Handled. Service Terms and Conditions

Last modified February 21st, 2020

Welcome to Handled.® (“Handled”)  Company is a technology and home and mobility concierge services solutions company that curates and manages projects related to such services for clients, like you.  We are happy to offer you access to this Site and/or Application (collectively, the “Platforms”) and use of our Services, as defined herein, conditioned upon your acceptance without modification of all of the terms and conditions described below for our Services, as well as the additional terms and conditions located within the Handled Privacy Policy; Terms of Use; and Application Terms, which are incorporated by reference herein, (collectively, the “Terms”).  

The Platforms are provided solely to assist you in transacting business with Handled, including viewing information about third-parties providing services to Handled and/or the status of your task or project managed by Handled, and for no other purposes.  The terms “we;” “us;” “our;” “Company;” and “Handled;” refer to RevGroup Holdings, LLC d/b/a Handled and its subsidiaries and affiliates. The terms “user;” “you;” “your;” and “Client” refer to you, the user of the Platforms and/or Services.  The terms “Service” or “Services” refer to Company’s technology, home and mobility concierge services and solutions, including curated home service solutions and/or project management services.The term “Third-Party Provider” refers to any third-party that may provide or supply to Company any service, materials, equipment, supplies and/or other such things necessary or related to the Services provided to you by Company.

LICENSE.

Subject to your compliance with these Terms, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Services. This license does not include any resale or commercial use of any Service, or its contents; any collection and use of any service listings, descriptions, or prices; any derivative use of any Services or its contents; any downloading, copying, or other use of account information for the benefit of any third party; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms (including those in the Terms of Use) are reserved and retained by Company. No Service, nor any part of any Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Company. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Platforms or Services without express written consent. You may not use any meta tags or any other “hidden text” utilizing Company’s name or trademarks without the express written consent of Company. You may not misuse the Company Services. You may use the Services only as permitted by law. The licenses granted by Company terminate if you do not comply with these conditions or any other term or condition of the Terms.

ELIGIBILITY.

Our Platforms and Services are not intended for or available to persons under the age of 18 or to any users that have been suspended or removed from the Platforms and/or Services. All orders for Services made by persons under the age of 18 shall be void and unenforceable by such persons, except that Company shall be entitled to enforce any surviving terms including, but not limited to limitations of liability and rights to payment for any Services provided to such persons prior to having actual knowledge of the actual age of those persons. If you are under the age of 18 by have improperly accessed and/or used the Platforms and Services by providing false information to us, not only are you an unauthorized user in violation of the Terms, but you may be placing yourself and others in danger.

 CONTRACTUAL RELATIONSHIP.

PLEASE READ THE PRECEDING AND FOLLOWING SERVICES TERMS AND CONDITIONS (HEREAFTER, “TERMS”) CAREFULLY AS, TOGETHER, THEY CONSTITUTE A BINDING LEGAL EXECUTORY AGREEMENT BETWEEN YOU AND COMPANY WHICH GOVERN YOUR ACCESS TO AND/OR OTHERWISE USING THE PLATFORMS AND/OR OUR SERVICES.  BY ACCESSING OR USING THE PLATFORMS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE TERMS AND ANY FUTURE MODIFICATIONS THEREOF, INCLUDING BUT NOT LIMITED TO TERMS THAT GOVERN ANY CLAIM YOU MAY HAVE FOR PROPERTY DAMAGES; THAT LIMIT COMPANY’S LIABILITY; AND PROVISIONS THAT REQUIRE INDIVIDUAL ARBITRATION OF ANY POTENTIAL LEGAL DISPUTE BETWEEN YOU AND COMPANY.  IF YOU DO NOT AGREE TO THE TERMS, YOU MAY NOT USE THE PLATFORMS OR RECEIVE ANY SERVICES. COMPANY RESERVES THE RIGHT TO CHANGE THE TERMS AT ANY TIME WITHOUT PRIOR NOTICE, AND ALL SUCH CHANGES SHALL BE IMMEDIATELY EFFECTIVE WHEN THE REVISED TERMS ARE POSTED ONLINE OR OTHERWISE PROVIDED FOR YOUR REVIEW. THEREAFTER, YOUR CONTINUED ACCESS OR USE OF THE PLATFORMS AND/OR SERVICES SIGNIFIES YOUR EXPRESS ACCEPTANCE OF THE UPDATED OR MODIFIED TERMS.  THESE TERMS MAY NOT BE MODIFIED, AMENDED, AND/OR CHANGED BY YOU IN ANY MANNER; ANY SUCH CHANGES SHALL BE VOID.

WARRANTIES AND REPRESENTATIONS.

 You represent and warrant to Company that:

  • You are at least 18 years of age at the time you first access or use the Platforms and/or Services;
  • You are either the owner, or authorized representative of the owner of any real or personal property involved in the Services;
  • You will only use the Platforms and/or request Services for lawful purposes;
  • You are the authorized cardholder of all credit or debit cards you provide for payment of fees and costs for the Services;
  • You will not use the Platforms and/or request Services for accessing, receiving, holding, sending or storing any unlawful material; for any fraudulent purpose; to cause nuisance, annoyance, or unreasonable inconvenience;
  • You will not impair the proper operation of Company’s networks, Platforms or performance of the Services by any party or in any way whatsoever;
  • You will not try to harm Company or the Platforms;
  • You will not copy or distribute the Platforms or other content without advanced written consent from Company;
  • You will only use the Platforms and/or request Services for your own use and, if applicable, will not resell your order for Services to another party;
  • You will cooperate with Company and/or any of the Third-Party Providers including, but not limited to immediately supplying Company with whatever proof of identity and/or ownership we may reasonably request; and
  • You agree that you will not use the Platforms or Services to engage in any form of discrimination or harassment, including when providing any ratings or other feedback following completion of the Services. Specifically, you agree that you will not discriminate against or harass any person related to or involved in the provision of Services on the basis of any such person’s race, color, religion, age, sex, national origin, disability status, genetics, protected veteran status, sexual orientation, gender identity or expression, or any other characteristic protected by federal, state, or local laws. If you are not able to make this representation and warranty, you may not use any of the Platforms or Services.

ASSIGNMENT.

The Terms shall be binding upon and inure to the benefit of the parties to this agreement and their respective successors and permitted assigns. You may not assign these Terms without Company’s prior written approval. Company may assign these Terms without your consent, including, without limitation, to a subsidiary or affiliate or a successor-in-interest in connection with a change in control (whether by merger, sale of stock or assets, consolidation, reorganization, or otherwise). Any purported assignment by you in violation of this section shall be void.

APPOINTMENT OF COMPANY.

By using the Platforms and/or ordering Services, you acknowledge that you understand and expressly agree that you are requesting the Company to  provide Services.  A material term and condition of these Terms is your appointment of Company as your personal representative for execution of all Third-Party Providers’ services that are ancillary to Company’s Services, including but not limited to any transportation, storage or other mobility-related service incidental to Company’s curated home service solutions or project management services.

Accordingly, when acting as your personal representative you understand and agree that Company is a critical vendor and at its own expense will retain  (i) independent third party labor providers capable of providing labor services; (ii) independent third party motor carriers capable of providing property transportation services; (iii) independent Third-Party Providers capable of providing any other type of service, material and/or product necessary for completion of our Services (collectively, referred to as “Third Party Provider”).

In this personal representative role, when our Services include third-party home mobility/transportation or storage-related project management, you understand and agree that we will be the “Shipper,” “Consignor,” “Bailor,” and/or “Renter” of/for property beneficially owned by you and that Company is not a broker, motor carrier, warehouseman or other transportation provider of any commodity, including household goods. As Shipper and/or Consignor, Company does not, and is not, authorized to provide household goods brokerage, carrier,  transportation, warehouseman, storage, lessor, or rental or leasing services.  You also understand and agree that you will be the Consignee/Bailee of our shipment/storage lot.

As your Personal Representative for home and mobility concierge services solutions, Company agrees to take commercially reasonable steps to prevent you from being in privity of contract with any Third-Party Provider and to otherwise, where permitted by applicable law, contractually limit your exposure to liability to such Third-Party Providers and their representatives and to isolate you from any dispute between the Third-Party Provider and Company.  As such, Third-Party Providers we retain will be solely obligated to Company and we endeavor, where permitted, to be solely liable for payment to Third-Party Providers. You understand nothing herein relieves you of the responsibility to take all necessary action for the protection of you and any of your real or personal property involved in the Services and you further acknowledge that you or your family members or others associated with you may be exposed to situations involving Third Party Providers that are potentially unsafe, offensive, harmful to minors, or otherwise objectionable, and that as a beneficial recipient of any services of Third-Party Providers is at your own risk and judgment.

INDEPENDENT CONTRACTOR.

You acknowledge and agree that no joint venture, partnership, employment, or agency relationship exists between you, Company or any Third-Party Provider as a result of these Terms, your use of the Platforms, or your receipt of any Services.

ACCOUNTS.

You may be required to register and maintain an active personal account to use certain Platforms. You must be at least 18 years of age to obtain an account. Account registration requires you to submit certain personal information, such as your name, address, mobile phone number, and age, as well as certain payment information (e.g., bank or credit card information). You agree to maintain accurate, complete, and up-to-date information in your account. Failure to maintain accurate, complete, and up-to-date account information, including invalid or expired payment information, may result in your inability to access and/or use the Platforms or order Services. You are responsible for all activity that occurs under or through your account and agree to maintain the security and secrecy of your account Client name and password at all times.

ELECTRONIC COMMUNICATIONS.

When you use the Platforms or Services, or send e-mails, text messages, and other communications from your desktop or mobile device to us, you may be communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages through the Platforms, and you can retain copies of these communications for your records. You agree that all Terms, other terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing as if they were in hardcopy writing.

REFUSAL OF SERVICE.

You acknowledge and understand that, notwithstanding anything herein to the contrary, Company has and shall at all times, retain the right to refuse or cancel an order for Services at any time for any reason. The circumstances that may warrant a refusal or cancellation of Services, include, but are not limited to, the following circumstances:

  • Evictions: Company may cancel an order for Services if you, or someone else at the location that is the subject of the Services, is being, is in the process of being, or has been evicted.
  • Prohibited Property: Company may refuse to provide or limit the Services and/or your order may be canceled if it is determined, in Company’s sole discretion, that the property that is the subject of the Services is prohibited by the Terms.
  • Dangerous, Hazardous, or Unsanitary Conditions: If the location that is the subject of the Services are to be performed is either too dangerous, hazardous, or unsanitary, in Company’s or the Third-Party Provider’s sole discretion. For example, your order may be canceled or rescheduled if the location does not meet reasonable cleanliness standards and/or poses a potential health or safety risk (e.g., an unfinished attic, a hoarding scenario, the presence of animal or other human waste products, a flooded or recently flooded location, etc.).
  • Failure to Protect Animals and Children: If you have animals, including pets, or minor children that are not, in Company’s or the Third-Party Provider’s sole discretion, protected by you or someone other than Company or Third-Party Provider. For example, your order may be canceled or rescheduled if pets or children are underfoot and/or unsupervised and, in Company’s or Third-Party Provider’s sole discretion, causing risk of hazardous conditions for the workers, pets or children.
  • Inclement Weather: In case of inclement weather, you may be required to reschedule and/or delay the Services ordered to another convenient time, or the order may be canceled or refused without a cancellation fee. Inclement weather can include, but is not limited to, rain, snow, sleet, hail, lightning, flooding and high winds.
  • Access to Property: If your location or property that are the subject of the Services cannot be accessed or is deemed to be, in Company’s or the Third-Party Providers’ sole discretion, too unreasonable, dangerous, impractical and/or far away from the location of the Third-Party Provider’s equipment.
  • Failure to Pay: If you fail, or Carrier reasonably suspects you may fail or be unable to meet any of your payment obligations hereunder.
  • Failure to Provide Inventory to Company: If you fail, or Carrier reasonably suspects you may fail or be unable to inventory your personal property, where relevant to the Service ordered, and provide such inventory to Company as directed.

If Services are nonetheless performed you acknowledge and agree that Company may require you to follow specific instructions and/or that the cost of the Services may, at Company’s sole discretion, be increased. Unless otherwise provided herein, if your order is refused, canceled or rescheduled based on the foregoing circumstances or any other term or condition of the Terms, you will be subject to all applicable cancellation or rescheduling fees.

PRICING.

Company reserves the right to revise its fees and costs for any or all aspects of the Services at any time in Company’s sole discretion. Pricing information published on Platforms or communicated in any correspondence or electronic communication may not reflect the actual price that you may be quoted at the time you place an order for Services. You acknowledge and understand that pricing in certain geographical areas may increase from time to time, including, but not limited to, during times of high demand for Services.

When placing an order for Services, you may receive an estimate of fees and costs that reflects Company’s attempts to provide a reasonably accurate estimate of final fees and costs. However, you understand and agree that all estimates are non-binding and are not intended to be a guarantee of your final costs. Your total charges may be affected by the information you provide to Company during the order process (including, but not limited to, any inaccurate information provided by you), the circumstances present on the day you receive the Services, and, with pay-as-you-go pricing, the speed of the Third-Party Providers.

PAYMENT.

Company will only accept payment of applicable fees and charges for Services by valid credit or debit card. In order to place an order for Services, you must provide Company with a valid email address and phone number and a valid credit or debit card for which you are the authorized cardholder.  You hereby authorize Company to place a temporary hold on the credit or debit card account that you provide to Company up to six (6) days preceding the date of your order for services is planned to commence. Such hold shall be in an amount up to the estimated total amount stated in Company’s quote for Services. You authorize the company to charge the card for the full service amount the day prior to service. In the event that the final audited fees and costs are in excess of the estimates, you agree to be responsible for all supplemental charges. You agree that Company is authorized to charge all actual fees and costs, including supplemental charges, to the identified credit or debit card within 30 days.  You hereby grant Company a lien upon any property for which you are consignee under these Terms, which lien shall only terminate upon payment in full to Company for Services provided to you under these Terms.

BANKRUPTCY OR INSOLVENCY.

In the event you enter into proceedings relating to insolvency or bankruptcy, whether voluntary or involuntary, you must promptly furnish immediate written notice of the proceeding to Company and that your filings, where applicable, identify Company as a critical vendor providing you with Services under an executory contract. The notification must include the date on which the petition or other applicable filing was filed or made, as applicable, and any order number assigned to your account and/or order for Services. This obligation remains in effect until final payment under this Agreement is made for all Services. You also agree to promptly undertake all required actions to either assume or reject this executory contract within ten (10) days of filing your petition or, under Chapter 7, no more than sixty (60) days. At its sole option, Company may terminate your account and any Services ordered by you upon your insolvency or bankruptcy.  Nothing herein shall be construed as requesting or requiring either party to violate any stay or other order issued by a state or federal court of appropriate jurisdiction or any appointed or authorized trustee, receiver, or other party legally authorized to exercise authority over that party’s estate, business dealings, operations or other applicable property or activities.

PROMOTIONAL OFFERS

Company may, in Company’s sole discretion, issue you promotional offers and discounts that may be redeemed for credit when placing an order for Services. You agree that such promotional offers and discounts: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public unless expressly permitted by Company; (iii) may be disabled, canceled, or otherwise terminated by Company at any time for any reason without liability to Company; (iv) may only be used pursuant to the specific terms that Company has established for such promotional offer or discount; (v) are not valid for cash; and (vi) may expire prior to your use. Further, Company reserves the right to withhold or deduct any credits or other features or benefits obtained through the use of any promotional offers and discounts by you or any other Client in the event that Company determines or believes, in its sole discretion, that the use or redemption of the promotional offer or discount was in error, fraudulent, illegal, or in violation of the terms applicable to the promotional offer or discount or in violation of the Terms.

DISCLAIMERS AND LIMITATIONS OF LIABILITY AND DAMAGES.

Disclaimer. THE PLATFORMS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” COMPANY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED OR OTHERWISE, INCLUDING SPECIFICALLY THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN ADDITION, COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF ANY SERVICES ORDERED, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR THAT THEY WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. BY ORDERING AND/OR RECEIVING THE SERVICES, YOU ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO SITUATIONS INVOLVING THIRD-PARTY PROVIDERS THAT ARE POTENTIALLY UNSAFE, OFFENSIVE, HARMFUL TO MINORS, OR OTHERWISE OBJECTIONABLE AND THAT THE USE OF THIRD-PARTY PROVIDERS IS AT YOUR OWN RISK AND JUDGMENT. EXCEPT AS OTHERWISE PROVIDED HEREIN, COMPANY HAS NO RESPONSIBILITY OR LIABILITY FOR ANY SERVICES PROVIDED TO YOU BY ANY THIRD-PARTY PROVIDER. FURTHERMORE, YOU ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT COMPANY IS NOT AN AGENT, EMPLOYER, OR A PARTNER OF ANY THIRD-PARTY PROVIDER, THAT THE THIRD-PARTY PROVIDERS MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED, AND THAT THE ENTIRE RISK ARISING OUT OF YOUR RECEIPT OF THE SERVICES REMAINS SOLELY WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THIS DISCLAIMER DOES NOT ALTER YOUR RIGHTS AS A CONSUMER TO THE EXTENT NOT PERMITTED UNDER THE LAW IN THE JURISDICTION OF YOUR PLACE OF RESIDENCE.

Limitation of Liability. COMPANY, ITS MEMBERS, MANAGERS, SUBSIDIARIES AND AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, AGENTS, EMPLOYEES, AND CONTRACTORS SHALL HAVE NO LIABILITY TO YOU UNDER THE TERMS EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION OF THE TERMS. IN ADDITION, COMPANY, ITS MEMBERS, MANAGERS, SUBSIDIARIES AND AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, AGENTS, EMPLOYEES, AND CONTRACTORS SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOST PROFITS, LOST REVENUE, LOSS OF BUSINESS, GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST DATA, PERSONAL INJURY (INCLUDING DEATH), OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO THESE TERMS, THE COMPANY PLATFORMS, AND/OR THE SERVICES PERFORMED BY THIRD-PARTY PROVIDERS, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCTS LIABILITY, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY), AND EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. FOR ANY SUCH LOSS OR DAMAGE THAT IS NOT EXCLUDED UNDER THESE TERMS, THE TOTAL LIABILITY FOR SUCH LOSSES SHALL NOT EXCEED THE AMOUNT PAID FOR BY YOU FOR ANY SERVICES.

Without limiting the foregoing, Company shall have no liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, explosion, embargo, strikes whether legal or illegal, labor or material shortage, transportation interruption of any kind, work slowdown or any other condition affecting Platforms or Services in any manner beyond the control of Company. All Third-Party Providers represent that they have applicable valid registration, insurance, and licensure and that they will comply with all laws, as applicable. Company does not verify, prequalify, or validate these claims of Third-Party Providers and hereby disclaims any liability to you due to the Third-Party Providers’ representations.

If you do not agree to these Terms or are in need of financial protection for loss, damage or injury to you and/or your personal or real property, you should not place an order with Company or should obtain separate insurance protection from a third-party insurance carrier for you and/or your personal or real property prior to the performance of any Services.

INDEMNIFICATION AND HOLD HARMLESS.

You agree to indemnify, defend, and hold Company, its members, managers, subsidiaries, and affiliates, and their respective directors, officers, employees, agents, and contractors harmless from and against any and all claims, demands, fines, judgments, penalties, damages, losses, liabilities, and expenses (including attorneys’ fees) relating to or arising from: (i) your violation of any third-party right, including, without limitation, any right to privacy, publicity rights, or intellectual property rights (including any content submitted by you); (ii) your wrongful or improper use of the Platforms or Services; (iii) any actual or alleged breach of the Terms or your representations, warranties, and obligations set forth in these Terms; (iv) your violation of any rights of another, including any of the Third-Party Providers or any other Client; (v) your violation of any law, rule, or regulation; and (vi) your negligence or willful misconduct. This obligation and any other indemnification obligation set forth in these Terms will survive the termination of the Terms and/or your use of the Platforms or Services.

CLAIMS AND DISPUTE RESOLUTION.

PLEASE READ THE INFORMATION IN THIS SECTION CAREFULLY, AS THEY AFFECT YOUR ABILITY TO OBTAIN COMPENSATION, IF AVAILABLE. NOTHING IN THIS SECTION SHALL VARY OR SUPERSEDE THE TERMS OF THE DISCLAIMERS AND LIMITATIONS OF LIABILITY AND DAMAGES SECTION, ABOVE.  NOR SHALL ANY FAILURE OF COMPANY TO FOLLOW ANY OF THE PROCESSES OR PROCEDURES SET FORTH IN THIS SECTION CREATE ANY LIABILITY WHATSOEVER FOR COMPANY.

Company hereby assigns any payment made by a Third-Party Provider to Company arising from loss or damage to your real or personal property caused by the Third-Party Provider’s sole negligence and which occurs during the Third-Party Provider’s delivery of services (“Assigned Payment”); however, only to the extent that such Assigned Payment exceeds all other liabilities owed to Company by the Third-Party Provider.  Company further reserves the right to offset outstanding receivable balances and/or subrogation with monies owed by you to Company.

As a condition precedent to receiving you must immediately, but in no case later than 72-hours after the loss or damage occurs, provide Company with written notification of the following:

  • Date of loss
  • Booking number
  • Type of damage (i.e., real or personal property)
  • Property damaged or other loss
  • Description of what you believe caused damage or loss
  • Photos of the subject property
  • Receipts if applicable/available of original purchase
  • Contact Information (phone number, e-mail, best times to contact, preferred method, i.e., text, e-mail, phone call

Company will notify the relevant Third-Party Provider of the reported loss or damage within three (3) business days of receipt of you notification.  In the event Third-Party Provider agrees to pay compensation to Company for the reported loss or damage, Company will promptly deliver the Assigned Payment to you, subject to the conditions described above.

Should any dispute arise relating to any of the Terms or Services, Company can elect, at its sole discretion, to engage in mediation or arbitration or to pursue resolution in an appropriate court of its choosing pursuant to the venue provisions of this Agreement.  Should Company employ an attorney to institute suit or demand arbitration to enforce any of the provisions hereof, to protect any interest arising under the Terms, or to collect damages for any breach of these Terms, Company will be entitled to recover reasonable attorneys’ fees, costs, charges and expenses expended or incurred therein. “Reasonable attorneys’ fees” is defined as (1) 1/3 of the principal amounts due or (2) the customary hourly charges of Company’s attorney, whichever is greater. WAIVER OF JURY TRIAL: WITHOUT INTENDING TO LIMIT THESE TERMS, TO THE EXTENT ANY CLAIM IS NOT MEDIATED OR ARBITRATED, THE PARTIES IRREVOCABLY AND VOLUNTARILY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF SUCH CLAIM. THIS PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY ENTERING INTO THIS AGREEMENT WITH YOU.

CHANGE ORDERS; CANCELLATIONS; UNTIMELY ACTIONS

You may change or cancel an order for Services at any time. However, if you change or cancel your order less than 24 hours prior to commencement of the Services, you will be assessed a change order or cancellation fee in the amount of $150.00. You agree to act timely and cooperate in all respects with Company in its compliance with any termination date specified by any Third-Party Provider supplying its services to Company when such Third-Party Provider’s services are ancillary to your order for Company’s Services. If you cause Company’s failure to comply with such Third-Party Provider’s service termination date, you will be assessed an untimely action fee in the amount of $50.00 for each day that you cause Company’s failure to comply.  The remedies available in this Section of these Terms shall be deemed cumulative with, and not exclusive of, any other remedy available to Company and the exercise of any of these remedies will not preclude Company’s exercise of any other remedy or compensation available to Company.

FEEDBACK AND THIRD-PARTY PROVIDER RATINGS.

Throughout delivery of and after completion of the Services, Company will ask you for feedback on your experience with the participating Third-Party Providers. We will use this feedback to improve the delivery of Services by allowing other clients to view your comments to inform their selection process. You agree that Company shall acquire, and you hereby grant and otherwise transfer, any and all right, title, and interest in and to any actual or suggested modifications, design changes, improvements, and other information regarding the features and performance of the Services you received, including the use of your name or other identifying marks, and move details, without the payment of additional consideration.

CHOICE OF LAW AND VENUE.

These terms shall be governed by and construed in accordance with the laws of Missouri, without giving effect to any conflict of laws principles, and that any dispute between the parties shall be brought in the applicable State Courts located in Saint Louis County, Missouri State or Federal Courts located in the Eastern District of Missouri.

SEVERABILITY.

If any provision (or portion of any provision) of these Terms is determined to be invalid, illegal, or otherwise unenforceable to any extent in any context, such invalidity shall not affect the validity or operation of any other provision of these Terms, and such invalid provision (or portion of any provision) shall be reformed to the maximum extent permitted by law to effectuate the intent of these Terms or, to the extent not reformable under applicable law, severed from these Terms with the remaining provisions of the Terms remain in full force and effect.

TERM AND TERMINATION.

The Terms will remain effective until terminated as set forth here. Company may terminate or suspend your account and use of and access to the Platforms and/or Services at its sole discretion, with or without cause, without notice or liability to you. You may terminate your use of the Services at any time and for any reason or no reason by stopping all use of the Platforms and by providing notice of cancellation of your order as provided in these Terms.  In the event of termination, the following sections shall survive: APPOINTMENT OF COMPANY; ELECTRONIC COMMUNICATIONS; PRICING; PAYMENT; BANKRUPTCY OR INSOLVENCY; DISCLAIMER AND LIMITATION OF LIABILITY AND DAMAGES; INDEMNITY AND HOLD HARMLESS; CHOICE OF LAW; AND NO WAIVER.

NO WAIVER.

No waiver of any of the provisions of these Terms shall constitute a waiver of any other provisions whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be deemed effective or binding upon either party unless executed in writing by the party making the waiver. The failure or refusal of Company to insist upon strict performance of any provision of these Terms or to exercise any right in any one or more instances or circumstances shall not be construed as a waiver or relinquishment of the provision or right, nor shall the failure or refusal be deemed a customary practice contrary to the provision or right. Rights and remedies under these Terms or under applicable law shall be cumulative, and the exercise of a particular right shall not be exclusive of any other right or remedy provided by these Terms or allowed under applicable law.

NOTICE.

Except for notification of revisions or other changes to the Terms, which shall be governed as described in “Contractual Relationship, above, Company may give other notice to you by means of a general notice on the Platforms, by electronic mail to the email address or addresses you have provided to Company or by written communication sent by U.S. mail to the address or addresses you have provided to Company. Unless otherwise provided within the Terms, you must give notice to Company at: Handled. 1 Premier Drive, St. Louis, MO 63026 or Support@handled.com.  Permitted notices shall be deemed effective, as applicable, (i) immediately upon sending, if sent through the Platforms or by email, unless the sender receives notice of failed email delivery, or (ii) the fourth business day after the notice is deposited in the United States mail, if notice is given by United States certified, registered, or first class mail.

COMPLETE AGREEMENT.

These Terms (and any other policies and terms referred to herein) constitute the entire agreement between you and Company with respect to the subject matter hereof and supersedes any and all prior agreements, negotiations, representations, and promises, whether written or oral, between you and Company.

©2019, RevGroup Holdings, LLC or its affiliates