any award rendered pursuant to the arbitration provisions of this Section by bringing suit in any court of competent jurisdiction. The parties agree that the arbitrator shall have the authority to grant injunctive or other forms of equitable relief to any party. This Section shall survive the termination or cancellation of this Agreement.

   14. Each party shall pay its own proportionate share of arbitrator fees and expenses. The arbitrators shall be entitled to award the foregoing arbitration and administrative fees and expenses as damages in his/her discretion.

 

1. Agree and Notification of Changes to the Agreement

 

1. 1. In order to continue to use the platform the Service Provider must agree to the most recent Terms. Service Providers will be notified through the platform any time a change to the Terms is made.

 

1. Severability

 

In the event any one or more of the provisions of this Agreement shall for any reason be held as invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unaffected, and the invalid, illegal the unenforceable provision shall be replaced by mutually acceptable provision.  

 

1. Access to Camera and Pictures

 

The Service Provider agrees to allow Janisaurus and the Platform access to the Service Provider’s mobile device’s camera and photo library, for the purpose of creating a better user and customer experience as well as creating documentable evidence of services completed by the Service Provider.

 

1. Staffing

 

The Service Provider will have full responsibility for anyone acting on behalf of or under the control of the Service Provider including employees, helpers, assistants and/or other personnel. The Service Provider agrees that all its Personnel who perform services for Service Requesters, must do so with compliance to all applicable laws, rules, these Terms of Agreement and regulations pertaining to employment, labor, wages, benefits, taxes visas, and other matters affecting Service Provider’s Personnel/Employees in the area of the Service Providers operation and activities.

 

1. Platform Fees

 

Janisaurus maintains the right to charge the Service Provider a periodic PLATFORM ACCESS FEE, which can vary over time and location, in order to gain access to the Janisaurus Platform.   

 

1. Notices - All Notices for or to be delivered to Janisaurus Inc. shall be through certified mail to:

Janisaurus Inc

2175 Martin Ave.

Santa Clara, CA 95050

 

1. Acknowledgement -

 

1. 1. I hereby certify that I have read and agree to all of the above terms and conditions. That continued use of the platform/application is acknowledgement and acceptance of this agreement.

   2. Use of the Janisaurus name, logo, image or likeness or platform in anyway is acknowledgement and acceptance of this agreement.