TERMS OF SERVICE
Welcome, and thank you for your interest in Properly, Inc. (“Properly,” “we,” or “us”) and our website at www.getproperly.com, along with our mobile applications (“App”), related websites, networks, APIs, others applications, and other services provided by us (collectively, our “Platform”). These Terms of Service are a legally binding contract between you and Properly regarding your use of the Platform.
If you are not eligible, or do not agree to the Terms, then you do not have our permission to use the Platform and may not use it.
These Terms provide that the Platform is provided to you “as is” without warranties of any kind; that Properly’s liability to you is limited; and that all disputes between you and Properly will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except in limited situations). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review Section 30 for the details regarding your agreement to arbitrate any disputes with Properly.
- Properly Platform Overview. The Platform is a service that enables property owners and managers (“Hosts”) to create visual checklists of tasks that independent providers of cleaning services, maintenance services, and other on-site services (“Service Providers”) can use when performing such requested services (“Jobs”) for the Host at the Host’s property. The Platform is provided solely on a business-to-business basis, and is not available to consumers.
- Host/Service Provider Relationship.
- 2.1 Properly does not provide cleaning or other on-site services of any kind, nor does it employ any Service Providers. The Platform merely facilitates the exchange of information and payment between Hosts and Service Providers.
- 2.2 Once a Host posts a Job, and a Service Provider accepts the Job, the Platform will confirm to Host and Service Provider that the Job has been booked. Once a Job is booked, an agreement is formed directly between Host and Service Provider for the Service Provider to complete the Job. Hosts and Service Providers are entirely responsible for determining the terms and conditions governing any agreement that they form for providing and receiving services.
- 2.3 Properly cannot (and does not) assume any responsibility for the accuracy or reliability of any information provided by Hosts or Service Providers. Host and Service Provider information available on the Platform is primarily user generated, and Properly is under no obligation to vet any of the user-generated information for accuracy.
- 2.4 Properly cannot (and does not) vouch for either Hosts or Service Providers.
- 2.5 If you are a Service Provider, Properly cannot (and does not) vouch that:
- Hosts will pay you;
- the Host is who they say they are;
- you are safe on job site; or
- the Host is authorized to contract with you or employ you;
- 2.6 If you are a Host, Properly cannot (and does not) vouch that:
- any Job you post will be accepted by a Service Provider;
- any Service Provider is authorized to work or qualified to undertake the services; or
- it has verified the inputs that went into our algorithm for Reputation Scores and Matches are accurate. For example, if the Platform displays that a Service Provider has worked for five Hosts, that only means that five users registered as Hosts have sent checklists to the relevant Service Provider. Properly would not verify that those Hosts exist, that the Service Provider actually performed any work there, or that they were satisfied with the work performed.
- 6.1 Third-Party Payment Processor. Properly uses a third-party payment processor for all payment transactions. In order to make or receive payments on the Platform, you must sign up for payment account with Properly’s third-party payment processor, provide the relevant account information to Properly, and maintain such account in good standing. Your payment account with the third-party payment processor will be governed by an account agreement which is solely between you and the third-party payment processor. For clarity, Properly is not a party to that account agreement.
- 6.2 Currency. Payments made and received under these Terms will be denominated in the currency identified to you in the App, which will usually be the local currency of the country where the relevant Job is located.
- 6.3 Fees. Properly and its third-party payment processor collect fees for the use of certain Platform features and for payments made through the Platform. Before you pay any fees, you will have an opportunity to review the fees that you will be charged, such as before you post or accept a Job on the Platform. When you use paid features of the Platform, you agree to pay and you authorize Properly and its third-party payment processor to collect all the fees that were disclosed to you, either directly through your payment account with the third-party payment processor and/or by deducting or retaining such fees from amounts that are paid by or payable to you on the Platform or through the third-party payment processor. We may change our fees from time to time, but will disclose any such changes before they are applied to you. All fees are non-refundable.
- 6.4 Payment for Jobs. The Host establishes the price they will pay for each completed Job for which payment is made through the Platform. At the Host’s discretion, such payment may be different depending upon how the Service Provider completes and documents the Job. For example, Hosts may offer more payment for Jobs that are completed on time, or for which the Service Provider uploads images to the Platform showing that the Job was completed in accordance with Host’s instructions. Properly may provide information to the Host such as payment amounts recently offered by other Hosts in the same region, but the payment for each Job is decided solely by the Host.
- 6.5 Delinquent Accounts. If Properly is unable to collect any applicable fees from your account with our third-party payment processor, Properly may request such fees from you, and you agree to pay such fees to Properly within 10 days of Properly’s request.
- 9.1 User Content Generally. Certain features of the Platform may permit users to upload content to the Platform, including visual checklists, photographs, messages, reviews, video, audio, and other data and text (“User Content”) and to make such User Content available to other users of the Platform. For example, when performing a Job, Service Providers may upload photographs for the Host to view. You retain all copyrights and any other proprietary rights (excepting any licenses granted by these Terms) that you may hold in the User Content that you upload to the Platform.
- 9.2 Limited License Grant to Properly. When you ask us to provide your User Content to other users (for example, transmitting a Host’s visual checklist to a Service Provider, or a Service Provider’s photographs to a Host) we need you to grant us certain rights so that we can fulfil your requests. By uploading User Content to the Platform, you grant us a worldwide, non-exclusive, royalty-free, fully paid, transferable, sub-licensable (through multiple tiers), perpetual, irrevocable license to host, copy, transfer, display, perform, modify for display, and distribute your User Content, for the purpose of operating the Platform and providing your User Content to other users as you choose.
- 9.3 Limited License Grant to Other Users. If you are a Service Provider, and you upload one or more photographs taken while performing a Job for a Host, you grant that Host a worldwide, non-exclusive, royalty-free, fully paid, transferable, sub-licensable (through multiple tiers), perpetual, irrevocable license to exploit such photographs in any manner the Host chooses.
- 9.4 User Content Representations and Warranties. You are solely responsible for your User Content. By uploading User Content, you affirm, represent, and warrant that:
- a. you are the creator and owner of the User Content, or have the necessary rights, consents, and permissions to authorize Properly and users of the Platform to exercise the licenses you have granted in this section; and
- b. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Properly to violate any law or regulation.
- 10.1 use the Platform for any purpose except the purposes contemplated in these Terms;
- 10.2 use the Platform for any illegal purpose or in violation of any local, state, national, or international law;
- 10.3 violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right or right to privacy;
- 10.4 post, upload, or distribute any User Content or other content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
- 10.5 interfere with security-related features of the Platform;
- 10.6 interfere with the operation of the Platform or any user’s enjoyment of the Platform, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Platform; (c) attempting to collect personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Platform, or violating any regulation, policy, or procedure of any such network, equipment, or server;
- 10.7 perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, or accessing any other account on the Platform without permission;
- 10.8 use the Platform in violation of these Terms, including but not limited to the provisions of Section 3;
- 10.9 sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 22) or any right or ability to view, access, or use any Material; or
- 10.10 attempt to do any of the acts described in this Section 10, or assist or permit any person in engaging in any of the acts described in this Section 10.
- 11.1 No Guarantee or Endorsement. Properly has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Job, (ii) the truth or accuracy of any descriptions, ratings, reviews, or other User Content, or (iii) the performance or conduct of any Service Provider, Host or other third party, except as expressly set forth in this section. Properly does not endorse any Service Provider or any services they provide. Any references to a Service Provider being “verified” (or similar language) only indicate that the Service Provider has completed a verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by Properly about any user, including of the user’s identity or background or whether the user is trustworthy, safe or suitable.
- 11.2 Marketplace Satisfaction Guarantee. Jobs that are booked using the Marketplace feature of the Platform may include the Marketplace satisfaction guarantee: if the Job is not correctly completed to the Host’s satisfaction, the Host may enter a complaint through the Platform specifying the incorrect checklist items. If a Host enters such a complaint between the hours of 7 AM and 10 PM (in the time zone where the Job was performed) Properly will either have the incorrect checklist items corrected within three hours or will refund the relevant payment for the Job to the Host. Properly may, at its discretion and depending upon availability, either allow the original Service Provider to correct the incorrect checklist items or may obtain another Service Provider to do so. If Properly obtains another Service Provider to complete the incorrect checklist items, the replacement Service Provider may qualify for part or all of the payment for the Job and the original Service Provider may not be paid for the Job.
- 11.3 Following Up with Service Providers. In addition to the Marketplace satisfaction guarantee (when applicable) Properly also provides a feature on the Platform allowing Hosts to communicate directly with the Service Providers who perform the Host’s Jobs, including to ask questions or make follow-up requests regarding the Services. If the Host is still dissatisfied, the Platform also includes features allowing Hosts to review the performance of Service Providers and give feedback.
- 12.1 We may generate Reputation Scores and Matches using any algorithms, methods, and data we choose, including data we collect from your use of the Platform (including when you offer or perform Jobs) and feedback from other users of the Platform, and we are not required to reveal those algorithms, methods, and data. For more details on some of the factors currently taken into account in our algorithms please see the FAQ section of the App.
- 12.2 Reputation Scores and Matches generated by the App will be based on a relatively limited set of data and should be treated accordingly.
- 12.3 It is the nature of such user reputation, matching and feedback systems, and necessary to their usefulness, that some users will have better or worse Reputation Scores and generate more or fewer Matches than other users. For that reason, we may display Reputation Scores and/or Matches in connection with your account, user name, and activity on the Platform, and we are not required to change, remove, modify or conceal your Reputation Scores and/or Matches, even if you so request, and even if you are dissatisfied with your Reputation Scores and/or Matches.
- 12.4 The existence and display of Reputation Scores or Matches are in no way meant to indicate an assertion by Properly of the identity, validity, quality, competence, reliability, or any other characteristic of the Host or Service Provider in question. Properly does not represent the correctness of the Reputation Scores and Matches. Without limiting the generality of the foregoing, Properly does not represent that it conducts personal interviews, background checks, or other investigations when determining Reputation Scores and Matches.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM, AND ANY CONTENT AVAILABLE THROUGH THE PLATFORM, IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. THE PROPERLY ENTITIES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS,IMPLIED, OR STATUTORY, RELATING TO THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, SATISFACTORY QUALITY, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE PROPERLY ENTITIES DO NOT WARRANT THAT THE PLATFORM OR ANY PORTION OF THE PLATFORM, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE PLATFORM, WILL BE UNINTERRUPTED, SECURE, RELIABLE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PLATFORM OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM WILL CREATE ANY WARRANTY REGARDING ANY OF THE PROPERLY ENTITIES OR THE PLATFORM THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE PLATFORM, YOUR DEALING WITH ANY OTHER PLATFORM USER, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM. YOU USE THE PLATFORM AT YOUR OWN DISCRETION AND RISK, AND ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER OR MOBILE DEVICE) OR LOSS OF DATA THAT RESULTS FROM THE USE OF THE PLATFORM.
SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
IN NO EVENT WILL THE PROPERLY ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PLATFORM OR ANY MATERIALS OR CONTENT ON THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY PROPERLY ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
THE AGGREGATE LIABILITY OF THE PROPERLY ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE PLATFORM OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) ONE HUNDRED UNITED STATES DOLLARS OR (B) THE AMOUNT YOU HAVE PAID TO PROPERLY FOR ACCESS TO AND USE OF THE PLATFORM IN THE 12 MONTHS PRIOR TO THE EVENTS OR CIRCUMSTANCES GIVING RISE TO CLAIM.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES ALLOCATES THE RISKS BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND BUT FOR THIS ALLOCATION, THE PLATFORM WOULD NOT BE PROVIDED TO YOU ON THE SAME TERMS. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 27 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
- 28.1 New South Wales, Australia, if you are accessing and using the Platform primarily in Australia;
- 28.2 the State of Delaware in the United States of America, if you are accessing and using the Platform primarily in the United States of America; and
- 28.3 New Zealand, if you are accessing and using the Platform primarily in any jurisdiction other than Australia or the United States of America.
- 28.4 If a lawsuit or court proceeding is permitted under these Terms despite Section 30, then you and Properly agree to submit to the personal and exclusive jurisdiction of the courts located in New South Wales, Australia, San Francisco, California, or New Zealand (respectively) as the exclusive forum for the resolution of such lawsuit or court proceeding. We operate the Platform from our offices in California, and we make no representation that Materials included in the Platform are appropriate or available for use in other locations outside California.
- 30.1 Generally. In the interest of resolving disputes between you and Properly in the most expedient and cost effective manner, you and Properly agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND PROPERLY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
- 30.2 Exceptions. Despite the provisions of Section 30.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
- 30.3 Notice and good faith resolution. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified mail or by an internationally recognized courier service, in each case with all postage and delivery fees paid and a delivery confirmation required, or, only if such other party has not provided a current physical address, then by electronic mail (“Notice”). Properly’s address for Notice is: Properly, Inc., 5214F Diamond Heights Blvd #356, San Francisco, CA 94131-2175, USA. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Properly may commence an arbitration proceeding.
- 30.4 Process. Where a party seeks to commence an arbitration proceeding pursuant to Section 30:
- and the Platform is provided in Australia: it will be resolved by arbitration under the dispute shall be resolved in accordance with the Australian Centre for International Commercial Arbitration (“ACICA”) Arbitration Rules. The seat of arbitration shall be Sydney, Australia. The language of the arbitration shall be English. The number of arbitrators shall be one. If the parties are unable to agree on the appointment of an arbitrator, one shall be appointed by the President of the ACICA. During such arbitration, both parties may be represented by a duly qualified legal practitioner
- and the Platform is provided in the United States of America: it will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Properly; and
- and the Platform is provided elsewhere in the World (including New Zealand): it will be resolved by arbitration under the Arbitration Act 1996 (New Zealand). If the parties are unable to agree on the appointment of an arbitrator, one shall be appointed by the President of the New Zealand Law Society. During such arbitration, both parties may be represented by a duly qualified legal practitioner. A party to arbitration under this Agreement may appeal to the High Court on any question of law arising out of an award, and any matter relating to the construction of this Agreement shall be considered a question of law.
- 30.5 No Class Actions. YOU AND PROPERLY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Properly agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
- 30.6 Enforceability. If Section 28.5 is found to be unenforceable or if the entirety of this Section 27is found to be unenforceable, then the entirety of this Section 28 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 26 will govern any action arising out of or related to these Terms.
The terms set forth in this Exhibit A relate to the Remote Inspection feature available on the Platform.
- Overview and Definition. “Remote Inspection” is a feature of the Platform in which Properly reviews certain Job-related information entered by Service Providers on the Platform, evaluates such information according to objective criteria and standards established by the Host for such Job, and then provides feedback to such Service Provider, if appropriate, and reports the evaluation results to the Host.
- Jobs and Evaluation Criteria. Host will use the functionality provided by the Platform to enter information regarding Jobs for which Remote Inspection is desired including the objective criteria that Properly should use when reviewing the performance of Service Providers undertaking such Jobs (“Evaluation Criteria”).
- Monitoring and Evaluation. When Service Provider enters information about the completion of a Job such as reporting arrival and/or departure time, submitting verification images, or checking off tasks as completed, Properly will promptly evaluate such information in light of the Evaluation Criteria to determine if any follow-up action is required.
- Follow-Up Action. Properly will take follow-up action if certain Evaluation Criteria are not met. Such follow-up action may include contacting Service Provider with suggestions for corrective steps to satisfy the Evaluation Criteria, contacting Host with an alert, or other remedial actions.
- Reports. Properly will report to Host whether Evaluation Criteria are met. If the Evaluation Criteria were not met, such report will include a description of the follow-up actions that were taken, and will provide verification images that show whether the Evaluation Criteria were met after such follow-up action.
- Fees. Use of Remote Inspection requires payment of fees to Properly as further set forth in Section 6 of the Terms. Before you incur any fees, you will have an opportunity to review the fees that you will be charged. Fees may be disclosed to you on the Platform, such as when you post or accept a Job, or by email or other reasonable method.
PERFORMANCEPAY (PAYMENT FACILITATION)
PERFORMANCEPAY (PAYMENT FACILITATION)
The terms set forth in this Exhibit B relate to the PerformancePay feature available on the Platform.
- Overview and Definition. “PerformancePay” is a feature of the Platform in which Properly (i) facilitates certain payments made by Host to Service Providers and (ii) when so directed by Host, varies such payment according to criteria provide by Host and information collected by the Platform regarding Service Providers’ performance of relevant Jobs.
- Jobs and Evaluation Criteria. Host will use the functionality provided by the Platform to enter information regarding Jobs for which PerformancePay functionality is desired. Information to be provided includes base payment amounts, available performance bonuses, and the objective criteria that Properly should use when reviewing the performance of Service Providers undertaking such Jobs and assessing their eligibility for such base amounts and bonuses (“Evaluation Criteria”) which Properly may use to calculate the total amount of money Host wishes to pay to Service Provider for completing each such Job.
- Monitoring and Evaluation. When Service Provider enters information about the completion of a Job such as reporting arrival and/or departure time, submitting verification images, or checking off tasks as completed, Properly will promptly evaluate such information in light of the Evaluation Criteria provided by Host to determine the amount of money payable to Service Provider for completion of such Job (“Payment”).
- Payment Alerts. After calculating Payment for a Job, Properly will inform Host in any manner mutually agreed upon by the parties (such as via the Platform, by email, or by text message) that the Job has been reported completed by the Service Provider and the amount of Payment that has been calculated (a “Payment Alert”).
- Nonpayment Instructions. If Host believes that the Payment calculated by Properly is incorrect or otherwise wishes to prevent a Payment to a Service Provider, Host may within 24 hours of such Payment Alert issue an instruction through the Platform or by other means designated by Properly, if any, directing Properly not to make such Payment (a “Nonpayment Instruction”).
- Facilitation of Payment. Unless Host timely enters a Nonpayment Instruction, Properly will direct Properly’s third-party payment processor to (i) make the Payment to the Service Provider for performance of such Job and (ii) deduct an amount from the Host’s account with the payment processor that is equal to such Payment plus any applicable fees.
- Fees. Use of PerformancePay functionality requires payment of fees to Properly as further set forth in Section 6 of the Terms. Before you incur any fees, you will have an opportunity to review the fees that you will be charged. Fees may be disclosed to you on the Platform, such as when you post or accept a Job, or by email or other reasonable method.