Moving Help Affiliate Agreement
You acknowledge and agree to the following terms and conditions when you use the MoveMeWithCare.com network. Our responsibilities are specific and limited to the terms of this Agreement. You must read, agree with, and accept all of the terms and conditions contained in this Agreement which are those terms, conditions and definitions expressly set out below
A. The following is a non-exhaustive list of definitions that shall apply to the use of this network; other definitions are included through out the text:
* "You", "Your", "User", "Moving Helper", "service provider" - you, individually, or on behalf of, an entity, organization or corporation, who desires to provide services, such as moving help services and others, to the consuming public.
* "We", "Us", "Our" - MoveMeWithCare.com., a Maryland LLC with principal place of business in Gaithersburg, Maryland.
* "Services" - The services that You offer to provide and/or provide to the consuming public
* "Moving network" .Our network is located at www.MoveMeWithCare.com
* "Customer(s)" - individual who desires to obtain Services.
* "Agreement" - the agreement for use of the Moving Help Network.
1. Acknowledgement, Common Sense and Business Judgment
You acknowledge that We give You access to the network providing loading/Unloading services, Storage or warehousing, Transportation and Packing supplies providers and allow "You" to sign up on the network free of charge. Full service moving providers, which receives quality moving leads in a daily basis, pays a monthly membership to the site. The monthly membership is discussed with MoveMeWithCare.com customer sales representative. Full service providers also have to service the loading/unloading customers, being part of their agreement. You agree to use common sense and good business judgment when using the network. Only those who are active members of the Better Business Bureau (USA or Canada), the American Moving and Storage association, and the Household Good Forwarders Association of America(HHGFAA) or has never been blacklisted from the Movingscam.com, organization providing information to the general public of unethical practices of moving companies.
Once you accept the terms and conditions of this Agreement, You hereby agree and acknowledge that at anytime and in Our sole discretion, We may effectively modify the terms and conditions of this Agreement by posting the modified Agreement with its new terms and conditions on the network. All modified terms and conditions shall take effect immediately after posting to the network. You agree and consent to any and all modified terms and conditions hereunder. This Agreement may not be modified, amended, and/or changed by You in any manner. Furthermore, You agree that We may modify this Agreement or discontinue Our network at anytime and without notice and without any liability or responsibility to You. Any new changes will be notified by email or other means of communications, in our discretion.
3. Other Terms and Conditions
You acknowledge and agree that We have the sole discretion to set forth and post additional terms and conditions for Your use of the network at various places throughout the network. You agree that those additional terms and conditions shall be considered an effective amendment to this Agreement and said terms and conditions shall be incorporated herein. Furthermore, You expressly agree that if there is any conflict between those additional terms and conditions and the specific terms and conditions set forth herein, the terms and conditions set forth herein shall govern.
4. Referral services
We and Our network function solely as a referral service to the general public. We put businesses and customer to ease contact. We are the neutral venue for the connection between "You" and the "Customer". "You" do not work for "Us" or represent "Us". You agree that We only operate a website. We do not provide any endorsement for "You" or "Your Services", "You" acknowledge and agree that We do not provide the Services and We are not in any way responsible for assisting You in any manner with Your provision of the Services. We cannot and will not guarantee the ability of a Customer to complete payment for any of the provided Services. Furthermore, due to the difficulty of individual authentication, especially on the Internet, We cannot and will not in any manner verify or confirm the identity or ability of a Customer to pay for the provided Services. You acknowledge and agree that any and all communications, correspondence, verbal or written, or any warranties or representations, made with regard to the Services are not provided by Us and are specifically and solely between "You" and the "Customer".
5. Labor: You agree that the network is where you offer labor services
(Loading/Unloading) and that the Services that You provide will involve labor. You agree that You will not use Your participation in the network as a means to sell or market any types of goods or products. The network is also used to promote the service of , a full service moving company, local or long distance (monthly fees are applied), You also can provide services of transportation (including but not limited to: local/Long distance truck rental services, tractor trailers, car carriers, car dollies, Portable on demand storages, or any other venue related to transportation, depending on your USDOT/MC/ Canadian Interstate license requirements). You can also offer your services of Providing packing supplies to customers, and storage and warehousing also a part of a one stop shop network.
Because we are only a referral service (as explained above), We are not responsible for resolving any disputes between You and the Customer regarding the Services. All disputes must be resolved between You and the Customer. Therefore, if We are contacted by a Customer who claims to have a dispute with You regarding the Services and they request Your contact information (including but not limited to any of Your provided phone numbers and/or addresses) to settle the dispute, You expressly authorize us to release Your provided contact information to the Customer and You agree to release us from any and all liability associated therewith.
7. Effective Offer and Acceptance for Services
You agree and acknowledge that when a request for the Services has been submitted to You by a Customer, the Customer has effectively communicated an offer to You to enter into a transaction for the Services. Furthermore, if You accept the request, You and the Customer have entered into a transaction for the Services. You represent and warrant that You shall satisfy and perform the Services according to all agreed upon terms and conditions.
8. Network Fee
We are considered to be a referral service or also for the connection between You and the Customer. Linear pricing is applied to all Labor only providers (Loading/Unloading, Packing, unpacking). It is free to join but all network members will accept linear pricing to avoid any price war between members servicing the network. All 1 men, 2 men, 3 men, 4 men or 5 men job will charge the customer the same amount of money for the first three hours of work, including travel time. Basically, all network members will be compensated the same for the first three hours and any additional hours afterwards will be charged the same to the customer to avoid any discrepancy on the hourly rates. All customers who require a service provider (labor only) from the network will be charged a flat fee. This flat fee represents a portion of what you would normally charge the customer outside the network. So the linear pricing concept is that all network members providing labor services for 1 men at 170 dollars ( for the first three hours), 2 men will receive a total of 260 dollars ( for the first three hours), for 3 men a total of 310 dollars( for the first three hours) and 4 men 375 dollars( for the first three hours) and finally 5 men, if you do offer that option will receive 520 dollars for the first three hours, including your travel time. Any additional hours after the 3 hours will be for 1 men is 55 dollars per hour, 2 men is 80 dollars per hour, for 3 men is 90 dollars per hour, 4 men is 105 dollars per hour and 5 men 120 dollars per hour. These additional charges are linear and should be charge equally among all network providers. All should have same pricing structure.
You agree that Our Fee is not an additional amount to be charged or collected in addition to the total amount that you usually charge outside the network.
9. Payment for Services
You acknowledge and agree that payment for the Services will be made at the day of the move and should be collected then. You can also communicate with your customer and agree on a method of payment, which should be under your discretion. Once a job is posted by the customer, an email is sent to all network members in the area of where the customer lives. Once the email sent to the network members to log into Your account, you should be quick enough to do so and accept the job. It is a first come first serve policy.
10. Your Obligation to Us
By accepting the job, you are responsible to perform the job to the best of your abilities, with professionalism and dedication to your customer. You represent the network for that specific job and also your reputation among the accredited organization across America. (1) You will perform the job at the date and time that the customer advised you prior to the date of the move by either phone or email; (2) If not able to do the job after accepting the request online, you are obligated to repost the job to make it available to your peers, it is crucial that you need to make it available after knowingly are unable to perform it; (3) Your payment for the Services will be the amount mentioned on Section 8 of the agreement; (4) You accept and agree to keep linear pricing all throughout the move, including after the 3 hours of labor; (5) You have not otherwise violated the terms and conditions of this Agreement.
11. Additional Services
All full service mover, local or long distance, is able to provide the same services as the Labor Only provider, which will of course offer these other additional services which include but not limited to: Loading, Packing (including sales of packing supplies), Transportation, Warehousing and storage. To recieve daily work, Full service movers will also recieve notification email to log in to their member panel and accept loading/unloading jobs. But Loading/unloading providers will NOT receive Full service leads (so more jobs for Full service providers)These Full service movers in the network pays a monthly fee to receive qualified leads from customer who enjoys dealing with moving companies that are accredited from respected organization. Our site offers recommendation to customers depending on their moving needs. The network system is programmed to recommend customer to always use Full service mover for their needs, by recommending them to use our Full service movers. Qualified leads are then generated by the system and sent to our Full Service Movers. This is the advantage of being a paid member to MoveMeWithCare.com site. Full Service mover also charge the customers at their discretion, and competition is pricing is encouraged. There is no linear pricing obligation towards the Full service movers. All transportation providers only, storage facility providers, packing supplies providers will register for free in exchange of having our network available in their site, as a link exchange program to enhance Search engine optimization procedures.
12. Certain Prohibited actions regarding the Moving network
You shall NOT:
Charge the customer higher hourly rate already agreed upon in this agreement (for labor only providers).
B. Prohibited actions regarding Customer Reviews:
You acknowledge that the key component and integrity of the Moving network is the ability of Customers to make comments about You and/or Your services (whether positive, neutral or negative) AND for other Customers to read and evaluate those reviews and make voluntary choices based upon those reviews. Therefore, in order to preserve the key component and integrity of the Moving network, You shall NOT:
Improperly influence in any manner, or cause another to, improperly influence in any manner the review of the Customer
Post and/or cut and paste and/or copy the content of a Customer review from the Moving network to Your own personal or business website, to any other third party web site and/or on any of Your own personal, business or third party marketing/advertising materials regardless of the form
13. Full Disclosure from Full Service Movers
You acknowledge that the Moving network exists for the Customer to make a fully informed decision about Your rates (For full service movers), Services offering, policies and procedures. Therefore, You shall disclose to every Customer all of Your rates, Services offering, policies, procedures and fees that You will charge, including, but not limited to, taxes and/or other service charges. In the event, that You charge "extra fees" (and we are made aware of this fact), we will put the customer in contact with the accredited organization that you are a member of to post a complaint that might create weak reputation, hence being removed from our network.
14. Changes & Cancellations
You acknowledge and agree that the Customer is entitled to make changes to, and cancellations of, the Services. If as a result of such changes by Customer, You are unable to perform the Services, You agree to use all reasonable efforts to timely inform the Customer. You agree to hold Us harmless from any claims, cost, expenses, losses, and liabilities resulting from Customer changes or cancellations. You are also responsible, in Labor only providers, to repost the job in the network for other to provide the service.
You are responsible for collecting and remitting any and all taxes associated with the transaction for Services.
16. Record Keeping/Audit
We reserve the right to keep all records of any and all transactions and communications between You and the Customer for Moving network administration purposes or for other legal purposes.
You shall not otherwise interfere with any of Our other business relationships including those with Our Customers and other Moving providers.
18. No Felony Convictions
You represent and warrant that You, and any individuals associated with You who will perform the Services, have not been convicted of a felony. Furthermore, You represent or warrant that there are currently no legal proceedings, criminal, civil or administrative, instituted against You that will prevent You from performing the Services.
||19. Moving member Profile on Full service movers
Your profile may contain certain information about You including, but not limited to, Your rates and/or charges, policies and procedures, availability, name and some other personal information. You hereby acknowledge and agree that We are not obligated to allow You to post any information in Your profile including, but not limited to: Your business name; Your phone number and/or any other any information that We reasonably believe may be used.
As a result of the performance of this Agreement and whether due to any intentional or negligent act or omission, We may disclose to You or You may otherwise learn of or discover, Our documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of Our business ("Our Information"). You hereby agree and acknowledge that any and all of our information is confidential and shall be Our sole and exclusive intellectual property and proprietary information. You agree to use Our Information only for the specific purposes as allowed by the performance of this Agreement. Any disclosure of Our Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the termination of this Agreement.
Furthermore, You acknowledge that Our information is proprietary, confidential and extremely valuable to Us, and that We would be materially damaged by Your disclosure of Our Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that We shall be entitled to injunctive relief.
21. Protection of Intellectual Property Content:
The Moving network contains copyrighted material, inventions, know how, potential patentable business method material, design logos, phrases, names, logos or HTML Code ("Intellectual Property Content") all of which, unless otherwise indicated and/or provided pursuant to a third party license, are Our sole property and We retain all appurtenant rights, interests and title thereto. We also claim ownership rights under the copyright and trademark laws with regard to the "look", "feel", "appearance" and "graphic function" of this Moving network website including but not limited to its color combinations, sounds, layouts and designs. You agree and acknowledge that Your use of this Moving network does not confer upon You any license or permission to use Our (or any third party's) Intellectual Property Content. You shall not reproduce, modify, display, sell, or distribute the Intellectual Property Content, or use it in any other way for public or commercial purpose. All other trademarks, service marks and copyrights are held by their rightful owners.
22. Trademark and Domain Name Protection:
The Moving network contains trademarks, service marks, domain names or other indicia of ownership (collectively the "Marks") owned or licensed for use by Us. Unless otherwise agreed to in an Addendum to this Agreement, You agree that no right, property, license, permission or interest of any kind in or to the Marks is or is intended to be given or transferred to or acquired by You pursuant to the execution, performance or non-performance of this Agreement or any part thereof. You shall in no way contest or deny the validity of, Our right of title to or license of use for, the Marks, and You shall not encourage or assist others directly or indirectly to do so, during the lifetime of this Agreement and thereafter. You shall not utilize the Marks in any manner that would diminish their value or harm their reputation. You shall not use or register any domain name that is identical to or similar to any of the Marks.
23. No Control of Communication or Information and Content:
The Moving network acts as a passive conduit for any and all communication and/or distribution of information. We have no control, editorial or otherwise, over any communication, information, and specifically, over the content of such communication or information. We do not and will not ensure the accuracy or reliability of such communication or information nor will We act as a monitor over the content of such communication for information. However, We do reserve the absolute right to remove or restrict any communication or information that You may post to the Moving network that is in violation of this Agreement, illegal, or threatening. You acknowledge and agree that this Moving network acts as a passive conduit for any of Your on line communication or distribution of content or information.
24. Your Information on the network:
You expressly represent and warrant the following: (1) You are the owner, with all appurtenant rights thereto, of any and all communication, content and/or information that You post on the network, or; (2) You are the legitimate and rightful grantee of a worldwide, royalty free, perpetual, irrevocable, sub-licensable, non-exclusive license to use, distribute, reproduce and distribute such communication, content and/or information. To only that extent to allow Us to use Your communication, content and/or information and not violate Your rights in the same.You further represent and warrant that any and all of Your online communication, content and/or information:
1. Will not violate any federal or state law, regulation, rule, or statute; 2. Will not violate the terms of this Agreement; 3. Will not infringe any third party's intellectual property rights including but not limited to copyright, patent or trademark rights; 4. Will not contain obscene, or suggestive content and under no circumstances will it contain child pornography; 5. Will not be libelous, threatening, harassing or defamatory; 6. Will not contain any computer hardware or software, viruses, trojan horses, worms, or any other computer programming that may interfere with the operation of Our network, operation of any of Our systems and or create or impose a large burden or load on Our network; 7. Will not scan or test the vulnerability or security of Our network or the system within which it operates; 8. Will not be used for commercial or public purposes outside of the requirements of this Agreement; 9. Will not create liability for Us in any manner whatsoever; 10. Will not frame or link to Our network without Our written permission; 11. Will not involve the upload, or insertion of, any programming language or code into or onto, Our network, including but not limited to any Moving member profiles.
You agree to use common sense and good judgment when conducting or posting any online communication or distribution of information. You assume legal responsibility for all damages incurred as a result of any of Your online communication or distribution of information.
25. Copyright Infringement Policy:
Pursuant to 17 United States Code 512(c)(2) ("Digital Millennium Copyright Act of 1998"), You need to fulfill the requirements specified in Title II of the Digital Millennium Copyright Act of 1998 to file a notice of infringement. The text of this statute can be found at the U.S. Copyright Office web site, http://lcweb.loc.gov/copyright/.
26. Release/Waiver of Liability:
You expressly acknowledge and agree that the transaction and any resulting provision of Services are solely between You and the Customer. Therefore, You hereby waive and release Us (Our officers, directors, agents, representatives, subsidiaries, joint ventures and employees) from any such claims, liabilities, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If You are a California resident, You expressly waive California Civil Code ? 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Except as set forth later in this Section, any dispute, legal controversy, legal action or legal claim arising out of or relating to Our network or this Agreement shall be settled by mandatory, binding arbitration. The arbitration shall be conducted by one (1) the accredited organization in which the network member is affiliated with, or with the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). The arbitrator shall be selected by the joint agreement of the parties, but if they do not so agree, the selection shall be made by AAA pursuant to the AAA Commercial Arbitration Rules. The findings of the arbitrator may not change the express terms of this Agreement and shall be consistent with the arbitrator's understanding of the findings a court of proper jurisdiction would make in applying the applicable law to the facts underlying the dispute. This provision for arbitration shall be specifically enforceable by the parties and the decision of the arbitrator shall be binding with no right to appeal. The arbitrator shall at no time award injunctive relief. The arbitrator shall at no time award relief in excess of that provided for in the Agreement and furthermore, in any event, an arbitration award shall not include an award of punitive damages and the parties hereby waive the right to recover punitive damages. Each party shall pay its own expenses of arbitration and the expense of the arbitrator shall be shared equally. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or action or controversy of any other party. The arbitration shall be conducted in Gaithersburg, Maryland, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. The laws of the State of Maryland shall exclusively apply in any arbitration. Should either party file any action contrary to this provision, the other party may recover reasonable attorney fees and reasonable costs. Notwithstanding the foregoing, You expressly consent that this arbitration clause shall not apply in any manner to Our rights to seek to obtain damages for, or an injunction relating to, fraud committed against Our network or the infringement against Our intellectual property.
28. Waiver of Jury Trial/Venue:
If for any reason the above provision requiring arbitration is declared unenforceable, void, or voidable, or if any action or judicial proceeding is permitted other than as contemplated by the arbitration provision, each party waives any right it may have to a trial by jury and consents to the venue of such action in Gaithersburg, MD.
You shall indemnify, defend and hold harmless, Us, Our directors, officers, agents, representatives, subsidiaries, joint ventures, employees, subcontractors and independent contractors, and each of them, from and against any and all claims, demands, causes of action, costs, damages, expenses, losses and liabilities (including reasonable attorney fees), incurred or to be incurred, arising out of or resulting from: the performance of the Services undertaken to be performed directly or indirectly hereunder; Your negligent or intentional acts or omissions; any breach of this Agreement, the conduct of Your business; Your violation of and federal or state law, rule or regulation; or Your violation of any third party rights specifically including any third party intellectual property rights.
30. Qualification for Use of Our network:
In order to qualify to use Our network, You must be able to enter into a legally binding contract under applicable law. You represent and warrant that You have the authority to enter into a legally binding contract on behalf of yourself, and/or on behalf of the group, entity, organization, or corporation that You represent. Our network is not intended or provided for use by minors (persons under the age of eighteen) (18). Our network is also not intended to be accessed or used by suspended or terminated Moving network member. Only those who keep a good standing membership in their accredited organization are allowed to use our network.
We have the right to terminate this Agreement at any time with or without cause and without any notice to You. The confidentiality/non-disclosure obligations of this Agreement shall survive the termination of this Agreement.
32. Our relationship with You:
You hereby agree and acknowledge that Your execution of this Agreement, Your provision of the Services and/or Your use of the Moving network. It does not confer or imply any contractor (independent or otherwise), agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship with Us and furthermore that no affiliation, association or connection exists between You and Us.
This Agreement may be assigned and transferred by Us to a third party at anytime and without notice to You. This Agreement may NOT be assigned by You.
No alteration or amendment of this Agreement, or waiver of any of its provisions shall be binding upon either party hereto unless the same be agreed to in writing by duly authorized representative of the parties.
Each provision of this Agreement is intended to be severable. If any term, covenant, condition, or other provision herein is unlawful, invalid or unenforceable for any reason whatsoever, and such illegality, invalidity or unenforceability does not affect the remaining parts of this Agreement, then all such remaining parts hereof shall be valid and enforceable and have full force and effect as though the invalid or unenforceable provisions had not been included. A waiver of any part of or performance under this Agreement shall not constitute a waiver of the whole.
The headings contained in this Agreement are inserted for convenience only and shall not affect the meaning or interpretation of this Agreement or any provision hereof.
This Agreement supersedes any and all prior discussions and agreements and the parties in this Agreement to the extent set forth herein contains the sole, final and complete expression and understanding between the parties hereto with respect to the transactions contemplated hereby.
38. No Third Party Beneficiaries:
No person other than the parties hereto, shall have any rights or claims under this Agreement.
39. Compliance with Laws:
You agree that it is your sole obligation to comply with all laws, rules, statutes and regulations that may apply including any and all state and federal licensing requirements.
40. Your Security Practices With Regard to Customer Information:
You agree to immediately implement (if You have not done so already) and maintain reasonable security procedures and practices to protect Customer information from unauthorized access, destruction, use, modification or disclosure.