Local Pro Terms of Service
Local Pro Terms of Service
Local Pro Terms of Service
Terms and Conditions - Last update July 31, 2023 (Effective Date)
This PRO XTRA LOCAL PRO TERMS OF SERVICE (the “Terms of Service” or “Agreement”) governs the relationship between Home Depot of Canada Inc., a Canadian corporation, doing business as Home Depot (“Home Depot”, “we”, or “us”) and commercial customers (including without limitation, corporations, partnerships, and sole proprietorships), which provide professional services and use the Pro Xtra Local Pro platform owned and operated by Home Depot (the “Website”) (individually, “Local Pro” or “you,” and collectively, “Local Pros”). References to Website include, but are not limited to, any and all uses of the Website via mobile applications (including without limitation the Local Pro mobile application (the “Local Pro App”)), mobile devices, personal computers, email, telephones or other electronic devices, as applicable.
By registering on the Website to become a Local Pro, and by your continued participation as a Local Pro, including use of the Website, you agree to the terms and conditions of this Agreement, including any amendments which may be made by Home Depot from time to time in its sole discretion. Please review this Agreement carefully and return to the Website regularly to check for amendments.
1. Pro Xtra Local Pro Referral Service
1.1 Overview
The Pro Xtra Local Pro referral service is an online referral service that allows for consumers (“Consumers”) online to be connected to specific Local Pros (the “Referral Service”).
Using the Website, a Consumer submits a request for Local Pro(s) to contact the Consumer ("Job Request") concerning desired services identified by the Consumer. The Job Request contains certain required information about the Consumer’s specific project (“Project”) (e.g., what services the Consumer wants, the type of services/work, and the Consumer’s postal code). Upon receipt of a Job Request, the Referral Service identifies a potentially suitable Local Pro(s) from its database of registrants, and makes available information concerning the Local Pro’s Profile (defined in Section 2.2 below) that can be used by the Consumer. The matched Local Pro(s) will contact the Consumer via the App using the preferred means of communication selected by the Consumer (i.e., telephone, text, or email) to discuss the Consumer’s service needs. If any matched Local Pro(s) is unavailable for any reason (including, without limitation, if the matched Local Pro declines a Job Request), the Referral Service may match the Consumer with an alternative Local Pro(s) and provide the Consumer’s contact information to the alternative Local Pro(s). The Consumer may also read reviews or contact Local Pros that they have been matched with directly.
The Referral Service may invite Local Pros who meet the Direct Job Eligibility Criteria described in Section 1.3 below to enroll in a benefit that matches a Consumer’s Job Request to only one (1) Local Pro; the Local Pro will not compete with other Local Pros for the referred Project (the “Direct Jobs Benefit”). The Direct Jobs Benefit includes the Payment Coordination Service further described in Section 3.1(b) below.
IMPORTANT: When a Local Pro contacts a Consumer, the Local Pro is acting on the Local Pro’s sole behalf and is not a representative, contractor, or agent of Home Depot or its affiliates. The identification of a Local Pro on the Website or elsewhere does not in any way mean that Home Depot or its affiliates endorses, guarantees or approves of the Local Pro and its work.
1.2 No Implied or Further Agreement
Home Depot makes no assurance that a Local Pro will receive a minimum or particular number of referrals or Job Requests or receive a minimum or particular dollar amount of business under this Agreement. Nothing in this Agreement obligates Home Depot to refer the Local Pro to any Consumer for any particular Project or Job Request. You understand and acknowledge that a Consumer may cancel a Job Request at any time, as further described in Section 3.4. In view of the foregoing, the parties represent and warrant to one another that any investments or expenditures a party has made or may make, in anticipation or following execution of this Agreement, are at such party’s sole and fully informed risk.
1.3 Ratings and Reviews
The Website provides a rating for each Local Pro. Consumers may see these ratings. Local Pro ratings are typically derived from consumer ratings on the Website – Consumers can rate and provide reviews of the Local Pros that they select. Home Depot may also find and use third party ratings concerning a Local Pro that are listed on a legitimate external site, but is under no obligation to do so. Home Depot may from time to time in its sole discretion remove ratings or reviews that it determines are not applicable. If a Local Pro disagrees with a rating or review, it may appeal to the Referral Service either through email or written notice; however, ultimately, Home Depot has sole discretion on ratings and reviews posted on the Website, and Local Pro expressly releases and waives any and all claims against Home Depot and Consumers related to such ratings and reviews.
In order to determine eligibility for the Direct Jobs Benefit described in Section 1.1 above, the Referral Service will review Local Pro’s quality of work based on Consumer feedback and all ratings and reviews referring to the Local Pro and assess whether the Local Pro has consistently adhered to the service levels set out in Section 2.3(c) below which are required to be eligible for the Direct Jobs Benefit (collectively, the “Direct Job Eligibility Criteria”).
1.4 Background Checks
Either a principal or owner of Local Pro must be subject to and satisfy the Referral Service’s background screening process before it can become a registered Local Pro and use the Referral Service. This screening will be conducted by a third-party agency or agencies approved or designated by Home Depot and such screening shall be at the Local Pro’s sole cost and expense. Local Pro will be notified of the results but will not receive access to the reports, except to the extent Home Depot is required under applicable law to allow such access or review or unless the Local Pro is credentialed by the third-party agency. Local Pros will be subject to this background screening process from time to time as a condition of continued use of the Referral Service. Subject to and conditional upon Consumer’s prior written approval, the registered Local Pro may engage employees, partners, personnel, agents, representatives, apprentices, subcontractors (and their personnel), independent contractors, or other third-party contractors (and their personnel) to perform all or some of the services pursuant to a Job Request (collectively, “Local Pro Personnel”). Any and all salary, expenses, fees, and other obligations associated with the Local Pro Personnel are the sole responsibility of the Local Pro. Local Pro shall ensure that all Local Pro Personnel satisfy the Referral Service’s background screening process outlined herein at Local Pro or Local Pro Personnel’s sole expense. Until the background screening requirements of this Section 1.4 are fully satisfied, under no circumstances will Local Pro or Local Pro Personnel, as applicable, use the Referral Service or have contact with Consumers. Local Pro will obligate Local Pro Personnel to be bound by and will ensure that Local Pro Personnel adhere to the terms and conditions of this Agreement, and Local Pro will be responsible for any non-compliance of Local Pro Personnel with the terms and conditions of this Agreement. Local Pro acknowledges and agrees that Home Depot has no contractual relationship whatsoever with Local Pro Personnel and as such, Local Pro is (i) solely and exclusively responsible for all of Local Pro Personnel obligations hereunder and (ii) solely and exclusively responsible for the payment and/or remittance of any fees, taxes, deductions, withholdings, premiums and expenses of Local Pro and all Local Pro Personnel, including but not limited to income tax, CPP, EI, and workers compensation amounts. Local Pro’s failure to adhere to the requirements set out in this Section 1.4 may result in immediate termination as a Local Pro as further detailed in Section 2.2 below. All references to the “Local Pro” herein include the Local Pro Personnel and other individuals acting on behalf of the Local Pro.
1.5 Agreement with Consumer
If after submitting a Job Request and being contacted by a Local Pro, the Consumer wishes to use a Local Pro’s services, the Local Pro and Consumer must enter a binding legal agreement for the Local Pro to perform the services requested and the Consumer to pay the Local Pro for the services rendered. Any agreement entered between a Local Pro and Consumer is solely between the Consumer and the Local Pro, and Home Depot and its affiliates are not parties to such agreement. Home Depot and its affiliates are not and will not be parties to or third-party beneficiaries of any agreements entered into by and between Consumer and a Local Pro.
2. Local Pro Eligibility and Obligations
2.1 Pro Xtra Program Membership
In order to be eligible to register with the Referral Service, membership in the Home Depot Pro Xtra Program (which includes the Home Depot Pro Xtra Premier program, as applicable) (“Pro Xtra Program”) is required. The specific program terms and conditions of the Pro Xtra Program as may be amended from time to time are available here , and the program terms and conditions for the Home Depot Pro Xtra Premier Program are available via a member’s Home Depot Pro Xtra Premier account; both of these program terms and conditions are attached hereto and incorporated herein by reference.
2.2 Registration and Profile
Prior to being listed on the Website, you must complete and satisfy the Referral Service’s registration process, which includes without limitation: completing an application form; providing required personal and business information (including Business Information as defined below); and satisfying the background screening process as detailed in Section 1.4 above. Local Pro’s application is subject to the Referral Service’s approval in its sole discretion. Information provided in Local Pro’s application will be used to create an initial profile on the Website (the “Profile”). After application approval, the Local Pro may modify the Profile and/or create additional Profiles. All individuals acting on behalf of Local Pros, including individual Local Pro Personnel, must be at least the age of majority in the jurisdiction in which such Local Pros will be performing services for Consumers to apply on the Website and complete a Profile. Local Pro warrants and represents that the information provided in the Local Pro’s Profile(s) is accurate, up to date and in compliance with all applicable laws. Local Pro represents and warrants that it is duly licensed (if applicable by local, provincial, and/or federal law) to perform the services it offers to Consumers. The Referral Service reserves the right to review all Profiles and to delete any content posted on the Website in its absolute and sole discretion.
Local Pros that are invited to enroll for the Direct Jobs Benefit, and elect to do so, must complete and satisfy the Direct Jobs Benefit enrollment process, which includes completing an enrollment form and providing required personal, business, and payment information (including without limitation tax registration information as further described in Section 3.5 below).
Home Depot may deny participation as a Local Pro or immediately terminate the participation of an enrolled Local Pro, in Home Depot’s sole discretion, if: (a) the applicant or the Local Pro violates any applicable law or regulation; (b) the applicant or the Local Pro violates any term of this Agreement, including but not limited to, by providing false or misleading information or omitting any information required to complete Website registration, including enrollment in the Direct Jobs Benefit, or by participating as a Local Pro in a manner that is deceptive, fraudulent, disruptive to other participants or customers, contrary to this Agreement, contrary to any other agreement you have with Home Depot, or that is otherwise unlawful; or (c) the applicant or Local Pro, or any director, officer, employee, agent, shareholder, or affiliate of the applicant or Local Pro engages in any behaviour, or is alleged to have engaged in any behaviour, whether before or after becoming a Local Pro, and regardless of how such behaviour becomes known, that may in the sole and absolute discretion of Home Depot, compromise the integrity, spirit or intent of the Referral Service, degrade, disparage, tarnish or deprecate Home Depot and/or the public image or standing in the community of Home Depot, or that is shocking or offensive to public morals, decency, morality or social propriety, is subject to any investigation, charges, or is found liable in any action in any jurisdiction, which results or may result in public scandal or ridicule as may be perceived by the general public or any class or group thereof. Should a Local Pro’s participation be terminated as per the above, Home Depot reserves the right to cancel any benefits and/or earned credits that the Local Pro may have accrued, and to reject any further requests to participate as a Local Pro by the participant. Participation in the Referral Service will automatically terminate if Home Depot determines that the Local Pro is ineligible under the terms and conditions of this Agreement and any benefits earned up to that date may be cancelled. The decisions of Home Depot with respect to all aspects of the Referral Service, including without limitation, Local Pro’s participation therein, the Website, the Direct Jobs Benefit and the Payment Coordination Service, are final and binding on all participants without right of appeal, including, without limitation, any decisions regarding the eligibility or disqualification of participants, and the cancellation of any benefits, and Home Depot will have no liability to any participant, or to any third party based on or resulting from such decisions.
2.3 Local Pro’s Obligations to Consumer
a. General. Local Pro commits to perform its services solely for the benefit of the Consumer and at all times in the best interest of the Consumer, as agreed to between Local Pro and Consumer exclusively. Local Pro is solely responsible for its relationship with Consumers. Home Depot makes no representations or warranties as to the conduct of any Consumer, the Consumer’s credit rating or score, the Consumer's willingness or ability to pay a Local Pro, or that the Consumer has obtained any required permits, authorizations, or insurance required for the Local Pro to attend the Consumer’s premises and complete the Consumer’s Project. Any dispute between Local Pro and Consumer must be addressed directly between the Local Pro and that Consumer.
b. Accepting, Managing, and Completing a Job Request: By accepting a Job Request, the Local Pro represents and warrants that it is willing, able, qualified (i.e., the Local Pro holds all requisite education, training, experience, licensing, certification, and other relevant qualifications to complete each Job Request with a professional level of care), and insured to complete the Consumer’s Project to the Consumer’s reasonable satisfaction. Local Pro represents and warrants that it will provide the services safely and in accordance with applicable laws, and that Local Pro has the legal right to work in Canada. Local Pro understands that, upon receipt of a Consumer’s Job Request, if the Referral Service identifies the Local Pro as potentially suitable from its database of its registrants, Local Pro’s Profile will be made available to the Consumer and Local Pro is responsible for contacting the Consumer via the App using the preferred means of communication selected by the Consumer (i.e., telephone, text, or email) for the sole purpose of discussing the Consumer’s service needs. Local Pro must either contact the Consumer or accept the Job Request on the Local Pro App within twenty-four (24) hours of receiving a Job Request. If the Local Pro fails to either make contact with the Consumer or accept the Job Request within this timeframe, the Job Request will expire and be referred to an alternate Local Pro. Local Pro is responsible for managing scheduled appointments with the Consumer and for clearly communicating and setting Project expectations with the Consumer, including the Final Project Cost (defined in Section 3.1(b) below) and completion timing. Local Pros enrolled in the Direct Jobs Benefit shall also comply with the Project completion requirements set out in Section 3.1(b)(ii) below.
c. Service Levels. Local Pro agrees to maintain the following service levels with all Consumers: (a) call each Consumer within twenty-four (24) hours of receiving a text or email from the Referral Service with the Consumer’s request and preferred contact method; (b) introduce oneself being referred to the Consumer by Home Services Local Pro and reference the Consumer’s Job Request; (c) maintain a current Profile on the Website (see Section 2.1); (d) deliver quality, professional customer service to each Consumer; (e) arrive on-time at scheduled appointment times with each Consumer and promptly update the Consumer should rescheduling be required; (f) promptly close Job Request leads in the Local Pro App; and (g) activate “vacation mode” on the Local Pro App when you are unable to accept Job Requests. In addition, Local Pros enrolled in the Direct Jobs Benefit agree to notify Consumers when they have departed the Local Pro’s current location for the Consumer’s premises by clicking the “On My Way” button in the Local Pro App (which information will be collected, used, and disclosed as set out in Section 8.2). Failure to meet any of the foregoing service levels may result in termination in accordance with Section 2.2 of this Agreement.
d. Consumer Information. Local Pro acknowledges and agrees that it is responsible for ensuring that the collection, use and disclosure of information about or relating to a Consumer or Project (collectively, “Consumer Information”) is done in compliance with applicable privacy laws. Local Pro will collect all required consents from Consumers for any disclosure of Consumer Information made by Local Pro to Home Depot, and for Home Depot’s use thereof, in connection with this Agreement. Local Pro agrees that it will respect Consumers’ privacy and that it will not record (whether via video, audio, or otherwise), any Projects or interactions with a Consumer without the prior consent of the Consumer. For clarity, Local Pro must obtain Consumer’s prior consent before taking a Project Picture pursuant to Section 3 of this Agreement. Local Pro will: (a) not collect, use or disclose any Consumer Information except in accordance with this Agreement and for the purpose of performing Referral Services; (b) notify Home Depot immediately upon becoming aware of any unauthorized access, use, disclosure or loss of Consumer Information; (c) protect Consumer Information from unauthorized use, access or disclosure using appropriate security measures; and (d) implement and enforce policies regarding the Consumer Information retention and destruction in accordance with applicable privacy laws. Local Pro will not contact, or send any messages, to Consumers except as permitted under this Agreement in connection with a Project, or as otherwise consented to in advance by Consumer.
2.4 Local Pro Information
As a registered Local Pro, you must provide certain information on a Profile. Further, as part of registration, and/or enrollment in the Direct Jobs Benefit, you may be required to provide additional information, including without limitation, your name, a photograph of yourself or a photograph associated with your business, business email address(es), business name(s), business telephone number(s), mobile telephone numbers, business address(es), credit card information, direct deposit bank account information, tax information, and information concerning Local Pro principal(s)/owner(s) such as their names, background check information and personal photograph(s). From time to time, the Referral Service may require this information to be provided for Local Pro’s Personnel that perform work on-site at Consumers’ property. For details on the Referral Service's use of this information, please see Section 8.2.
2.5 Subverting the Local Pro Referral Service’s Website
Local Pro agrees: (1) that the Local Pro will not reject a Consumer’s Vertical (defined in Section 3.3 below) referral before or after contacting the Consumer – any contact with the referred Consumer renders rejection of the Vertical referral a prohibited subversive use of the Website; (2) that the Local Pro will not use the Website or Referral Service with the intention of delegating the performance of the Project work to another Local Pro or to a third party for purposes of garnering a commission, agency or placement fee; and (3) if a Consumer requests services that are outside the scope of the Consumer's original Job Request and/or Project, the Local Pro will refer the Consumer to Home Depot’s Home Services (“Home Services”), Home Depot’s Internet platform and suite of services that enables Consumers to locate and solicit quotes from Local Pros.
2.6 Passwords
Local Pro is the sole authorized user of the account registered to you on the Website. Local Pro is responsible for maintaining the confidentiality of its account credentials and password. Local Pro is also responsible for all activities that occur in connection with its account. Local Pro agrees to notify Home Depot immediately of any suspected or actual unauthorized access to or use of its account.
2.7 Insurance/Bonding/Licensing
Local Pro may post information on insurance, bonding and licensing on the Website. Local Pro represents and warrants that the information it provides and/or posts on the Website is complete, accurate and current. Local Pro agrees that it is solely responsible for the information posted by Local Pro on the Website. The Referral Service is in no way required to validate or update Local Pro’s insurance, bonding or licensing information. By completing a Profile, Local Pro represents and warrants that it is properly licensed (if applicable by local, provincial, and/or federal law) to perform services listed in the Local Pro’s Profile. Further, by offering services to a Consumer, Local Pro represents and warrants that it is properly licensed in the jurisdiction in which it offers to perform such services. If Local Pro’s insurance, bonding, license or certification expires or is revoked, or if the Local Pro is charged with an offence related to its Profile(s), Local Pro will immediately notify Home Depot of such change or event and Home Depot may, in its sole and absolute discretion, remove Local Pro from the Website either permanently or temporarily.
3. Payment
3.1 Payment Process
a. General. Subject to Section 3.1(b) below, Consumer has the sole obligation to make payment for Local Pro’s work or services. Home Depot has no obligation whatsoever to ensure payment by Consumer to Local Pro for Local Pro's services pursuant to the agreement between the Consumer and Local Pro. Home Depot shall not compensate Local Pro for any Consumer’s failure to provide payment for Local Pro’s work or services. Local Pro and Consumer are solely responsible for making payment arrangements with each other.
b. Direct Jobs Benefit. Local Pro agrees to adhere to the payment and invoicing terms set out below, and any additional accounts payable terms and conditions posted on the Website, which may be updated from time to time as needed by Home Depot in accordance with this Agreement.
i. Payment Coordination Services: For Local Pro’s enrolled in the Direct Jobs Benefit, the Referral Service will provide limited payment coordination services through the Website between Local Pro and the Consumer (the “Payment Coordination Service”). Payment for Local Pro’s work or services on a Consumer Project referred to the Local Pro via the Direct Jobs Benefit will be made directly from the Consumer to the Local Pro, via the Website. Local Pro will receive Consumer payments, including any applicable GST/HST or QST/POST collected through the Payment Coordination Service, except where Home Depot is required to remit such tax under applicable provincial sales tax legislation, via direct deposit in accordance with the bank account information Local Pro provides the Website during the Direct Job benefit enrolment process. Local Pro is responsible for ensuring its payment information on the Local Pro App is up to date. Local Pro must use the Website to negotiate payment with Consumer and obtain Consumer’s prior consent to Project-related costs coordinated via the Website, including Local Pro’s labour charges based on the Base Project Cost (defined below) adjustments to the Base Project Cost (collectively, the “Final Project Cost”). Any attempt by Local Pro to negotiate and/or obtain payment from a Consumer for the Final Project Cost outside of the Website with respect to a Project referred to the Local Pro via the Direct Jobs benefit may result in the Local Pro being removed from the Direct Jobs Benefit and/or the Referral Service. NOTE: The Payment Coordination Service does not coordinate the payment of any expenses related to additional materials, inspections, permits, licenses, or tool or vehicle rentals, nor any tips or gratuities. Consumer must provide payment for such expenses and for tip or gratuity to Local Pro directly. Home Depot shall not compensate Local Pro for any Consumer’s failure to provide payment for Local Pro’s work or services.
ii. Job Completion and Invoicing. Upon completion of a Project to the Consumer’s reasonable satisfaction, Local Pro must promptly upload to the Local Pro App: (1) a photograph of the completed work (the “Project Picture”); and (2) the one-time passcode (“OTP”) provided by the Consumer. Local Pro must then select the “Job Complete” button on the Local Pro App so that the Payment Coordination Service can facilitate the Consumer’s payment to Local Pro. By uploading the Project Picture and OTP, and selecting the “Job Complete” button, Local Pro represents and warrants that it successfully completed the Consumer’s Project and the Consumer authorized the Local Pro to charge the Consumer the Final Project Cost via the Website. Local Pro is responsible for ensuring the Final Project Cost has been submitted to the Website prior to uploading the Project Picture and OTP, and selecting “Job Complete”. Upon receipt of the Project Picture and OTP, and selection of “Job Complete” by the Local Pro, the Payment Coordination Service will provide Local Pro’s final invoice to the Consumer detailing the Final Project Cost that was agreed upon between Local Pro and the Consumer, which the Consumer is responsible for paying in full to the Local Pro via the Website. NOTE: The invoice will not detail any expenses related to additional materials, inspections, permits, licenses, or tool or vehicle rentals, nor any tips or gratuities as the Payment Coordination Service does not facilitate these payments. Local Pro must separately invoice its Consumer for such expenses. The Consumer will also receive an invoice detailing the Referral Fee (as defined below) payable by the Consumer to Home Depot and not the Local Pro. The Final Project Cost payment from the Consumer to the Local Pro will be transferred generally seven (7) business days following confirmation by the Consumer that the Project was completed by Local Pro, subject to any holdback or withholding as set out in this Agreement. The Payment Coordination Service will provide Local Pro with a copy of the Local Pro’s Consumer invoice for the completed Project.
If the Local Pro and Consumer agree that the Final Project Cost should be less than the estimate previously agreed upon and confirmed via the Website, the Local Pro must promptly contact Pro Xtra Support at 1-800-759-2070 to advise the Payment Coordination Service of the Final Project Cost agreed upon with the Consumer.
Local Pro agrees that the Payment Coordination Service shall have the absolute and unconditional right, at any time and in its sole discretion, to offset, charge-back or recoup any amount owing by the Local Pro against any debt owing by a Consumer to the Local Pro (including, without limitation, claims based on Local Pro overcharges or other billing errors). Home Depot may exercise these setoff, charge-back and recoupment rights by deducting such amounts from any payment due to the Local Pro, or in any other manner deemed appropriate by Home Depot. Further, should the Payment Coordination Service provide an erroneous payment to the Local Pro, the Local Pro agrees that the Payment Coordination Service will have the absolute and unconditional right, at any time and in its sole discretion, to reverse such payment, offset the payment against other payments due to the Local Pro, or require the Local Pro to repay the full value of such erroneous payment. The Payment Coordination Service reserves the right to suspend payment from Consumer to Local Pro upon notice of any potential fraud, unauthorized charges, or other misuse of the Website until such time as the Payment Coordination Service can determine if payment can be completed in accordance with this Agreement. Notwithstanding anything to the contrary, any disputes brought pursuant to this Section 3 shall be subject to the Dispute Resolution provisions set forth in Section 8.10.
iii. Direct Jobs – Base Project Cost and Referral Fee: The Referral Service sets the base labour cost for a Consumer’s Project, which will be a minimum hourly rate or a minimum fixed rate, depending on the Project type (the “Base Project Cost”). The Base Project Cost is provided to Consumers on the Website in advance of submitting a Job Request. Subject to applicable law, the Base Project Cost excludes any out of pocket expenses which Local Pro may incur when completing the Project, including any required additional materials, permits, licenses, inspections, or tool or vehicle rentals. Local Pro and Consumer will negotiate and agree upon the Final Project Cost. We reserve the right to modify or update the Base Project Cost at any time in our sole discretion.
In return for use of the Referral Service, Home Depot may charges Consumers a referral fee, which shall be a percentage of the Final Project Cost agreed upon between Local Pro and Consumer (the “Referral Fee”). We reserve the right, in our sole discretion, to change, increase, decrease, or remove the Referral Fee. Local Pro acknowledges and agrees that the Payment Coordination Service may apply a service fee to the Local Pro subject to the terms and conditions of this Agreement.
3.2 Local Pro Fees
In exchange for the Referral Services provided to Local Pro, Local Pro agrees to the payment of fees to Home Depot as set forth in Section 3.3. There are currently no other fees for Local Pro’s use of the Referral Service or the Payment Coordination Service. We reserve the right at any time in our sole discretion to implement charges and subsequently modify such charges for use of these services or features thereof, in accordance with Section 4.3. If Local Pro chooses to terminate its Local Pro account after notification of new or modified charges, Local Pro must do so prior to the date the charges take effect, in order to avoid such charges being applied to Local Pro.
3.3 Local Pro Payments to the Local Pro Referral Service
Each Job Request occupation type (“Vertical”) referral is assigned one of three credit tiers (“Tier”), and each Tier is assigned a credit value. The applicable Tier credit value for a Vertical referral is deducted or charged against the Local Pro’s accrued credits when a Consumer is matched with a Local Pro in response to a Job Request, whether or not the Local Pro accepts the Job Request, or is ultimately engaged by the Consumer to complete a Project. The following table provides the current Verticals, Tiers, and credit values and is subject to change in Home Depot’s sole discretion by posting on the Website an updated table in this Agreement:
| Vertical | Tier | Credit Value |
|---|---|---|
| Electrician |
1 | 1 |
| Handyman |
1 | 1 |
| Housecleaner |
1 | 1 |
| Landscaper |
1 | 1 |
| Plumber |
1 | 1 |
| Painter |
2 | 2 |
| Deck Installer |
3 | 3 |
| Fence Installer |
3 | 3 |
Local Pros accrue credits in their Local Pro Referral Service account as follows:
- After registering as a member of Home Depot’s Pro Xtra Program and completing the registration with the Referral Service, the Local Pro shall receive fifteen (15) Local Pro credits in its account; and
- As a member of Home Depot’s Pro Xtra Program, Local Pro will receive 0.02 Local Pro credits in its account for each whole Canadian dollar spent on Qualifying Purchases (as defined in the Pro Xtra Program Terms & Conditions). Credits begin to accrue from the day the Local Pro’s application is fully approved.
Service Level and Promotional Credits. The Referral Service may, but is under no obligation to, allocate additional Local Pro credits to select Local Pros for meeting some or all of the service level requirements described in Section 2.3(c). Eligibility for such credits will be determined by Home Depot in its sole discretion. From time to time, Home Depot may (but is under no obligation to) offer special bonuses, rewards, gifts or benefits, including promotional credits ("Rewards") to some or all Local Pros. Eligibility for such Rewards will be determined by Home Depot in its sole discretion, and may be subject to additional terms and conditions released in association with such a Reward offer. Rewards have no cash value and cannot be purchased.
3.4 Cancellation and Refunds
i. General. Local Pro is under no obligation to accept any Job Request and agrees to only accept Job Requests that it is willing, able, qualified, and insured to complete.
ii. Cancellation by Local Pro: Subject to Section 3.4(iii) below, the Local Pro may only cancel a referral via the “not my type of work” feature in a Vertical referral. The Local Pro understands and agrees that any misrepresentations and/or fraud concerning a cancellation are grounds for immediate termination of the Local Pro’s registration in the Referral Service. Home Depot will not reinstate any deducted credits to the Local Pro’s account if Home Depot determines in its sole discretion that the Local Pro has contacted the Consumer after receiving a Job Request.
iii. Direct Jobs Benefit. The following cancellation and refund terms and conditions apply only to Local Pros enrolled in the Direct Jobs Benefit.
a. Cancellation by Local Pro. Local Pro may pass on receiving a Job Request from a Consumer in the Local Pro App. If a Local Pro passes on three Job Requests, the Referral Service reserves the right in its sole discretion to remove the Local Pro from the Direct Jobs Benefit. Local Pro should activate “vacation mode” on the Local Pro App should it wish to stop receiving Job Requests for a set period of time. Once a Local Pro accepts a Job Request, Local Pro may cancel a scheduled appointment with a Consumer at any time before the start of the appointment via the Local Pro App. The Consumer will not be charged for the Job Request. If Local Pro cancels a Consumer’s Project after it has begun providing work or services to Consumer, Local Pro must promptly cancel the Project in the Local Pro App and contact Pro Xtra Support at 1-800-759-2070 to further discuss any outstanding payment due from the Consumer. Local Pro credits will be deducted from the Local Pro’s account for all passed and cancelled Job Requests by the Local Pro. The Referral Service reserves the right in its sole discretion to change the cancellation terms and conditions herein, including charging Local Pro a cancellation fee for any cancelled Job Requests, which fee may be increased or decreased in our sole discretion from time to time. The Referral Service further reserves the right to suspend, modify, or terminate Local Pro’s enrollment in the Direct Jobs Benefit and/or the Local Pro program if Local Pro cancels three Projects, in accordance with the terms of this Agreement.
b. Cancellation by Consumer. A Consumer may cancel a Job Request through the Website or the Home Depot Customer Care at any time as follows: (1) a Consumer may cancel a Job Request before their scheduled appointment time, and Local Pro’s credits associated with that Job Request will be reinstated in Local Pro’s account; (2) a Consumer may cancel a Job Request during their scheduled appointment time but before the Local Pro has provided any work or services to Consumer, and Local Pro’s credits associated with that Job Request will be reinstated in Local Pro’s account; and (3) a Consumer may cancel a Job Request during their scheduled appointment time but after the Local Pro has begun providing work or services to Consumer, and Local Pro credits associated with the Job Request will be deducted from Local Pro’s account - the Local Pro must negotiate payment for completed work or services with the Consumer and promptly contact Home Depot Customer Care to advise of the Final Project Cost. If a Consumer fails to meet the Local Pro at the Consumer’s job site, the Job Request is automatically considered to be cancelled by the Consumer and Local Pro must promptly notify Pro Xtra Support; Local Pro’s credits associated with that Job Request will be reinstated in Local Pro’s account. If a Consumer cancels or returns the Home Depot product order that is associated with the Job Request, the Job Request will be automatically cancelled and the Local Pro will receive a notification from the Referral Service and Local Pro’s credits associated with that Job Request will be reinstated in Local Pro’s account. There is currently no cancellation fee or hourly minimum charged to Consumers who cancel Job Requests and the Local Pro is not entitled to a cancellation fee. When a Consumer cancels a scheduled appointment through the Website or the Home Depot Customer Care, Local Pro will receive an email notifying them of the cancellation.
3.5 Taxes
Local Pro is responsible for paying all applicable federal, provincial, territorial, local, and municipal taxes, fees, levies, imposts, assessments, and/or charges, including any sales, use, value added, excise, or business and occupation taxes, fees, levies, imposts and/or other governmental charges (including GST/HST and QST/PST, as applicable) (collectively, “Sales Taxes”), and any other costs the Local Pro incurs that is associated with materials and services used to complete the jobs for a Consumer, and for completing any applicable Sales Tax filing and/or reporting requirements within the applicable deadlines.
Local Pro represents and warrants that Local Pro is registered for purposes of the Excise Tax Act (Canada), and for purposes of any applicable provincial sales tax legislation. Local Pro covenants to provide Home Depot with their GST/HST Account Number, and any applicable registration or licensing numbers issued pursuant to provincial sales tax legislation. Local Pro further covenants to notify Home Depot of any changes to its registration status under the Excise Tax Act (Canada), and any applicable provincial sales tax legislation, during the term of this Agreement.
Except as otherwise required under any applicable provincial sales tax legislation, in which case Home Depot shall follow all such applicable legislative and administrative requirements, neither Home Depot nor any of its affiliates will remit any Sales Taxes or will pay any income, capital gain, payroll, or other taxes or withholding taxes or deductions at source (collectively with Sales Taxes, “Taxes”) in respect of any Pro Xtra Program amounts received by a Local Pro in any jurisdiction. You acknowledge and agree that in connection with your use of the Pro Xtra Program, you are required to comply with federal and provincial income and sales tax legislation and that you will be solely responsible for the timely reporting, filing, and payment of such Tax and any interest or penalties, and you covenant and agree to do so within any applicable deadlines. Any applicable GST/HST or QST/PST collected through the Payment Coordination Service that is received by the Local Pro pursuant to Section 3.1(b) must be reported and remitted to the appropriate Taxation Authority. In no case will any additional compensation be paid to a Local Pro by us for Taxes.
Neither Home Depot nor any of its affiliates shall be held responsible for any breach of the Local Pro's Tax obligations, it being specified that neither Home Depot nor any of its affiliates shall be held jointly and severally liable for Taxes, interest on overdue Taxes, or for any penalties or fines that would be owed by the Local Pro. A Local Pro’s account may be deactivated or its use limited upon a determination from the Canada Revenue Agency and/or provincial tax authorities (a “Taxation Authority”) that such Local Pro has failed to comply with Tax obligations. If it is later determined by a Taxation Authority that we should have withheld and/or paid Tax but did not withhold or pay such Tax, then you shall repay to us the applicable Tax as requested by us and hold us harmless from any penalties or interest thereon. You further agree to indemnify and hold Home Depot and any of its affiliates and each of their directors, officers, agents, contractors, partners, and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable legal fees, arising out of or in connection with any claims by the Taxation Authority for any Taxes related to your use of the Pro Xtra Program.
Neither Home Depot nor any of its affiliates makes any representation or warrantee regarding the Tax consequences to the Local Pro of participating in the Pro Xtra Program or otherwise in connection with this Agreement, which are the sole responsibility of the Local Pro. You are strongly urged to consult with your own tax advisors in this regard prior to participating in the Pro Xtra Program and entering into this Agreement.
4. Term/Termination/Modification
4.1 Termination of Account by Local Pro
Local Pro may terminate its enrollment in the Direct Jobs Benefit and/or its Local Pro account at any time, for any reason. To terminate a Direct Jobs Benefit enrollment or an account, Local Pro must email notice of termination to localpro@homedepot.com. Local Pro's Direct Jos Benefit enrollment and/or account (as applicable) will be disabled within 14 days of receipt of termination notice and any credits associated with the account will be declared void, subject to applicable law.
4.2 Termination of Account by Home Depot
Home Depot may terminate the Local Pro’s account and/or Local Pro’s enrollment in the Direct Jobs Benefit at any time, with or without cause, by sending notice to Local Pro at the email address provided in the account registration. Home Depot’s termination of an account and/or enrollment in the Direct Jobs Benefit is effective immediately. If Home Depot terminates Local Pro’s account and/or Local Pro’s enrollment in the Direct Jobs Benefit, Local Pro will not receive any further Job Requests as of the date of termination and any credits associated with the account will be declared void, subject to applicable law. See Section 2.2 for further details.
4.3 Referral Service Modification
Home Depot reserves the right to cancel, suspend, modify or amend any part of the Referral Service or these Terms of Service at any time. Without limiting the generality of the foregoing and to the fullest extent permitted by applicable law, Home Depot reserves the right to amend, notably: (i) the Local Pro Referral Service (including the Direct Jobs Benefit) eligibility, registration, or membership requirements; (ii) the method of calculating or defining Tiers or credit values, including without limitation the Referral Services or other benefits available at each Tier value; (iii) the method of calculating or awarding Vertical referrals or of allocating Job Requests; (iv) to the extent permitted by applicable law, establishing and enforcing time limits and expiry periods on the collection, redemption, and usage of credits; (vi) any dates, timelines or time periods relevant to these Terms of Service; and (viii) any other aspect of the present Terms of Service.
Should we make such an amendment, we will post the changes to these Terms of Service, where required by law or at our discretion, at least thirty (30) days before the amendment comes into effect, and will indicate at the top of this page the date the Terms of Service were last revised.
In addition, where required by law or at our discretion, we will provide notice of such amendment to Local Pros using email and/or your mailing address, or any other contact information we have for you in our discretion. Where required by law, this notice will be provided between ninety (90) and sixty (60) days before the amendment comes into effect (or such other period as may be required or permitted by applicable law) and will set out, where required by law, the new clause, or the modified clause and how it read formerly, and the date on which the amendment will come into effect. You may refuse the amendment and rescind, or cancel your participation in the Referral Service without cost, penalty or cancellation indemnity, by sending us notice to that effect no later than thirty (30) days after the amendment comes into force, using the information in the notice. To the fullest extent permitted by applicable law, your continued participation in the Referral Service after the date specified in such notice constitutes your full acceptance of, and agreement to be legally bound by, the terms the Referral Service, as revised.
Home Depot also reserves the right to terminate the Referral Service, or any part thereof (including, without limitation, the Direct Jobs Benefit and/or the Payment Coordination Service), at any time. Should we do so, where required by law or at our discretion, we will provide notice of same to Local Pros at least sixty (60) days before the termination comes in to effect (or such other period as may be required by applicable law). If Home Depot terminates the Referral Service, or the portion of the Referral Service giving rise to any benefits (including without limitation, any Vertical referral, credit, or other reward or benefit), then at our discretion and where permitted by law, such benefits (including without limitation, any Vertical referral, credit, or other reward or benefit), may also be terminated, and any such benefits accumulated prior to termination may expire in Home Depot’s sole discretion and to the fullest extent permitted by applicable law.
5. Indemnification
5.1 Local Pro Indemnification
The Local Pro will indemnify, defend and hold harmless Home Depot and its owners, parents, officers, shareholders, affiliates, subsidiaries, associates, directors, employees, subcontractors and agents (collectively, the “Indemnitees”) from and against, any losses, liabilities, claims, assessments, causes of action, lawsuits, judgments, civil penalties, damages and expenses suffered including reasonable legal fees (“Claims”), resulting from or arising out of: (a) any act or omission of the Local Pro, except to the extent such loss is caused solely by Home Depot’s negligence; (b) Local Pro’s content, messages, double-blind emails, photos, or Profiles (collectively, “Content”) or posts, or other information provided or made available by Local Pro (including any alleged infringement or misappropriation of a third party’s intellectual property rights in connection therewith); or (c) any loss claimed by Local Pro Personnel against Home Depot in relation to a Job Request. In the event that Home Depot pays any amount to a third-party related to a Claim for which the Local Pro owes Home Depot a duty of defense or indemnification, Local Pro agrees to reimburse Home Depot all such amounts paid plus any and all related costs and expenses, including reasonable legal fees, incurred by Home Depot. Home Depot does not assume and will not be liable for any Taxes which may be or become payable by Local Pro including any taxes resulting from or arising as a consequence of Local Pro’s participation in the Pro Xtra Program or otherwise in connection with this Agreement, and Local Pro will indemnify and save harmless the Indemnitees from and against all such Taxes.
Local Pro agrees to cooperate with Home Depot in order to defend against any Claim that might arise including, without limitation of the foregoing any assessment of Taxes. Such cooperation shall include the timely provision of documents and information requested by Home Depot. Local Pro shall provide notice of any administration and enforcement activity related to the Local Pro’s use of the Referral Service, including, without limitation tax audits relevant to the Local Pro's activities.
5.2 Home Depot’s Right to Assume Defense
Notwithstanding any other provision herein, and without limiting Local Pro’s obligation to fully indemnify Home Depot under this Agreement, Home Depot reserves the absolute right to assume the defense of any Claim against Home Depot. In the event that such claim is within the scope of Local Pro’s indemnification obligation, Local Pro agrees to reimburse Home Depot any and all costs and expenses, including reasonable legal fees, incurred in the defense of such Claim.
5.3 No Settlement Without Consent
Local Pro will not enter into any settlement or compromise of a Claim that would result in the admission of any liability, create any financial liability, or that would subject Home Depot to injunctive relief or otherwise bind, restrict or commit Home Depot without first obtaining Home Depot’s prior written consent.
5.4 Participating in the Defense
Home Depot has the right, but not the obligation, to participate, as it deems necessary, in the handling, adjustment or defense of any claim. If Home Depot reasonably determines that defenses are available to it that are not available to Local Pro, and if raising such defenses would create a conflict of interest for the counsel defending the Claim, Home Depot will be entitled to retain separate counsel, at Local Pro’s expense, to raise such defenses.
6. Disclaimers, Limitations and Release
6.1 Disclaimer of Warranties, Representations and Conditions
HOME DEPOT MAKES NO WARRANTIES, CONDITIONS OR REPRESENTATIONS ABOUT THE SUITABILITY OF THE MATERIALS ON THIS WEBSITE FOR ANY PURPOSE OR LOCAL PRO’S PARTICIPATION, BENEFITS, USE OR EXPECTATIONS CONCERNING LOCAL PRO’S WEBSITE, BUSINESS PLATFORM OR SERVICES. ALL SUCH MATERIALS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITIONS OF ANY KIND, EXPRESSED, IMPLIED OR COLLATERAL. HOME DEPOT SPECIFICALLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR OR GENERAL PURPOSE, TITLE AND NON-INFRINGEMENT. HOME DEPOT SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS SITE, FOR YOUR ACTION OR INACTION IN CONNECTION WITH THIS WEBSITE OR FOR ANY DAMAGE TO YOUR COMPUTER OR DATA OR ANY OTHER DAMAGE YOU MAY INCUR IN CONNECTION WITH THIS WEBSITE. YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK.
6.2 Limitation of Liability
The Referral Service and Payment Coordination Service may be temporarily unavailable from time to time for maintenance or other reasons.
IN NO EVENT SHALL HOME DEPOT, ITS AFFILIATES OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE WEBSITE, THE MATERIALS IN THIS WEBSITE (INCLUDING, WITHOUT LIMITATION, LOCAL PRO POSTS OR CONTENT), THE DELAY OR INABILITY TO USE THIS WEBSITE, OR OTHERWISE ARISING IN CONNECTION WITH THIS WEBSITE, INCLUDING WITHOUT LIMITATION, THE THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF THE WEBSITE, ANY PROBLEMS WITH, OR TECHNICAL MALFUNCTIONS OF, TELEPHONE NETWORKS OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, VIRUSES, TROJAN HORSES OR BUGS, TRAFFIC CONGESTION ON THE INTERNET OR ANY WEB SITE, INCLUDING THE WEBSITE, DAMAGE TO A LOCAL PRO’S OR OTHER PERSON’S SYSTEM OCCASIONED BY PARTICIPATION, DOWNLOADING OR UPLOADING OF MATERIALS PURSUANT TO THIS AGREEMENT, OR TECHNICAL, PICTORIAL, TYPOGRAPHICAL, OR EDITORIAL ERRORS OR OMISSIONS ON THE WEBSITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME PROVINCES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION MAY NOT APPLY IN THOSE PROVINCES AND/OR JURISDICTIONS.
6.3 Release
IN EXCHANGE FOR THE REFERRAL SERVICES PROVIDED BY THE REFERRAL SERVICE AND THE GRANT OF ACCESS TO THE WEBSITE, AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED BY LOCAL PRO, LOCAL PRO EXPRESSLY AGREES TO RELEASE HOME DEPOT (AND ITS OFFICERS, DIRECTORS, AFFILIATES, PARENT COMPANIES, EMPLOYEES AND AGENTS) FROM ANY CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES 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 THE WEBSITE, THE REFERRAL’S SERVICE, THE PAYMENT COORDINATION SERVICE, OR ANY DISPUTE LOCAL PRO HAS WITH ANY CONSUMER OR OTHER LOCAL PRO.
7. Website Content
7.1 Copyright
This Website and the material within it, with exception of content posted by users, are © Home Depot International, Inc. ("Home Depot International"). Viewing this Website creates a copy of the Website’s materials in your computer’s random access memory and/or your hard drive and/or in your proxy server.
7.2 User License
Home Depot and Home Depot International jointly grant Local Pro permission to view this Website and to print individual pages from this Website solely in connection with Local Pro’s participation with the Referral Service, provided that Local Pro agrees to and accepts without modification the notices, terms and conditions set forth in this Agreement. You may not modify, copy (except as set forth in the preceding sentence), distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell any information, material, software, products or services from this Website. You represent and warrant that you will not use this Website for any purpose that is unlawful, immoral or prohibited by these terms, conditions and notices.
7.3 Trademarks
The trademarks, service marks, and logos (the “Trademarks”) used and displayed on this Website are registered and unregistered Trademarks of Home Depot International and others. Nothing on this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the Website, without the prior written permission of the Trademark owner. Home Depot International aggressively enforces its intellectual property rights to the fullest extent of the law. Home Depot permits the Local Pro to reference the terms “Home Services” and “Local Pro” (each “Permitted Terms”) in communications with Consumers only for the purpose of informing such Consumers that Local Pro uses the Referral Service, provided all such communications comply with (1) the terms and conditions of this Agreement including, without limitation, the requirement that Local Pro inform the Consumer that Local Pro is acting on Local Pro’s sole behalf and is not a representative or agent of Home Depot or any of its affiliates; and (2) any directions, policies, and guidelines provided to Local Pro or otherwise published by Home Depot from time to time. Except as permitted in this Section 7.3., Local Pro is prohibited from using or publically displaying any Trademark of Home Depot International, including the names of Pro Referral, Pro Xtra, Local Pro, Direct Jobs, and Home Services, and any designs or logos used with such Trademarks, or other formatives, in any way, including advertising or publicity pertaining to distribution of materials of this Website, or holding out that Local Pro is in any way involved with, or related to, Home Depot, without the prior, written permission from Home Depot. Other product and company names mentioned in this Website may be the trademarks of their respective owners. Local Pro shall immediately cease referencing the Permitted Terms and otherwise holding out that Local Pro is in any way involved with, or related to, Home Depot on the earlier occurrence of: (1) termination of Local Pro’s registration in the Referral Service for any reason, including pursuant to this Agreement; and (2) Local Pro’s receipt of written notification from Home Depot.
7.4 Links to Third Party Sites
This Website may contain links to websites owned or operated by parties other than Home Depot. Such links are provided for your reference only. Home Depot does not control outside sites and is not responsible for their content. The Website’s inclusion of links to an outside site does not imply any endorsement of the material on the website or, unless expressly disclosed otherwise, any sponsorship, affiliation or association with its owner, operator or sponsor, nor does the Website’s inclusion of the links imply that Home Depot is authorized to use any trade name, trademark, logo, legal or official seal or copyrighted symbol that may be reflected on the linked website.
7.5 Reliance on Content
Opinions, advice, statements, ratings, reviews, offers, or other information or user content made available through the Website, but not directly by the Website, are those of their respective authors and should not necessarily be relied upon. Such authors are solely responsible for such content. Home Depot does not: (i) guarantee the accuracy, completeness, or usefulness of any information on the Website; or (ii) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, rating, review, or statement made by any party that appears on the Website. Under no circumstances will Home Depot or its affiliates be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website or transmitted to or by any users. Content on this Website may be changed from time to time without notice.
7.6 Information Provided to the Website
The Local Pro agrees that all of the content and information posted on the Website, including but not limited to Profiles, screening information, ratings and reviews (including any ratings and reviews or other Content posted by you), and Project Pictures, is the sole and exclusive property of Home Depot or the party posting such content. In the event that Local Pro provides Home Depot with any feedback regarding the Referral Service or the Website, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Website ("Feedback"), Local Pro hereby assigns to Home Depot all rights in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.
7.7 Improper Use
If Home Depot determines or suspects, in its sole discretion, that Local Pro is misusing or attempting to misuse or circumvent the Referral Service (including without limitation, the Payment Coordination Service), the Website or their systems, or is using or attempting to use such for any inappropriate or unlawful purposes, including but not limited to activities such as: hacking; infiltrating; fraud; advertising; jamming; spamming; masking your IP address; uploading files or scripts that may damage the Website or Consumer’s devices; using a robot, spider, meta tag, hidden text, or other process to data-mine, data-crawl, scrape, collect, transmit, download or index the Website or any information contained on the Website; frame or utilize framing techniques to enclose the Website; journalistic, or investigative purposes; and other uses in violation of this Agreement, Home Depot reserves the right, in its sole discretion, to immediately terminate Local Pro’s access and/or registration without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.
7.8 Local Pro Posted Content
The Local Pro is solely responsible for the Content that it publishes or displays on the Website or transmits to Consumers or other users (hereinafter “posts”), or that Home Depot publishes or displays at Local Pro’s request on the Website. A Local Pro will not post on the Website, or transmit to Consumers or other users, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive or illegal material, or any material that infringes or violates another party's rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). The Local Pro will not provide inaccurate, misleading or false information to Home Depot or to any Consumer or other user. If information provided to Home Depot or another user subsequently becomes inaccurate, misleading or false, Local Pro will promptly notify Home Depot of such change.
Home Depot may review and delete any Content, in each case in whole or in part, that in the sole judgment of Home Depot violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm or threaten the safety of Consumers or other users.
By posting Content to any public area of the Website, Local Pro automatically grants, and represents and warrants that it has the right to grant, to Home Depot, its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, sell, rent, lease, display, reproduce, adapt, modify and distribute such information and Content and to prepare derivative works of, or incorporate into other works, such information and Content, and to grant and authorize sublicenses of the foregoing. Local Pro further represents and warrants that public posting and use of its Content by Home Depot will not infringe or violate the rights of any third party.
Content that is illegal or prohibited on the Website includes, without limitation, Content that:
- is patently offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
- promotes information that you know is false or misleading (including with respect to the identity of the party who will perform work);
- promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
- contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
- provides material that exploits people under the age of majority in a sexual or violent manner, or solicits personal information from anyone under the age of majority;
- provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
- engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes; and
- violates provincial and/or local consumer protection laws.
Local Pro’s use of the Website, including but not limited to the Content it posts on the Website, must be in compliance with any and all applicable laws and regulations. All information Local Pro includes in its account information and Profile(s) must be accurate, current and complete. Home Depot reserves the right to investigate and terminate your membership if you misuse the Website or behave in a way which could be regarded as inappropriate, unlawful or illegal.
Project Pictures taken by Local Pros for submission to the Website pursuant to Section 3 herein, may not be used by the Local Pros for any other purpose and must be promptly deleted from Local Pros systems following submission to the Website.
8. Miscellaneous
8.1
This Agreement may be changed from time to time, and you agree to be bound by any changes that are posted on the Website or which are otherwise communicated to you.
8.2 Privacy
Use of the Website, the Referral Service, and the Payment Coordination Service is also governed by The Home Depot Privacy and Security Statement. Home Depot’s Home Services may collect, use and disclose your personal information as described in The Home Depot Privacy and Security Statement and, additionally, as described in this Agreement, including in Section 2.4 and this Section 8.2. You acknowledge and agree that we may collect, use, and disclose your personal information, including your name, image, and likeness, in accordance with this Agreement and The Home Depot Privacy and Security Statement.
If you register as a Local Pro, we may obtain the results of your background check conducted by our background check service provider and use such results for determining your eligibility to participate in the Referral Service.
Local Pro acknowledges and agrees that the Local Pro App will track Local Pro’s location in real time when they select “On My Way” in the Local Pro App and will communicate to the Consumer the Local Pro’s estimated arrival time at Consumer’s premises.
Your Business Information (defined below) is not necessarily considered personal information and in most cases is not subject to privacy laws or The Home Depot Privacy and Security Statement. Nonetheless, we have provided some information on how we use your Business Information so you may better understand the Referral Services. If you create a Profile, you have the opportunity to provide additional information such as your business name, logo or avatar, credentials and qualifications, year of business establishment, as well as links to your personal web site, if you have one and any other information that is used for the purpose of communicating or facilitating communication with you in relation to your business ("Business Information"). You may also upload a photograph portfolio of your previous work. If Local Pro is eligible to enroll in the Direct Jobs Benefit, Local Pro will have the opportunity to provide Business Information and payment information during the enrollment process.
We may supplement or modify the Business Information to conform to our editorial policies or to add information from your website, materials that you supply to us, or publicly available sources. When you respond to a Consumer's Job Request, all of the Business Information is displayed to the Consumer making such Job Request. Providing additional information beyond what is required at registration is entirely optional, but may enable you market your services more effectively and potentially win more jobs.
To the extent permitted by applicable law, Local Pros will receive transactional emails, notifications on your mobile phone, and push notifications on the Local Pro App regarding Local Pro’s registration with the Referral Service and the Payment Coordination Service, as applicable, the Website, and Consumer Job Requests. Local Pro agrees to ensure transactional emails and SMS notifications are received by Local Pro and to keep Local Pro App notifications on in order to ensure Local Pro meets its obligations under this Agreement.
We may share your personal information and Business Information with Consumers requesting services through the Referral Service. Sharing this information with Consumers helps them to assess Local Pro quality and select the Local Pro to perform the service they need done. The information we share is generally the information in your Profile, with the exception of your address, contact phone number, mobile phone number, and email address. In addition, we share the quote you submitted on the Job Request and any additional information you choose to provide to the Consumer such as appointment start times, private notes, and questions about the Service Job Request. If you quote on a job and your quote is selected by the Consumer, the Referral Service will share your address, contact phone number, and email address with the Consumer in order to facilitate communication about the scheduled job. If you are enrolled in the Direct Jobs Benefit, we will share your address, contact phone number, and email address with the Consumer if you accept the Job Request.
By registering as a Local Pro, you agree that the Referral Service may provide your information to a Consumer who has submitted a Job Request, may use your information as necessary to facilitate a Job Request, and may use your information and share it with any of its affiliated companies in accordance with this Agreement and The Home Depot Privacy and Security Statement.
If Local Pro provides, or the Referral Services requires, any of the foregoing personal information or Business Information with respect to Local Pro’s Personnel, then Local Pro will ensure that such persons have consented to the collection, use and disclosure of such information in accordance with this Agreement and The Home Depot Privacy and Security Statement.
8.3 Relationship of the Parties
Consumers contract directly with Local Pros. Home Depot and its affiliated companies provide only a referral service to Local Pros, and for those Local Pros enrolled in the Direct Jobs Benefit, a Payment Coordination Service. In no event will Home Depot, its Referral Service, or its Payment Coordination Service be considered a general contractor, construction manager, project manager, joint employer, joint venturer, agent, or partner of Local Pro, Local Pro Personnel, or any of their affiliates or respective personnel, and Home Depot expressly disclaims any agency or authority to act on behalf of the Local Pro of Local Pro Personnel.
Local Pro shall at all times employ or engage all Local Pro Personnel in compliance with all applicable provincial statutes and regulations governing labour and employment matters, including, without limitation, all applicable employment standards, labour relations, employer health tax, income tax, human rights, accessibility, privacy, occupational health and safety and workers' compensation statutes and regulations, as well as all applicable federal laws (and their provincial equivalents, as applicable) including, without limitation, federal laws related to Canada Pension Plan, employment insurance and income tax, and shall obtain and maintain all governmental authorizations, permits, licenses or approvals required by applicable laws in relation to the employment or engagement of Local Pro Personnel.
8.4 References to Local Pros
Any reference to Local Pro refers to Local Pro and Local Pro’ Personnel equipment, facilities and resources used by Local Pro, regardless of whether Local Pro owns, operates or controls said equipment, facilities or resources.
8.5 The Home Depot Installer
(a) Agreements. In the event that Local Pro is also an authorized service provider of Home Depot (“Home Depot Installer”) and participates in any formal integrated program offered by Home Depot (an “Other Service”), Local Pro expressly agrees that with respect to Projects that are within the service program type(s) that Local Pro performs for such Other Service (“THD Services”), Local Pro shall comply with the terms and conditions of its service provider agreement (“SPA”) with Home Depot in respect of such Other Service in addition to this Agreement. In the event of any conflict between this Agreement and the SPA, the SPA shall govern with respect to Local Pro’s THD Services. In all other respects, this Agreement shall stand in full force and effect.
(b) Benefits. Home Depot Installers are identified on www.homedepot.ca as being authorized and guaranteed providers for Home Depot Services. Home Depot Installers are provided with the opportunity to be selected by a Consumer on each Job Request that falls within the scope of the Home Depot Installers’ SPA with Home Depot.
(c) Becoming a Home Depot Installer. Local Pros who wish to become a Home Depot Installer may contact The Home Depot to learn more and may submit their information for consideration at www.homedepot.ca
8.6 Non-Exclusivity
This Agreement is non-exclusive and Home Depot may provide the Referral Service to any other Local Pro. Similarly, Local Pro may use referral services of any other business similar to the Referral Service.
8.7 Assignment
Local Pro may not assign this Agreement or any Job Request or Project without the express written consent of Home Depot.
8.8 Validity
If any part or parts of this Agreement are held to be invalid, the remaining parts of this Agreement will be valid and enforceable.
8.9 Choice of Law
You agree that this Agreement, your use of the Referral Service and your use of the Website shall be governed by, and interpreted in accordance with, the applicable laws of the Province of Ontario and the federal laws of Canada. By using the Website and the Referral Service you expressly agree that any dispute, controversy or claim arising out of or relating to this Agreement, your use of the Referral Service or your use of the Website (“Dispute”) regarding the interpretation of this Agreement, or otherwise arising out of this Agreement, the use of the Referral Service or the use of the Website, shall be governed by the applicable laws of the Province of Ontario and the federal laws of Canada.
8.10 Dispute Resolution
Any Dispute shall be resolved in accordance with the terms and conditions set out in this section 8.10. If a Dispute arises, you shall provide us with notice of the Dispute in writing by sending a letter to Home Depot of Canada Inc., 400-1 Concorde Gate, Toronto, Ontario, M3C4H9, Attention: Legal Department (“Notice of Dispute”) at least thirty (30) days before initiating one of the Dispute Resolution Methods, as defined below, so that we may make best efforts to cooperate in good faith to resolve the Dispute. For clarity, Dispute has the broadest possible meaning, and includes, without limitation, disputes based upon contract, tort, fraud and other intentional torts, agency, statute or constitution, regulation, ordinance, common law and equity (including any claim for injunctive or declaratory relief), and includes claims, counterclaims, cross-claims, and third-party claims, as well as disputes in the past, present, or future.
If the Dispute is not resolved within thirty (30) days of receipt by Home Depot of the Notice of Dispute, the Dispute shall be referred to one of the following dispute resolution methods: (a) the Small Claims Court of the Superior Court of Justice (“Court”), if the amount claimed is $35,000 or less and otherwise falls within the Court’s jurisdiction; or (b) final and binding arbitration in accordance with the provisions of the Arbitration Act, 1991, S.O. 1991 c. 17 (Ontario) or any successor legislation enforced in the Province of Ontario (“Arbitration”), in the case of any other Dispute (collectively, the “Dispute Resolution Methods”). In Quebec, the definition of “Court” shall be the Small Claims Division of the Court of Quebec if the amount claimed is $15,000 or less, and otherwise falls within either the jurisdiction of the Court of Quebec or the Superior Court of Quebec.
Where a Dispute is referred to Arbitration, the Arbitration shall be (a) seated and take place in Toronto, Ontario; (b) conducted in the English language by a sole arbitrator appointed by mutual agreement; and (c) carried out in accordance with the Expedited Arbitration Rules effective March 29, 2017 of the Canadian Arbitration Association.
Each party shall bear its own costs, fees, and expenses associated with any arbitration, except that the parties agree to split equally the costs and expenses of the arbitrator.
Any and all information exchanged and disclosed during the process of resolving a Dispute, including providing the Notice of Dispute, shall be kept private and confidential, save and except for information disclosed as part of the Court record. The Arbitration shall be conducted on a private and confidential basis.
One Year Limitation. Local Pro shall not bring any claims, Disputes (including payment disputes), civil action or Arbitration against Home Depot more than one (1) year after the date of the event giving rise to such dispute.
8.11 No Third Party Beneficiaries
No Third Party Beneficiaries. Except as otherwise set forth expressly herein, nothing contained in this Agreement, express or implied, is intended to confer upon any person or entity, other than Home Depot and the Local Pro, any benefit, right or remedy.
8.12 Mobile and Wireless Data Usage
Local Pro’s use of mobile and wireless data is subject to the terms of your subscriber agreement or data service plan with your provider and you may incur charges from your provider for text messages, phone calls, email communications, and transferred data. Local Pro is solely responsible for these charges.
8.13 Other
Credits have no cash value and cannot be purchased.
Upon the bankruptcy filing or dissolution of a Local Pro (including the death of a sole proprietor), any credits will be deemed void and enrollment in the Referral Service will be terminated.
8.14 Survival
The following provisions shall survive termination of the Agreement: 1.5, 2.5, 3.2, 3.3, 3.5, 5.1, 5.2, 5.3, 5.4, 6, 7.1, 7.3, 7.5, 7.6, 7.7, 7.8, 8.1, 8.2, 8.6, 8.7, 8.9, 8.10, 8.11, 8.12, 8.13 and the Pro Xtra Program Terms & Conditions and the Pro Xtra Premier Terms & Conditions.
See here for details on Home Depot’s Pro Xtra Program.
(Effective Date: August 2018)
Thank you for your interest in Home Services, an Internet platform ("Website") and suite of services owned and operated by Home Depot of Canada Inc., a Canadian corporation doing business as “Home Services” ("Home Services," "we," or "us"). Home Services provides consumers (collectively, "Consumers," and individually, "Consumer" or "you") an online venue to locate and solicit quotes from professionals in various lines of work and commerce (collectively "Local Pros") (the “Services”). By submitting job requests at Home Depot branded retail stores in Canada (“Stores”) or on the Website, you become a Consumer at no cost and will have the ability to seek referrals for Services. References to the Website shall include, but are not limited to, any and all uses of the Website via mobile applications, mobile devices, personal computers, email, telephones or other electronic devices.
1. Acknowledgement and Acceptance
1.1 Your Unconditional Acceptance
The Website and the Services are offered to you for use only in Canada and are conditioned upon your unconditional acceptance, without modification, of these terms, conditions, and notices (“Terms”) contained in this Home Services - Local Pro Consumer Terms of Service agreement ("Agreement"). Please read this Agreement carefully. Regardless of whether you register in a Store or on the Website, your use of the Website and any related Services constitutes your agreement to all Terms. You agree and understand that certain features of the Website may be subject to additional terms and conditions or registration requirements. You agree to abide by these additional terms, and you further agree that a violation of those terms while you are accessing the Website shall constitute a breach of this Agreement. This Agreement also includes The Home Depot Privacy and Security Statement and any notices regarding the Website. If you do not agree to all Terms, please do not use the Website or any related Services.
1.2 Amendments
You acknowledge and agree that Home Services may amend this Agreement at any time by posting a revised version of this Agreement on the Website or by notifying Consumers directly in Home Services’ sole discretion, including without limitation, by email or by mail. Your continued use of the Services or the Website after any changes are made to this Agreement shall constitute your consent to such changes. Home Services does not and will not assume any obligation to notify Consumers of any changes to this Agreement, or the creation or modification of any additional terms. You are solely responsible for remaining knowledgeable about the Terms of the Agreement.
2. Use and Age Restrictions
Use of the Services or the Website is permitted only by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, use of the Home Services Website is not permitted by anyone under the age of majority in their jurisdiction of residence. If you do not qualify, please do not use the Services or the Website.
3. Local Pro Services
3.1 Job Requests
A Consumer can submit in Stores or through the Website a request for Local Pros to contact the Consumer ("Job Request") concerning services or work identified by the Consumer. To submit a valid Job Request, Consumers must provide required information (e.g., contact information, preferred contact method, a description of the services the Consumer wants, and the Consumer’s postal code). Upon receipt of a Job Request, Home Services matches the Job Request with potentially appropriate Local Pros in its database and provides information concerning the Local Pros’ Profiles (defined below) to the Consumer. The Consumer’s preferred method of contact will be sent to the matched Local Pros. The matched Local Pro(s) is instructed to contact the Consumer via the preferred method of contact provided by the Consumer to discuss the Consumer’s service needs. If any matched Local Pros are unavailable for any reason, Home Services may attempt to rematch the Consumer with alternative Local Pro(s) and provide the Consumer’s preferred method of contact to that alternative Local Pro(s). When a Local Pro contacts a Consumer, the Local Pro is acting on the Local Pro’s sole behalf and is not a representative or agent of Home Services, Home Depot of Canada Inc., or their affiliates. Home Services does not and cannot guarantee that there will be Local Pros who are capable of or willing to complete the requested services at the time and place requested or that Consumer will receive calls from all or any selected Local Pro(s). All Job Requests must be lawful and not in violation of any local, municipal or city ordinance, bylaw or regulation, or provincial or federal law. If Consumer needs additional services that are outside of the scope of Consumer's original Job Request and/or project, Consumer should return to Home Services for additional Services. Consumers may also use Home Services’ Local Pro directory to read matched Local Pros’ reviews and to obtain the Local Pros’ contact information.
3.2 Agreement with Local Pro
If after submitting a Job Request and being contacted by a Local Pro, the Consumer agrees to use a Local Pro’s services, Consumer and Local Pro will enter into a written binding legal agreement for the Local Pro to perform services and the Consumer to pay the Local Pro for the services rendered. Any agreement entered between the Consumer and Local Pro is solely between the Consumer and Local Pro, and Home Services and Home Depot of Canada Inc. are not parties to such agreement. Home Services and Home Depot are not and will not be parties to or third-party beneficiaries of any agreements entered into by and between Consumer and Local Pro. Accordingly, please consider carefully before you agree to enter into a contract with a Local Pro to receive the offered services.
3.3 Intellectual Property
By posting a Job Request, you represent that the request and services sought do not infringe on the intellectual property of any third party, including, but not limited to, the work product of a design professional or unauthorized reproduction of any other consultant, material supplier, or manufacturer. Your description of the request and services sought must be truthful and accurate. Any Job Request submitted in Stores or posted on the Website: (a) shall not be fraudulent; (b) shall not violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (c) shall not be defamatory, libelous, threatening or harassing; (d) shall not be obscene or contain child pornography; and (e) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or software intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
4. Local Pros
4.1 Local Pro Profile
Home Services requires Local Pros to post a profile ("Profile") on the Website. Local Pro does not review or verify the information or representations set forth in those Skill Profiles, as they are self-reported by the Pros. Although Home Services may take certain steps to examine the credentials of Local Pros, Home Services makes no guarantees, promises, warranties, conditions or representations of any kind regarding the skills, licenses, permits or representations of such Local Pros.
4.2 Background Checks
Local Pros are required to submit to certain background checks. Background checks are performed on the Local Pro's principal/owner identified by the Local Pro during the Local Pro's registration with Home Services before being permitted to register in Home Services' Local Pro network and periodically thereafter. Background checks on the principal/owner of the Local Pro business reflect that individual's background at the time of the search. Accordingly, Home Services does not and cannot warrant that the background check is up-to-date or current. Further, background checks are not applicable to any Local Pro employees or workers except the principal/owner of the Local Pro business named by the Local Pro during registration.
4.3 Licensing
Local Pros are requested to post licensing information in their Profiles. Different jurisdictions may require federal, provincial and/or local (county or municipal) level licensing for certain services, work, and/or project amounts. Consumers are responsible for determining which licenses, if any, are required for their requested services. Before you proceed with a project, you should confirm all licensing requirements with your federal, provincial and/or local authorities, as applicable, and your selected Local Pro. Home Services recommends that you always ask the Local Pro to provide you with a copy of their license(s).
4.4 Insurance and Bonding
Local Pros may post information and documents concerning insurance policies and/or bonds covering their operations. While Home Services does not verify this information, Local Pros are required to warrant that the information they submit is complete, accurate and current. Before you proceed with a project, you should confirm the Pro’s existing insurance coverages and limits.
4.5 Relationship between Home Services and Local Pro
Home Services and Local Pro are separate entities and the employee of one of those entities is not an employee of another entity. Home Services is not an agent or affiliate of Local Pro and vice versa. Home Services and its affiliated companies provide only a referral service to Local Pro. In no event will Home Services be considered a general contractor, construction manager, project manager, joint employer, joint venturer, partner or limited partner of Local Pro or any of its affiliates or their respective personnel.
4.6 Consumer Verification
You should verify that the information presented by the Local Pro, including the information in the Local Pro's Skill profile, is accurate. Home Services does not verify information or documents provided by Local Pros and expressly disclaims any guarantees, representations, conditions or warranties concerning such information. CONSUMERS SHOULD CONDUCT THEIR OWN INVESTIGATION OF LOCAL PROS, TO INVESTIGATE AND TO DETERMINE, AMONG OTHER THINGS, WHETHER LOCAL PROS ARE APPROPRIATELY LICENSED FOR THE REQUESTED SERVICES, FREE OF SIGNIFICANT FEDERAL, PROVINCIAL OR LOCAL-LEVEL CIVIL LEGAL JUDGMENTS OR DISCIPLINARY PROCEEDINGS BEFORE PROVINCIAL COLLEGES OF TRADES IF APPLICABLE, AND CARRY APPROPRIATE INSURANCE OR BONDING AT APPROPRIATE LIMITS. HOME SERVICES DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION RECEIVED BY CONSUMER FROM FEDERAL, PROVINCIAL OR OTHER GOVERNMENT AGENCIES OR FROM THIRD PARTY SOURCES IS ACCURATE, ERROR FREE, OR THAT IT IS UP TO DATE OR UPDATED AT THE TIME THAT CONSUMER VIEWS SUCH INFORMATION. MOST AGENCIES HAVE PERIODIC UPDATE CYCLES OR SCHEDULES AND THIS INFORMATION IS NOT UPDATED ON A REAL-TIME BASIS BY SUCH AGENCIES AND THIRD PARTY SOURCES.
4.7 No Warranty or Endorsement of Pro Services
Home Services does not endorse or recommend the services of any particular Local Pro. The decision to enter into an agreement for work is solely a decision of the Consumer. HOME SERVICES DOES NOT WARRANT THE LOCAL PRO'S PERFORMANCE ON THE JOB OR THE QUALITY OF GOODS, MATERIALS, EQUIPMENT OR SERVICES FURNISHED BY LOCAL PRO. Home Services does not contract for or perform, and is not responsible for, any of the services requested by the Consumer in the Job Request. You expressly acknowledge and agree that your use of the Services and the Website is at your sole risk. HOME SERVICES MAKES NO REPRESENTATIONS, CONDITIONS OR WARRANTIES AS TO THE CONDUCT OF ANY LOCAL PRO OR THE LOCAL PRO’S ABILITY TO PROVIDE A SERVICE COMPLIANT WITH THE CONSUMER’S JOB REQUEST. YOU EXPRESSLY ACKNOWLEDGE THAT HOME SERVICES MAKES NO WARRANTIES OR CONDITIONS, WHETHER EXPRESS, IMPLIED, OR COLLATERAL, REGARDING THE QUALITY OF SERVICES RENDERED BY ANY SERVICE PROVIDER OR LOCAL PRO.
5. Payments to Local Pro
Consumer is solely responsible for paying the Local Pro for any work completed in accordance with the Consumer’s agreement with Local Pro and for making payment arrangements directly with Local Pro. Consumer may be required by its agreement with Local Pro to pay a deposit to Local Pro prior to Local Pro’s commencement of the work. Consumer should be aware that Local Pro may charge interest or a late fee for late payments made by Consumer to Local Pro. Home Services and its affiliates shall not be liable for any claims made by Consumer relating to, or arising out of, charges to a Consumer’s Local Pro account authorized by Consumer’s agreement with Local Pro.
6. Referral Guarantee
6.1 Referral Service Guarantee
Home Services does not and cannot guarantee the work, materials supplied, or services rendered by the Local Pro. Home Services has no obligation or relationship whatsoever to the Consumer with regard to the provision of work, material or services by the Local Pro. However, Home Services offers Consumers a referral service guarantee ("Referral Guarantee") valid for thirty (30) days after the Local Pro completes the services or work performed within the scope of the Job Request. The Referral Guarantee does not cover faulty workmanship of the Local Pro and damages to your product or property that arise from or relate to the services of the Local Pro.
6.2 Eligibility Requirements for Referral Guarantee
In the event that a Consumer and Local Pro are unable or unwilling to agree upon a resolution pursuant to Section 6.5 below, the Consumer may be eligible, in Home Services’ sole and absolute discretion, for the Referral Guarantee aimed at rectifying Consumer’s dissatisfaction with Home Services’ referral. To be eligible for the Referral Guarantee, the Consumer must:
- HAVE CONTACTED HOME SERVICES IN WRITING TO REQUEST THE REFERRAL GUARANTEE WITHIN THIRTY (30) DAYS OF THE LOCAL PRO’S COMPLETION OF THE SERVICES OR WORK PERFORMED WITHIN THE SCOPE OF THE JOB REQUEST;
- Have provided accurate and truthful information in the Job Request and in any other communications with the Local Pro and Home Services;
- Have entered into a written agreement with the Local Pro for work within the scope of the Job Request;
- Have supplied Home Services with any requested written documentation of Consumer’s claim, complaint or dispute, including, without limitation, any documents relating in any way to the quality of Home Services’ referral; and
- Have complied with any request by Home Services for a third party evaluation of any service, materials, or work performed by a Local Pro.
- If you do not comply with this Agreement, or if you misrepresent the transaction or provide incomplete information, then the Referral Guarantee shall be null and void. The Referral Guarantee does not extend to satisfaction with a Local Pro related to work or services outside the scope of your original Job Request. If you need additional services outside the scope of your original Job Request, you should return to Home Services for additional Home Service Services.
6.3 Referral Guarantee Payment Limit
In the event that the above conditions are met by the Consumer, Home Services may make payment of up to $500 to Consumer. Home Services reserves the right, in its sole discretion, to determine the Consumer’s entitlement to the Referral Guarantee, if any, and the Referral Guarantee amount.
6.4 Not Insurance, Warranty or Security for Local Pro’s Performance
The Referral Guarantee is not insurance nor a warranty or security for the performance of work, services, or materials supplied by Local Pro.
6.5 Agreement to Communicate with Local Pro
Consumers dissatisfied with work performed by a Local Pro agree to initiate communication with the Local Pro to resolve any problems. If direct communications and efforts between the Consumer and the Local Pro do not satisfy Consumer’s concerns, Consumer may contact Home Services in writing to express dissatisfaction with the Consumer’s referral experience. In response, Home Services may contact Consumer and Local Pro to facilitate further communication regarding Consumer’s dissatisfaction. However, Home Services is not responsible or liable to either the Consumer or the Local Pro if a mutually acceptable resolution is not reached. Any notice to or contact with Home Services by Consumer under this section is not considered notice under section 6.2 for the purposes of eligibility for the Referral Service Guarantee described in Section 6. A Consumer must follow the process set out in section 6.2 to be eligible for consideration by Home Services for a Referral Service Guarantee.
7. Interactions and Disputes with Local Pros
7.1 Disputes with Local Pros
With exception of the Referral Guarantee where applicable, Home Services will not directly participate in the resolution of any disputes between Consumers and Local Pros (collectively "Users") and is not responsible for disputes, claims, losses, injuries or damage of any kind that might arise out of or relate to conduct of Users.
7.2 Relationship Between Local Pros and Consumers
CONSUMER IS SOLELY RESPONSIBLE FOR ITS INTERACTIONS WITH LOCAL PROS. CONSUMER RIGHTS UNDER CONTRACTS YOU ENTER INTO WITH LOCAL PROS ARE GOVERNED BY THE TERMS OF SUCH CONTRACTS AND BY APPLICABLE FEDERAL, PROVINCIAL AND LOCAL LAWS. SHOULD YOU HAVE A DISPUTE WITH ANY LOCAL PRO, YOU SHOULD ADDRESS SUCH DISPUTE WITH THE LOCAL PROS DIRECTLY. HOME SERVICES IS NOT A PARTY OR THIRD-PARTY BENEFICIARY TO THE CONTRACTS BETWEEN CONSUMERS AND LOCAL PROS.
8. Release
In exchange for the Services provided by Home Services and other good and valuable consideration, the receipt and sufficiency of which is acknowledged, you expressly agree to release Home Services, Home Depot, its affiliates, parent companies, and each of their respective officers, directors, employees and agents from any claims, demands, causes of action, losses and damages (direct 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 any dispute you have with one or more Local Pros.
9. No Warranties
HOME SERVICES MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE SUITABILITY OF THE CONTENT ON OR SERVICES OF THE WEBSITE FOR ANY PURPOSE. HOME SERVICES DOES NOT PROMISE THAT THE SERVICES OR THE WEBSITE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE WEBSITE OR ANY CONTENT, SEARCH OR LINK ON IT. THE SERVICES, AND THE WEBSITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. HOME SERVICES CANNOT ENSURE THAT ANY FILES YOU DOWNLOAD FROM THE WEBSITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. HOME SERVICES SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS WEBSITE, FOR YOUR ACTION OR INACTION IN CONNECTION WITH THIS WEBSITE OR FOR ANY DAMAGE TO YOUR COMPUTER OR DATA OR ANY OTHER DAMAGE YOU MAY INCUR IN CONNECTION WITH THIS WEBSITE. HOME SERVICES SPECIFICALLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS, IMPLIED OR COLLATERAL, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR OR GENERAL PURPOSE, TITLE AND NON-INFRINGEMENT. HOME SERVICES MAKES NO GUARANTEES OF ANY SPECIFIC RESULT FROM USE OF THIS WEBSITE. YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK.
10. Limitations of Liability
IN NO EVENT SHALL HOME SERVICES, ITS AFFILIATES, PARENT COMPANIES, SUBSIDIARIES AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND/OR AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, GENERAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATING TO (1) THE USE OF, CONTENT IN, DELAY OR INABILITY TO USE, OR OTHERWISE ARISING IN CONNECTION WITH THIS WEBSITE OR (2) THE CONDUCT OF A USER, LOCAL PRO OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. HOME SERVICES IS NOT LIABLE FOR ANY LOST DATA RESULTING FROM THE SERVICES OR OPERATION OF THE WEBSITE OR THE ENFORCEMENT OF THE TERMS. HOME SERVICES EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTY USERS, HOME SERVICES USERS, ADVERTISERS AND/OR SPONSORS ON THE WEBSITE, IN CONNECTION WITH THE SERVICES OR WEBSITE OR OTHERWISE RELATED TO YOUR USE OF THE SERVICES OR WEBSITE. BY USING THE SERVICES OR THE WEBSITE, YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SERVICES OR THE WEBSITE. TO THE EXTENT YOUR JURISDICTION OF RESIDENCE DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
11. Content on Website
11.1 Proprietary Rights
This Website and the material within it, with exception of User Content as defined below, are © 2018, Home Depot International, Inc. ("Home Depot International"). Viewing this Website creates a copy of Home Services materials in your computer's random access memory and/or your hard drive and/or in your proxy server. The Website contains the copyrighted material, trademarks, service marks, logos and, industrial designs and other proprietary information (the "Intellectual Property") of Home Depot International and Home Services. Nothing on this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Intellectual Property displayed on the Website, without the prior written permission of the Intellectual Property owner. Other product and company names mentioned in this Website may be the Intellectual Property of their respective owners.
11.2 Copyright Policy
Except for that information which is in the public domain, you may not post, copy, modify, publish, transmit, distribute, perform, display, sell or reproduce in any way any Intellectual Property without obtaining the prior written consent of the owner of such Intellectual Property Home Services can remove any User Content you post on the Website if it violates this statement. If you believe that your work has been copied and posted on the Website in a way that constitutes infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the interest; a description of the work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the owner or authorized to act on the owner's behalf. Copyright Agent for notice of claims of infringement can be reached as follows: Home Depot of Canada Inc., Attention: Legal, 400-1 Concorde Gate, Toronto, ON M3C 4H9.
11.3 Content
Users may be able to post information, reviews, comments, messages, photos, profiles; send emails, e-cards and other communications; and submit materials, suggestions, ideas, comments, questions, or other information (collectively "User Content"), so long as the User Content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam." Home Services reserves the right (but not the obligation) to remove or edit such User Content in its sole discretion.
11.4 Reliance on Content, Etc
Opinions, advice, statements, reviews, offers, or other information or User Content made available through the Website, but not directly by Home Services, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such User Content. Home Services does not: (i) guarantee the accuracy, completeness, or usefulness of any information on the Website; or (ii) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party that appears on the Website. Under no circumstances will Home Services or its affiliates be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website or transmitted to or by any Users.
11.5 Documents and Information Available on this Website
Permission to use documents (such as press releases, datasheets, content, informational items and FAQs) from the Services or the Website is granted, provided that (1) the Copyright Policy above and this paragraph are included with such documents, (2) use of such documents from the Services or the Website is for your informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any documents are made. Use for any other purpose is expressly prohibited by law, and may result in severe civil and/or criminal penalties. Violators will be prosecuted to the maximum extent possible. Documents specified above do not include the design or layout of the Home Services Website or any other Home Services owned, operated, licensed or controlled site (the "Home Services Websites"). Elements of Home Services Websites are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any Home Services Website may be copied or retransmitted unless expressly permitted by Home Services.
11.6 Information you Provide to Home Services
You promise that all information you provide to Home Services will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or Home Services has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Home Services has the right to refuse any current or future use of the Home Services services (or any portion thereof) by you.
In the event that you provide Home Services with any feedback regarding the Home Services’ service or the Website, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Website ("Feedback"), you hereby assign to Home Services all rights in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.
11.7 Content Posted by You on the Website
You understand and agree that Home Services may review, edit, change and/or delete any User Content in its sole discretion. By posting User Content to any public area of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to Home Services, its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, royalty-free, fully paid, fully sublicensable, worldwide license to use, copy, perform, sell, rent, lease, display, reproduce, adapt, publish, translate, modify and distribute such information and User Content and to prepare derivative works of, or incorporate into other works, such information and User Content throughout the world in any media, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your User Content by Home Services will not infringe or violate the rights of any third party. You grant Home Services and sublicensees the right to use the name that you submit in connection with such content, if they choose. Home Services takes no responsibility and assumes no liability for any content posted by you, any User or third party. Please be aware that User Content you post to a public area of the Website will be visible to others, and you should avoid posting any personal information.
You are solely responsible for the User Content that you post on the Website or transmit to other Users. You will not post on the Website, or transmit to other Users, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive or illegal material, or any material that infringes or violates another party's rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). You will not provide inaccurate, misleading or false information to the Home Services or to any User. If information provided to Home Services, or another user, subsequently becomes inaccurate, misleading or false, you will promptly notify Home Services of such change.
The following is a partial list of the kind of User Content that is illegal or prohibited on the Website. Home Services reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Website and terminating the membership of persons suspected of such violations. It includes, but is not limited to, User Content that:
- is patently offensive to the online community, such as User Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
- promotes information that you know is false or misleading (including with respect to the identity of the party who will perform work or Services);
- promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
- contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
- provides material that exploits people under the age of majority in your jurisdiction of residence in a sexual or violent manner, or solicits personal information from anyone under the age of majority in your jurisdiction of residence;
- provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
- engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes; and
- violates federal, provincial and/or local consumer protection laws.
Your use of the Website, including but not limited to the User Content you post on the Website, must be in accordance with any and all applicable laws and regulations. All information you include in your account information must be accurate, current and complete. Home Services reserves the right to investigate and terminate your membership if you have misused the Services or the Website, or behaved in a way which could be regarded as inappropriate or unlawful or illegal.
You acknowledge that a violation of the foregoing User Content provisions could result in significant damages, and you agree that you are liable to Home Services for any such damages. We reserve the right to revoke your access to the Website and the Services at any time. With exception of information that is generally accessible to the public, all information about Local Pros is confidential and for your personal use only. If it is determined or suspected by Home Services in its sole discretion that you are misusing or attempting to misuse or circumvent the Home Services services or system, or are using or attempting to use them for any inappropriate, non-personal, or commercial purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, Home Services reserves the right, in its sole discretion, to immediately terminate your access without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.
11.8 Modifications to the Website and the Services
Home Services reserves the right at any time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) or the Services with or without notice. You agree that Home Services shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Website or the Services.
11.9 Blocking of IP Addresses
In order to protect the integrity of the Website, Home Services reserves the right at any time in its sole discretion to block Users from certain IP addresses from accessing the Website.
11.10 Privacy
Use of the Website and the Services is also governed by The Home Depot Privacy and Security Statement. Home Services may collect, use and disclose your personal information as described in The Home Depot Privacy and Security Statement and, additionally, as described in this Agreement, including in this section 11.10.
Upon submitting a Job Request via the Website, you will be prompted to disclose certain information about yourself and your service requirements. Home Services may share your personal information with Local Pros that allows them to provide an accurate response to your Job Request. The information we share is generally the information contained in the Job Request form, including your name, the type of service needed, when and where the service should be performed, a description of the service needed, and any photographs pertaining to the Job Request. When you accept a quote from a Local Pro, additional information will be shared, including personal information such as your name, phone number, email address, and street address of the job location.
Home Services, with your explicit opt-in, may publish a message to your Facebook Wall notifying your friends of your use of the Website or other application and soliciting their advice on which service provider to select for your job. In addition, with your explicit opt-in, Home Services may publish a message to your Facebook Wall if you provide input, recommendations, or advice on another service provider selection.
Home Services will use and display on the Website anonymous data records from information collected from your Job Request, including your first name and the nature of the services you requested in your city.
11.11 Disclaimers
Home Services is not responsible for any incorrect or inaccurate content posted on the Website or in connection with the Website or the Services, whether caused by Users of the Website or the Services, or by any of the equipment or programming associated with or utilized in the Website or the Services. Home Services is not responsible for the conduct, whether online or offline, of any Consumer, Local Pro or other third-party users of the Website or the Services. Home Services assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, User communications. Home Services is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to Users or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Website. Under no circumstances will Home Services or any of its affiliates, advertisers, promoters or distribution partners be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Home Services Websites or the Services, any content posted on the Website or transmitted to Users, or any interactions between Users of the Website or the Services, whether online or offline. The Home Services Websites and the Services are provided "AS-IS" and Home Services expressly disclaims any warranty or condition of fitness for a particular or general purpose or non-infringement. Home Services cannot guarantee and does not promise any specific results from use of the Home Services Websites or the Services.
In addition to the preceding paragraph and other provisions of this Agreement, any advice that may be posted on the Website is for informational and entertainment purposes only and is not intended to replace or substitute for any professional financial, medical, legal, or other advice. Home Services makes no representations, conditions or warranties and expressly disclaims any and all liability concerning any treatment, action by, or effect on any person following the information offered or provided within or through the Website. If you have specific concerns or a situation arises in which you require professional or medical advice, you should consult with an appropriately trained and qualified specialist.
11.12 Links
The Website may provide, or third parties may provide, links to other World Wide Web sites or resources, including, by way of example, the placement of a widget or live feed from a customer ratings website. Because Home Services has no control over such sites and resources, you acknowledge and agree that Home Services is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Home Services shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, goods or services available on or through any such site or resource.
12. Cancelling a Job Request
This Agreement will remain in full force and effect while you use the Website and/or are a Consumer of Home Services. You may terminate your Job Request at any time prior to a matched Local Pro contacting you. You have no obligation to enter into any agreement with a matched Local Pro once a Local Pro contacts you. Home Services may cancel your Job Request or terminate this Agreement at any time, with or without cause, at its sole discretion, by sending notice to you at the email address you provide in your Job Request, or such other email address as you may later provide to Home Services. Home Services is not required to provide you notice prior to terminating your Job Request. Home Services is not required, and may be prohibited, from disclosing a reason for the termination of your Job Request. Even after your Job Request is terminated, this Agreement will remain in effect.
13. Home Services Customer Care Representative
Home Services may provide assistance and guidance through customer care representatives. When communicating with our customer care representatives, you may not to be abusive, obscene, profane, offensive, sexist, threatening, harassing, racially offensive or otherwise behave inappropriately. If we feel that your behavior toward any of our customer care representatives or other employees is at any time threatening, offensive, or inappropriate in any way, and we reserve the right to immediately terminate your usage of the Services. You acknowledge and agree that Home Services may monitor and/or record any telephone calls between you and Home Services.
14. Choice of Law
You agree that this Agreement, your use of the Website and the Services shall be governed by, and interpreted in accordance with, the laws of the Province of Ontario and the federal laws of Canada applicable. By using the Website and the Services you expressly agree that any dispute regarding the interpretation of this Agreement, or otherwise arising out of this Agreement, the Services or the use of the Website, shall be governed by the laws of the Province of Ontario and the federal laws of Canada.
Consumers in Quebec agree that this Agreement, your use of the Website and the Services shall be governed by, and interpreted in accordance with, the laws of the Province of Quebec and the federal laws of Canada applicable. By using the Website and the Services you expressly agree that any dispute regarding the interpretation of this Agreement, or otherwise arising out of this Agreement, the Services or the use of the Website, shall be governed by the laws of the Province of Quebec and the federal laws of Canada.
15. Dispute Resolution
Any dispute, controversy or claim arising out of or relating to this Agreement, your use of the Services or your use of the Website (“Dispute”) shall be resolved in accordance with the terms and conditions set out in this section 15 . If a Dispute arises, you shall provide us with notice of the Dispute in writing by sending a letter to Home Depot of Canada Inc., 400-1 Concorde Gate, Toronto, Ontario, M3C4H9, Attention: Legal Department (“Notice of Dispute”) at least thirty (30) days before initiating one of the Dispute Resolution Methods, as defined below, so that we may make best efforts to cooperate in good faith to resolve the Dispute. For clarity, Dispute has the broadest possible meaning, and includes, without limitation, disputes based upon contract, tort, fraud and other intentional torts, agency, statute or constitution, regulation, ordinance, common law and equity (including any claim for injunctive or declaratory relief), and includes claims, counterclaims, cross-claims, and third-party claims, as well as disputes in the past, present, or future.
If the Dispute is not resolved within thirty (30) days of receipt by Home Depot of Canada Inc. of the Notice of Dispute, the Dispute shall be referred to one of the following dispute resolution methods: (a) the Small Claims Court of the Superior Court of Justice (“Court”), if the amount claimed is $25,000 or less, and otherwise falls within the Court’s jurisdiction; or (b) final and binding arbitration in accordance with the provisions of the Arbitration Act, 1991, S.O. 1991 c. 17 (Ontario) or any successor legislation enforced in the Province of Ontario (“Arbitration”), in the case of any other Dispute (collectively, the “Dispute Resolution Methods”).
Consumers in Quebec are governed by that province’s consumer protection legislation. The definition of “Court” for Consumers in Quebec shall be the Small Claims Division of the Court of Quebec if the amount claimed is $15,000 or less, and otherwise falls within either the jurisdiction of the Court of Quebec or the Superior Court of Quebec.
Where a Dispute is referred to Arbitration, the Arbitration shall be (a) seated and take place in Toronto, Ontario; (b) conducted in the English language by a sole arbitrator appointed by mutual agreement; and (c) carried out in accordance with the Expedited Arbitration Rules effective March 29, 2017 of the Canadian Arbitration Association.
Each party shall bear its own costs, fees, and expenses associated with any arbitration, except that the parties agree to split equally the costs and expenses of the arbitrator.
Any and all information exchanged and disclosed during the process of resolving a Dispute, including providing the Notice of Dispute, shall be kept private and confidential, save and except for information disclosed as part of the Court record. The Arbitration shall be conducted on a private and confidential basis.
16. Indemnification
Consumer agrees to indemnify, defend and hold harmless Home Services, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, agents, and other partners and employees, from and against any loss, liability, claim, demand or suit, including reasonable legal fees, resulting from or arising out of any act or omission of Consumer, except to the extent such loss is caused by Home Services’ sole negligence.
17. No Third Party Beneficiaries
Except as otherwise set forth expressly herein, nothing contained in this Agreement, express or implied, is intended to confer upon any person or entity, other than Home Services and the Consumer, any benefit, right or remedy.
18. SURVIVAL
The following provisions shall survive termination of the Agreement: Agreement with Local Pro, No Warranty or Endorsement, Interactions and Disputes with Local Pros, Release, No Warranties, Limitations of Liability, all provisions in the Content on Website section, Disclaimers, Jurisdiction and Choice of Law, Dispute Resolution, Indemnification, No Third Party Beneficiaries, and Survival.