Additional Terms for Professionals

If you are a home service professional (“Professionals” or “you”), your use of the Services is subject to the Terms of Use, including the Privacy Policy and these Additional Terms for Professionals. By creating a Professional account or profile on the Properties, making your products and services available to Users in response to project requests or inquiries through the Services, or otherwise using or accessing the Services as a Professional, you agree to the Terms, including the Privacy Policy and these Additional Terms for Professionals. Capitalized terms used and not defined herein have the meaning given those terms in the Terms of Use.

You are also subject to any Additional Terms for specific programs for Professionals in which you participate. For example, if you are a Professional handling projects directly with homeowners through the GoPickleball Professional Network, the Additional Terms for Network Pros (see Section 16 below) will also apply to you with respect to the work you do through the GoPickleball Professional Network program. If you are a Professional participating in the GoPickleball Services program, the Additional Terms for GoPickleball Services Professionals (see Section 17 below) will also apply to you with respect to the work you do through the GoPickleball Services program.

1. Qualification, Licenses and Insurance.

If you solicit, accept or perform work through the Services, you agree that:

• you will solicit, claim service requests for, accept and perform work only if you possess the qualifications, experience, skill and tools necessary to complete such work;
• you will have (and will continue to maintain) current valid licenses, authorizations, insurance and bonding if and as required by applicable authorities for any work you solicit, accept or perform;
• to the extent professional liability insurance is required for the kind of work you are doing (e.g., under applicable laws, rules and regulations, as a requirement of taking certain projects from GoPickleball, or as requirement for participation in certain programs), you will obtain and maintain that insurance; and
• You will not represent that you are an employee or agent of GoPickleball.

2. Background Checks.

You agree that, if required for participation in a particular program for Professionals, GoPickleball may conduct a background check credit check, evaluation of reputation and character or other assessment, and you will cooperate fully in that process. If your background check or other check is not successful (as determined by GoPickleball in its sole discretion, subject to applicable law), GoPickleball may terminate or suspend your account and/or terminate or suspend your ability to accept work through the applicable program, as GoPickleball determines appropriate in its sole discretion.

3. Performance of Services.

You agree that, in performing work that you received as a result of the Services:

• if you receive a User request for a Professional to provide services, you will respond to the User in a timely manner. If you do not timely respond, GoPickleball reserves the right to send that project request to another Professional and to terminate your right to respond to it;
• you will perform the work in a professional manner, with the degree of skill and care that is required by best industry standards;
• you will complete the work in a timely manner;
• you will comply with all applicable laws, rules and regulations;
• you will not engage in any acts of wrongdoing, dishonesty or unethical business practices, including bait and switch tactics, misleading advertising or claims, or calling or continuing to call a User who has requested not to be called;
• you will not engage in spoofing or any other false identification, whether by telephone, text (SMS), email or other means;
• you will not make any representations, promises, guarantees or warranties on behalf of GoPickleball, except that you may refer the User to the specific and applicable terms of the GoPickleball Guarantee;
• you will not subcontract your work except with our prior, express written approval;
• If you subcontract any of the work with our approval, you will ensure that your subcontractors meet all of the requirements of the Terms applicable to Professionals and these Additional Terms for Professionals, including those relating to qualifications, licenses, insurance, data use and security, and compliance with applicable law. Any action or omission by your subcontractor that would be a breach if done by you will be deemed to be a breach by you.

4. User Information.

GoPickleball may provide you with personal information relating to Users that are seeking products or services. You agree that:

• you will not disclose, retain or use any such User information except as required to provide the products or services to such User;
• you will not rent, sell or otherwise transfer User information to others without GoPickleball’s and such User’s consent (and, if GoPickleball so notifies you with respect to your participation in certain programs, the consent of the third party that referred the User to GoPickleball);
• you will not use User information to market your products or services (or those of any third party) to such User, unless GoPickleball notifies you that such marketing is permitted in connection with your participation in certain programs;
• you will not use, or attempt to use, User information in a manner that would violate the Terms or for any purpose not intended by GoPickleball; and
• you will take reasonable and appropriate administrative, physical and technical measures to protect the security, integrity and confidentiality of User information, and you will promptly report all data breaches or other information security events involving User information to GoPickleball;
• you have read and understand these requirements.

5. Your Relationship with GoPickleball

You, not GoPickleball, are responsible for the services you provide to Users. Even if you are participating in our GoPickleball Services program where GoPickleball books, schedules, processes payment for and otherwise facilitates your work with the User, you are not an employee or agent of GoPickleball and you, not GoPickleball, are responsible for your work. You will not represent that you are an employee or agent of GoPickleball. If your account with GoPickleball is no longer active or is terminated, you will not represent that you provide services through any GoPickleball program or network.

6. Encumbrances.

You agree that, except to the extent specifically permitted by the terms of a written agreement between you and a User with respect to a project, you will not file or record any lien, claim of lien, stop payment notice, stop notice, security interest, or other encumbrance (“Encumbrance”) on the property of any User or GoPickleball; and if you become aware of an Encumbrance related to your work for a User that is not expressly permitted by your agreement with that User, you will cause the release, dissolution, cancelation or removal of that Encumbrance within 5 business days, irrespective of its validity. We have the right, but not the obligation, to take any and all steps necessary to promptly release any impermissible Encumbrances. You must reimburse GoPickleball or the User (as the case may be) all costs and expenses, including but not limited to legal fees, incurred by us or the User as a result of any impermissible Encumbrances.

7. Disputes with Users.

You agree that you will cooperate with GoPickleball if we attempt to facilitate the resolution of any customer dispute or complaint between you and a User to whom you provide (or have been booked to provide) product, services or advice, including disputes regarding your performance of or failure to perform services. For example, you must promptly provide us with all information about the dispute that we request, including documentation of project progress or completion. However, we will not be liable to you, the User or any other person for the resolution of (or failure to resolve) any such matter. We reserve the right to charge you for any amounts we pay to a User in connection with any such dispute or complaint, and you agree to reimburse GoPickleball for any such payments and for any costs, expenses or attorneys’ fees that we incur in connection with such dispute.

You agree that GoPickleball has the right to disclose any information we have regarding you to any authorities requesting information from us regarding any product, services or advice you have provided or proposed to provide to Users or any Services we have provided to you.

If GoPickleball is entitled under the Terms to payment by you or reimbursement from you of any costs, expenses or other amounts, we may deduct any such amounts from any amount that we owe you.

8. Profile; Informational Requests and Updates.

You will be asked to open an account and may be asked to complete a profile in connection with the Services. You agree to promptly complete your profile and to provide us with such additional information as we reasonably request; to provide accurate and complete information in connection with the Services; and to keep that information updated, complete and correct.

You understand and acknowledge that the amount and quality of your information (including the amount and quality of profile data, project activity and endorsements) will affect your exposure within the Services.

You agree to comply with GoPickleball's informational requests from time to time in connection with the Services, including providing information to be used by GoPickleball (or our service providers) to perform background checks, credit checks, evaluations of reputation and character and other assessments that GoPickleball elects to perform, and to confirm status if we have connected you with a User.

You agree to immediately notify us if: (i) any information you have provided to GoPickleball, or any relevant information about you, has changed, (ii) a User has notified you that they have a complaint with you or any products or services provided by you, (iii) you have received notice of any complaint, investigation, fine or adverse action taken by a governmental authority with respect to your professional license or your products or services, or (iv) you have been notified of any termination, suspension, or lapse of any professional license, insurance or bonding.

9. Taxes.

You agree to properly register to collect sales, use, excise and other taxes, duties, and other governmental assessments due in connection with payments to you for your products or services ("Taxes"), and to collect and timely remit such Taxes to the applicable tax authorities. You acknowledge and agree that you (and not GoPickleball) are solely responsible for collecting, withholding, remitting and reporting all applicable Taxes due with respect to payments to you for your products or services, except for those Taxes or tax-related payments that GoPickleball is required by law to collect or withhold. You agree to provide a current and correct W-9 to GoPickleball upon request.

10. Site Link; Reviews.

If you have a GoPickleball profile on the Properties, you agree to link your website to your GoPickleball profile, at a place on your website determined by you, using the following text: "Review my projects and endorsements on GoPickleball.” When you include the contact information of a customer in your project information that you submit to GoPickleball, you agree that we may reach out to that person asking for reviews and recommendations of you and inviting them to create a GoPickleball account.

11. Quality Control.

You agree that we may access, review and monitor your GoPickleball account and usage and communication information and may use such account and usage and communication information as we deem appropriate, including as reasonably needed to confirm status of project requests when we have connected you with a User, to investigate complaints or billing issues, to provide services to you, and to verify information you or Users have provided.

12. Termination; Suspension.

GoPickleball, in its sole discretion, may suspend, restrict or terminate your use of the Services or any portion thereof at any time and for any reason (including if you breach or fail to comply with any of the terms of the Agreement). Our general practice is to suspend or terminate a GoPickleball account if it remains inactive for 60 days or more, or if a Professional fails to respond to GoPickleball’s active communications for 30 days or more, or if a Professional fails to promptly communicate and cooperate with GoPickleball in its attempt to resolve a customer dispute, but we reserve the right to terminate or suspend an account earlier or for other reasons or to take other (or no) action.

13. Phone Number; Communications.

You are aware and agree that the telephone number listed by GoPickleball for your business in connection with the Services may be a call forwarding number used by GoPickleball that is different than your personal or business telephone number. This number is utilized by GoPickleball to improve its products and services for both Users and Professionals, for quality control and for other purposes (such as those described in the Terms). We (and, if the call to you originates on a partner service, the partner) may monitor and/or record calls on this number and other communications with Users that you make through the Services. You consent to this monitoring and recording.

14. Confidentiality.

If you receive confidential information from GoPickleball, until such information is no longer confidential, you agree not to use it or disclose it to any third party except as necessary to perform your obligations contemplated by our relationship. Confidential information includes but is not limited to information concerning GoPickleball’s fees, marketing plans, financial results, pricing schedules, product lines, product plans, proprietary technology, research information, policies and practices, trade secrets, and any and all other information that is not generally known to the public.

15. Independent Contractor.

You acknowledge that you are an independent contractor and no agency, partnership, joint venture or employee-employer relationship with GoPickleball is intended or created by the Terms or any relationship between us, that you have no power or authority to make any commitments on behalf of GoPickleball, and that GoPickleball has no power or authority to make any commitments on your behalf. You are solely responsible for the supervision, direction and control, compensation, benefits and withholdings of all of your personnel.

16. Additional Terms for Pros.

If you are a Professional handling projects directly with homeowners through the GoPickleball Professional Network (a “Network Pro”), the Additional Terms in this Section 16 also apply to you with respect to the work you do as a Network Pro.

General

• Pro Products. Network Pros can purchase the right to contact homeowners who have requested that a Network Pro contact them for a particular project (a “project request”). Information regarding a project request, and the right to respond to it, may be made available to you through email, through a telephonic connection, through GoPickleball’s communications platform, or by other means. The right to respond to Project requests can be purchased through subscription Services that have a recurring financial obligation every month (or other time period) (“Subscription Products”) or that have a financial obligation for each project request response or other product that you buy (“Pay As You Go Products”). Subscription Products and Pay As You Go Products are collectively referred to as “Pro Products.”
• Product Terms. GoPickleball and you may agree to the term, fees and other terms of a Pro Product (including the fees and terms applicable to individual or categories of project requests) ("Product Terms") in writing, telephonically or electronically, including by email or within GoPickleball’s communication platform. If you purchase a Pro Product, GoPickleball will send an email detailing the terms of the Pro Product that you agreed to ("Confirmation Email"). If you disagree with the purchase information and other terms in the Confirmation Email, you have three days after delivery of the Confirmation Email to contact GoPickleball at support@GoPickleball.com with a request to cancel your purchase of the Pro Product and receive a refund. If you do not notify us of your disagreement and cancel your purchase within those three days, you will be deemed to have accepted the terms set forth in the Confirmation Email, in addition to the terms in this Section 16. Note that this paragraph does not apply to the rejection or return of individual product requests, which is described in the next paragraph.
• Returns. Once you purchase the right to respond to a particular project request (whether you purchase it as a Pay As You Go Product or as part of a Subscription Product), you are generally not able to reject or return it. Please note that you are purchasing the right to contact the homeowner with respect to their project request; you are not purchasing any right or guarantee to perform the work. (It is the homeowner who decides whether to work with a particular Network Pro or not.) We allow returns for account credit only in limited cases where the project request is invalid (for example, if the project request includes a disconnected telephone number or has an obviously fraudulent name, or if the homeowner did not actually request to be contacted) or is a duplicate of another project request you recently purchased from GoPickleball. If your return request meets GoPickleball’s return criteria, then the purchase price for the applicable Project request will be credited to your account. No refunds will be given.
• Suspension; Termination. GoPickleball reserves the right to suspend or terminate your ability to purchase Pro Products or otherwise use the Pro Products and any other Services, including as a result of default in payment obligations.

Subscription Products for Pros

• Term. The "Initial Term" of a Subscription Product begins on the first day the Subscription Product is made available to a Network Pro and continues for the length of time specified in the Confirmation Email unless earlier terminated in accordance with the terms in this Section 16. After the Initial Term, if a Subscription Product has not been terminated, it will automatically renew for successive Renewal Terms (as defined below) until terminated by GoPickleball or the Network Pro in accordance with this Section 16. A "Renewal Term" is a length of time specified in the Confirmation Email. For example, if the Confirmation Email specifies a monthly billing period, then the Renewal Terms are one month each, with the Subscription Product automatically renewing for additional one-month billing cycles until terminated in accordance with the terms in this Section 16. Termination of the Initial Term or the then-current Renewal Term may only be done in accordance with the termination procedure described below.
• Responding to a Project Request. For some Subscription Products, we will automatically deduct from your GoPickleball account balance the cost of responding to particular project requests. The cost to respond to a project request varies depending on service type and other factors, and may be adjusted from time to time by GoPickleball in its sole discretion. To purchase the right to respond to a particular Project request, you must have a sufficient balance in your GoPickleball account. Depending on the type of Subscription Product, the number of opportunities available to respond to a particular project request may be limited.
• Payment.
  - If you purchase a Subscription Product as a Network Pro, you authorize GoPickleball to bill your credit card in the amounts and on the schedule specified in the Confirmation Email, on the applicable billing dates.
  - You agree to notify GoPickleball of any changes to your credit card information necessary to process your payment. If GoPickleball is unable to process the payment, you will be responsible for making an alternate payment arrangement and any resulting processing fees that may be incurred, plus late fees as described below. Any prepaid amounts are not refundable, except as specifically described in the terms in this Section 16.
  - You agree to pay a late fee of $20 for each late payment. You also agree to pay reasonable expenses (including collection agency fees and attorneys’ fees) incurred by GoPickleball in collecting any overdue amounts. You agree to notify GoPickleball of any billing discrepancies or issues within 20 days after they first appear, and if you do not, you agree that you have waived the right to dispute such billing discrepancies or issues.
• Termination.
  - To terminate a Subscription Product, you must notify GoPickleball at least 15 days (or in the case of Subscription Products billed weekly or biweekly, at least 7 days) prior to the last day of the Initial Term or the last day of the then-current Renewal Term (as the case may be) by submitting a Cancellation Request on the website or contacting us at support@GoPickleball.com with a request to terminate such Subscription Product. The effective date of termination will be the last day of the Initial Term or then current Renewal Term (as applicable) and not before such date.
  - GoPickleball may terminate a Subscription Product immediately by providing written notice to you (either by email or letter). If GoPickleball terminates your Subscription Product as a result of your material breach of the terms in this Section 16, you will not be entitled to a refund of any previously paid amount. If GoPickleball’s termination is for convenience, you will receive a pro rata refund of any prepaid but unused fees applicable to the remaining portion of the Initial Term or the then-current Renewal Term (as the case may be) for the terminated Subscription Product.

Pay As You Go for Network Pros

With Pay as You Go Products, when GoPickleball notifies you about a particular project request, you can choose at that time whether to buy the right to respond to that homeowner. The cost to respond to a project request varies depending on service type and other factors, and may be adjusted from time to time by GoPickleball in its sole discretion. To respond to a particular project request, you must have a sufficient balance in your GoPickleball account; if not, you can add funds by credit card. The number of opportunities available to respond to a particular project request is limited, and these opportunities are allocated to Network Pros on a first-come, first-served basis. Once you respond to a project request and pay the applicable purchase price, GoPickleball will provide you with contact information for, or other means of contacting, the homeowner.

17. Additional Terms for GoPickleball Services Professionals.

If you are a Professional participating in the GoPickleball Services program in which GoPickleball books, schedules, handles payment for and otherwise facilitates certain services provided by Professionals, the Additional Terms for GoPickleball Services Professionals, located here, will also apply to you with respect to the work you do through the GoPickleball Services program.

18. No Guarantee.

As a Professional, you agree and acknowledge that GoPickleball cannot and does not guarantee the results of any Services provided by GoPickleball, including the exposure you will receive as part of the Services, the number or quality of potential customers with whom you will have contact or, if you are a Network Pro, whether a homeowner will actually contract with you to do the work if you respond to their project request. You acknowledge that GoPickleball will determine in its sole discretion the manner and the terms of the Services provided by GoPickleball to Professionals. By way of example and not limitation, GoPickleball may impose limits on the type and/or number of Professionals that can participate in particular programs, which Professionals are notified about particular project requests and the timing of such notification, the type and/or number of Professionals who can respond to particular project requests, and the amount and availability of discounts for particular programs, services or Professionals.

20. Offset of Amounts Due.

You agree that if GoPickleball is entitled to payment by you or reimbursement from you of any costs, expenses or other amounts under the Terms, we may deduct any such amounts from any amount that we owe you.

19. Fraud or Other Willful Misconduct.

Notwithstanding anything else herein to the contrary, you understand that, in the event of willful misconduct by you against GoPickleball or any GoPickleball homeowner, customer or other User of any Services, including but not limited to fraud, theft, failure to perform services for which you received any deposit or payment, or willful damage to property, GoPickleball may assess against you, in addition to all other fees, damages and penalties to which it may be entitled, a fee equal to three times the dollar amount or value of such fraud, theft, retention of unearned payments, willful damage or other willful misconduct. This fee shall constitute liquidated damages to compensate GoPickleball for the time and effort of GoPickleball’s employees, agents, representatives and attorneys in addressing, investigating, and rectifying your misconduct, and you hereby agree that such fee is reasonable and appropriate.

Further, GoPickleball reserves the right to pursue legal action against you through the state and federal courts of Washington or other appropriate jurisdiction in the event GoPickleball determines you have committed fraud, theft, willful failure to perform services for which you have received a deposit or payment, or willful damage to property to, against or involving GoPickleball or any User. You agree and consent to the personal jurisdiction and venue of the federal and state courts in King County, Washington, for any such court action or proceeding.

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