Kurudy

Kurudy Inc. Terms and Conditions

USE OF THE KURUDY INC. MARKETPLACE, SITES, AND APPS CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS

Last Updated: 12.12.2024

Please read these Terms of Service carefully before using Kurudy Inc's or any Partner's Website (the “Website”) and/or Mobile Application (the “App”) (collectively, the “Kurudy Marketplace”), and the services available through the Website or Kurudy Inc's App (the “Services”). By accessing or using the Kurudy Marketplace or any Services, you agree to these terms and conditions. You should review these terms regularly as they may change at our sole discretion. If you disagree with any of the terms, you should not access or use the Kurudy Marketplace. Your continued use of the Kurudy Marketplace and any Services means you accept and agree to be bound by the modified Terms of Service.

This Kurudy Marketplace helps you identify qualified Third-Party Service Providers for your home or business service needs (“On-Demand Services”). Our Marketplace serves as a convenience to assist you in contacting local Service Providers and receiving quotes. Although you may access our services via a link from a Partner, neither we nor the Partner guarantee the qualifications or quality of any Service Provider. It is your responsibility to select, negotiate, and contract with any Service Providers featured on the Kurudy Marketplace.

Disclaimer of Warranties

By providing access to our Content, neither we nor the Partner warrant or represent that:

Any particular Service Provider is the most qualified to perform and services.
Any statements made by a Service Provider are true.
The pricing quoted by a Service Provider is competitive.
The Content is accurate, complete, or up-to-date.
We have a duty to update any Content.
The Content is free from technical inaccuracies or errors.
Your access to the Kurudy Marketplace will be free from interruptions, errors, computer viruses, or other harmful components.

Our features, such as the solar calculator, ruler, and load calculator ("Toolbox"), are for informational purposes only. The Toolbox is not a warranty, guarantee, or prediction of performance, reliability, or suitability for any purpose.

Kurudy expressly disclaims any and all representations and warranties, express or implied, regarding the accuracy, completeness, or usefulness of the Toolbox. It is provided "as is" and "as available," without any representations or warranties of any kind. You should consider a wide range of information and perform your own independent analysis when evaluating Service Providers.

Decisions based on the Toolbox are your sole responsibility. Kurudy shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of or related to the use of the Toolbox, whether in an action of contract, tort, or otherwise, even if Kurudy has been advised of the possibility of such damages.

By using the Toolbox, you acknowledge and agree that any decision made based on the Toolbox is at your sole risk. Kurudy reserves the right to modify or discontinue the Toolbox at any time without notice.

On-Demand Services

Kurudy is not a contractor and does not provide contracting services. The average pricing displayed on our Marketplace is sourced from external Service Providers for informational purposes. These prices are neither fixed nor final and may change based on a physical assessment conducted by Service Providers. Kurudy makes no warranty regarding the accuracy or reliability of the pricing information provided by the Service Providers. You are responsible for verifying the information and should obtain direct quotations from Service Providers before making any commitments. You agree that by accepting and clicking "Accept" of the Service Provider's quotation, you are entering into a contract directly with that service provider, with Kurudy acting as a Marketplace for this purpose.

Price Changes: Prices (provided as a Quotation or Estimate) are subject to change to reflect the prices in effect at the time of delivery. Service Providers reserve the right to correct prices due to clerical errors, errors of omission, or adjustments needed after assessing the site. In the event of a price increase, the Consumer will be notified and allowed to confirm the change.

Content: For the purposes of this agreement, “Content” refers to documents, images, graphics, logos, design, audio, video, and any other information provided from or on this Kurudy Marketplace, including the identity, contact information, and related content and/or links posted by any of the Service Providers presented on this Kurudy Marketplace.

NOT LICENSED CONTRACTORS: Kurudy Inc. is not a licensed contractor. You are solely responsible for the Service Provider you hire. We do not oversee the and service provided by Service Providers and are not liable for their performance. Certain Service Providers may appear on our Marketplace after meeting criteria set by us or our Partner, but neither we nor the Partners endorse or are liable for any Service Provider or their claims, Content, data, advertising, goods, or services.

Even though we may process payments from you or on behalf of a Partner or vehicle finance company, we are not the Service Provider and are not responsible for their work. Your selection of a Service Provider, as well as your dealings with them, are solely between you and the Service Provider. You should make your own investigations and use whatever resources you deem necessary before hiring a Service Provider. Please read our Disclaimers and Limits of Liability carefully.

Limitations of Liability

We provide our Kurudy Marketplace “as is” and disclaim all warranties and liability regarding the and service services. Our content is provided “as is” and “as available” without warranties of any kind, either express or implied. We disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose.

Neither we nor the Partners assume any liability related to your use of the Kurudy Marketplace or the services of any Service Provider. You use our Kurudy Marketplace at your own risk. Under no circumstances, including negligence or breach of warranties, shall we or our officers, directors, shareholders, or Partners (“Released Parties”) be liable for any claims, demands, losses, liability, lawsuits, liens, judgments, taxes, fees, costs, and/or expenses (including reasonable attorneys' fees, costs, and expenses) (collectively “Damages”), whether direct or indirect, special, incidental, or consequential. This includes, without limitation, Damages caused by or related to:

Any and service or delay or failure in and service.
Failure of any party to appear.
Services that need to be rescheduled, extend longer than originally quoted, or cost more than originally quoted or contracted.
Claims for injury or death, loss or damage to property, loss of use, loss of data, or loss of profit arising from using your property or system, or inability to use this Kurudy Marketplace or the services.
Costs of any equipment damaged by a Service Provider.
Conduct or statements made by any Service Provider, whether intentional, negligent, or otherwise.
Adherence or lack of adherence to building codes or other laws governing the services, even if one of our representatives has been advised of the possibility of your Damages.

Neither we nor the Partners are liable for criminal, tortious, or negligent actions or omissions of any Kurudy Marketplace user, including Service Providers. In no event will we or any of our directors, officers, affiliates, agents, employees, or Partners (“Released Parties”) be held liable for any negligent, tortious, or illegal conduct of Service Providers or other Kurudy Marketplace users.

Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. In such jurisdictions, our liability is limited to the greatest extent permitted by law. With respect to direct damages related to these Terms of Service, liability for such damages shall not exceed one hundred ($100.00) dollars in the aggregate.

You waive the right to bring or assert any claim against any Released Party relating to any interactions or dealings with any Service Provider, and you hereby release all Released Parties from any and all liability for or relating to any interactions or dealings with Service Providers.

Accessing the Kurudy Marketplace

As a condition of your use of the Kurudy Marketplace, you agree to:

Provide Accurate Information: Provide true, accurate, current, and complete information when registering for or using the Kurudy Marketplace and any available Services, and update and maintain the accuracy of such information.
Use for Personal Purposes Only: You are granted a nonexclusive, nontransferable, non-sublicensable right to access and use the Kurudy Marketplace and any available Services for your personal use. You agree not to reproduce, duplicate, copy, sell, resell, modify, distribute, transmit, or otherwise exploit the Kurudy Marketplace or Services or any of its Content for any purpose except for your personal use and as described in these Terms of Service.

Information You Provide

We do not want to receive confidential or proprietary information from you through our Kurudy Marketplace. Only transmit information necessary for contacting a Service Provider from whom you wish to receive a quotation or contact you directly. If you transmit or post any material, data, information, or idea on our Kurudy Marketplace, it will be shared with the Service Providers with whom you are interacting. This includes any Personally Identifiable Information (“PII”) you provide. For more information on how we handle PII, please see our Privacy Policy. Regarding content that is not your PII (“User Content”), you agree that:

You grant us a royalty-free, perpetual, irrevocable, worldwide, nonexclusive, transferable, and sublicensable license to use, reproduce, adapt, modify, publicly display, create derivative works from, and incorporate into other works any User Content. This license cannot be terminated once submitted to the Kurudy Marketplace.
If features for reviews and ratings are enabled, you are solely responsible for your reviews and ratings, which must be based on your actual first-hand experiences with the Service Provider(s) you are reviewing.
Your reviews and ratings will be accurate, honest, truthful, and complete in all respects.
CYou will not post or transmit any unlawful, threatening, libelous, defamatory, obscene, inflammatory, pornographic, or profane material, or any other content that could give rise to any civil or criminal liability under the law.
You have not received compensation to post reviews and ratings.
CWe may determine whether any User Content complies with the Code of Conduct and whether to remove or not remove reviews and ratings in accordance with the Code of Conduct.

Artificial Intelligence Use and Consent

We use AI models to address your queries. Services like ChatGPT generate responses by predicting the words most likely to appear next. These may not always be factually accurate. Do not rely solely on AI output for factual accuracy. We may not be able to correct inaccuracies in every instance.

If you provide sensitive information in conversations with an AI model, you consent to our use of it for the purposes set out in the Privacy Policy. If you do not want us to process your sensitive information, do not provide it. You can ask us to delete your data in some circumstances. We may anonymize your personal data for research or statistical purposes, using it indefinitely without further notice.

By utilizing our AI-powered administrative services—including calling, emailing, texting, and other actions within our system and/or on your behalf—you expressly consent to allow the AI to be trained on services and actions related to your account, which may involve processing and analyzing your account data to enhance our AI systems. You acknowledge and agree that we do not guarantee the accuracy, completeness, or reliability of the AI's outputs or actions; the AI services are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied. Under no circumstances shall we be liable for any direct, indirect, incidental, special, consequential, or exemplary damages resulting from the use of the AI services, even if advised of the possibility of such damages. You are responsible for reviewing and verifying any communications or actions performed by the AI on your behalf, and any reliance on the AI's outputs is at your own risk. By continuing to use these features, you confirm that you have read, understood, and agreed to be bound by this Artificial Intelligence Use and Consent clause.

Code of Conduct

While using the Kurudy Marketplace, you agree not to:

Violate these Terms of Service or any applicable local, state, national, or international law.
Use the Kurudy Marketplace in any manner that violates the law or infringes on third-party rights, including transmitting any Content that may infringe on intellectual property rights.
Use the Kurudy Marketplace or its Content for unauthorized purposes, including submitting or transmitting advertisements, promotional materials, junk mail, or solicitation.
Harass, threaten, impersonate, or mislead others regarding your identity.
Knowingly provide or submit false or misleading information.
Attempt to gain unauthorized access to the Kurudy Marketplace, other user accounts, or other computer systems.
Transmit materials that are encrypted or contain viruses, Trojan horses, or other harmful routines.
Probe, scan, or test the vulnerability of the Kurudy Marketplace, nor breach its security.
Users are strictly prohibited from using our marketplace to send, share, or distribute any sexual material. This includes, but is not limited to, explicit images, videos, messages, or any content of a sexual nature.
Any content involving minors in any sexual context is forbidden. This includes any depiction, description, or suggestion of minors in inappropriate situations.

Responsibility for Third-Party Content

We may provide links to other sites maintained by third parties or third-party content on our Kurudy Marketplace. These links are for your convenience and information only. We are not responsible for the content on linked sites. Accessing third-party sites linked to our Kurudy Marketplace is at your own risk. It is your responsibility to ensure that the third-party site is free of harmful components.

Endorsement of Third Parties

We reserve the right to terminate a link to a third-party site at any time. Providing a link to a third-party site does not mean we endorse, authorize, or sponsor that site. We are not affiliated with the third-party site's owners or sponsors.

If a third party links to our site, it does not imply our endorsement, authorization, sponsorship, affiliation, joint venture, or partnership. We are not necessarily aware of third-party links to our site. Sites linking to our Kurudy Marketplace should:

Link to, but not replicate, our Content.
Not create a browser, border environment, or frame our Content.
Not imply endorsement by us.
Not misrepresent its relationship with us.
Not present false information about our products or services.
Not contain distasteful, offensive, or controversial content.

Restrictions on Your Use

Our Kurudy Marketplace and its Content are owned and operated by us. The Content is copyrighted and protected by U.S. and worldwide copyright laws and treaty provisions. All rights, titles, and interests in these intellectual properties, including the software and services Marketplace, are exclusively owned by Kurudy Inc.

No Content from www.Kurudy.com or any other Kurudy Marketplace may be copied, reproduced, modified, uploaded, posted, transmitted, or distributed in any way without permission. The exceptions to these restrictions are:

You obtain written permission from us to waive these restrictions.
You may download one copy of the content on a single computer for informational, non-commercial, and personal use only, provided you keep intact all copyright and proprietary notices.

Violation of these restrictions is prohibited by law. If you violate these restrictions, you may face civil and criminal penalties. Permission to waive these restrictions terminates automatically if you breach any terms or conditions. Upon termination, you must immediately destroy any downloaded materials.

The following is a non-exclusive list of registered and non-registered service marks of Kurudy Inc or its subsidiaries: Kurudy Inc and the Kurudy Inc Logo. The absence of a name, logo, or design on the list does not constitute a waiver of Kurudy Inc's rights to intellectual property in product or service names, logos, or designs.

Use of Service Marks

The service marks and logos of Kurudy Inc and our affiliates and Partners are registered and unregistered trademarks. Nothing on this Kurudy Marketplace should be construed as granting any license or right to use these trademarks without written permission. Requests to use trademarks owned by other companies should be directed to those companies. We aggressively enforce our intellectual property rights. The name of Kurudy Inc, our logo, or any trademarks of our affiliates and Partners may not be used without prior written permission. You are not authorized to use our logo as a hyperlink to our Kurudy Marketplace without written permission.

Use of Service Marks

Compliance with Local Laws

The Kurudy Marketplace is controlled by us from our offices in the United States. We make no representation that Content or materials on the site are appropriate or available for use in other jurisdictions. Accessing this site from other jurisdictions is at your own initiative, and you are responsible for compliance with applicable local laws. You may not use or export the materials in violation of U.S. export laws and regulations.

The materials on the Kurudy Marketplace are subject to the United States Export Administration Laws and Regulations. Diversion of such materials contrary to United States law is prohibited. You shall comply strictly with all United States export laws and assume sole responsibility for obtaining licenses to export or re-export as required.

Handling Copyright Claims

You are responsible for ensuring that User Content you post does not infringe on the rights of any copyright owned by another person or entity. We will promptly remove materials in accordance with the Digital Millennium Copyright Act (“DMCA”) if we are notified of infringement. If you posted the Content, you will be notified and may face account termination and/or a demand to indemnify us for claims from your infringing post.

If you believe your copyrighted materials have been improperly posted or used on the Kurudy Marketplace, provide us with notification containing the following:

Identify in sufficient detail the copyrighted work(s) you believe have been infringed.
Provide information reasonably sufficient to locate the Work.
Provide a method of contacting you (phone number and email address preferred).
Provide information to notify the user(s) who posted the Content that allegedly contains the infringing Work. (Screenshots or other materials are optional but helpful.)
Include the statement: “I have a good faith belief that the use of the copyrighted materials described above and contained on the service is not authorized by the copyright owner, its agent, or by protection of law.”
Include the statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.” You must Sign the notification.

Mail the notification to our designated Copyright Agent at Kurudy Inc:

Kurudy Inc.
Attn: Copyright Agent
1420 Washington Blvd
Suite 301
Detroit, Michigan 48226

TO FILE A COUNTER-NOTIFICATION:

If you believe that a complaint made against any Works posted by you is not the subject of a valid copyright Takedown Notice, and that such material was mistakenly removed, you can provide us with a notification containing all the following information:

List any items, whether copyright or not (“Item”), that were removed by us, and the location(s) the Item appeared before it was removed. Please identify the object in sufficient detail for us to determine its prior location.
Provide your name, address, telephone number, and email address (if available).
State that you consent to the jurisdiction of the Federal District Court for the judicial district in which you reside (or the Central District of California, if your address is outside of the United States).
State that you will accept service of process from the person who provided notification to us of the alleged infringement or an agent of such a person.
State the following: “I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.”
Sign the notification.

This notification must be mailed to our designated Copyright Agent at Kurudy Inc, at the address above. Upon receiving a valid counter-notification, we generally restore the Content in question, unless it is Content that would normally have been deleted under these terms. If we receive notice from the person providing the original notification that a legal action has been filed seeking a court order to restrain the alleged infringement, we will remove the Work until we receive notice of a dispositive resolution of the issue.

We will also provide counter-notifications to the person making the DMCA claim. Regardless of whether or not we reinstate the Work in question, the person making the claim may elect to file a lawsuit against you for copyright infringement.

Indemnification

By accessing this Kurudy Marketplace and/or using the Services, you agree to indemnify, defend, and hold harmless Kurudy Inc, its officers, directors, employees, agents, licensors, suppliers, Partners, and any third-party information providers (“Indemnified Parties”) from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees (“Claims”), resulting from or related to (a) any violation of these Terms of Service by you; (b) User Content submitted by you; and (c) the services you received from any Service Provider. Kurudy Inc shall have sole control of the defense of any such Claim.

Third-Party Rights

Some provisions of these Terms of Service benefit Kurudy Inc and its officers, directors, employees, agents, licensors, suppliers, and Partners. You acknowledge that each of these individuals or entities, including any party designated as a Released Party or Indemnified Party, shall have the right to assert and enforce those provisions directly against you on its own behalf, and such parties shall be intended third-party beneficiaries of these Terms of Service.

Termination

These Terms of Service may be terminated by either party without notice at any time for any reason, provided that you may no longer use our Kurudy Marketplace after you have terminated these Terms of Service. Any term that should survive termination to give proper effect to these Terms of Service's intent will survive any termination.

Notices

By using the Kurudy Marketplace, you consent to receive electronic communications from us via email or directly to your account, and you agree that any such communications satisfy any legal requirement to make such communications in writing. You also agree that we may communicate any notices to you under these Terms of Service through electronic mail, regular mail, or by posting the notices on the Kurudy Marketplace. All notices to us will be provided by either sending (i) an email to [support@Kurudy.com] or (ii) a letter, first-class certified mail, to [Kurudy Inc, 1420 Washington Blvd, Suite 301, Detroit, Michigan 48226; Attn: User Services]. Notices sent by mail will be deemed delivered upon the earlier of verification of delivery or two (2) business days after being sent.

Applicable Law

Any claims relating to our Kurudy Marketplace, the Services you receive, and its Content shall be governed by the laws of the State of California without giving effect to any principles of conflicts of laws. You agree that any legal action or proceeding between us for any purpose concerning these Terms of Service or the parties' obligations shall be brought exclusively in arbitration in accordance with the “Mandatory Arbitration and Class Action Waiver” section as set out below. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Kurudy Marketplace or these Terms of Service shall be filed within one (1) year after such claim or cause of action arose or will forever be barred. If any provision of the Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms of Service shall otherwise remain in full force and effect and enforceable.

Mandatory Arbitration and Class Action Waiver

We both agree that any dispute, claim, or controversy between you and Kurudy Inc arising in connection with or relating in any way to the Kurudy Marketplace, the Services, or these Terms of Service, or to your relationship with Kurudy Inc or any of our Partners as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Services or these Terms of Service) will be determined by mandatory binding individual (not class) arbitration before a single arbitrator. We both agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the Mandatory Arbitration provisions in these Terms of Service or the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court, except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration.

BOTH YOU AND KURUDY INC 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 ACTION. Unless both of us agree, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.

Efforts to Resolve a Claim Before Commencing Arbitration

A party who intends to seek arbitration must first send a written notice of the dispute to the other by certified mail, Federal Express, UPS, or Express Mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Notice”). Our address for Notice is: [Kurudy Inc, ATTN: General Counsel, 1420 Washington Blvd, Suite 301, Detroit, Michigan 48226]. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought (“Demand”). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, either one of us may commence an arbitration proceeding.

How Arbitration Is Commenced and Administered

Once the procedure as set out hereunder has been satisfied or the time has expired, either you or we may start arbitration proceedings. Any arbitration between us will take place under the Consumer Arbitration Rules of the American Arbitration Association (“AAA”) then in force (the “AAA Rules”), as modified by this Arbitration Agreement. You and we both agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. We can also help put you in touch with the AAA. All documents and information disclosed during the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for the purposes of the arbitration or the enforcement of the arbitrator's decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.

Where the Arbitration Would Take Place

Subject to the “Who Pays for the Arbitration” section below, any arbitration hearings will take place in the county (or parish) of your billing address, or the closest location in which the AAA is able to administer the arbitration. If the claim is for $25,000 or less, you may choose whether the arbitration will be conducted (1) solely based on documents submitted to the arbitrator; (2) through a non-appearance-based telephonic hearing; or (3) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address.

Who Pays for the Arbitration

If you choose to file an arbitration proceeding and you are required to pay a filing fee, we will reimburse you for that filing fee unless your claim is for greater than US $25,000, in which case you will be responsible for the filing fee. We will pay any other arbitration fees, including your share of arbitrator compensation, unless otherwise required by AAA rules or court order. Regardless of the way the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. If we are the prevailing party, you will reimburse us for any arbitration costs or fees we paid on your behalf. Except as part of an indemnity obligation which expressly recites the recovery of attorneys' fees set forth in these Terms of Service, each party shall bear its own attorneys' fees.

Enforceable Terms

A motion to compel arbitration may be brought by either party in any court in any jurisdiction or venue in which an action has been filed. If the arbitration provisions set forth hereunder are invalidated in whole or in part, the parties agree to the following provisions in lieu of arbitration: The exclusive jurisdiction and venue shall be the federal or state court in Orange County, California, and we both hereby agree and consent to such exclusive jurisdiction to resolve any dispute, claim, or controversy related to these Terms of Service in such jurisdiction and venue. You waive any defense of lack of personal jurisdiction or improper venue or forum non conveniens to a claim brought in such court; provided, however, that we may elect, in our sole discretion, to litigate the action in the county or state where any breach by you occurred or where you can be found. No action may consolidate more than your individual claims, and you waive the right to have any court preside over any form of a representative or class proceeding. You agree to limit any relief sought with the court to only your claims as the individual party seeking relief and only to the extent necessary to provide relief warranted by your individual claim.

Miscellaneous Terms and Conditions

These Terms of Service and other agreements, rules, and policies incorporated by reference into these Terms of Service, including, without limitation, the Privacy Policy, constitute the entire agreement between us and supersede any prior or contemporaneous negotiations, discussions, or agreements, whether written or oral, between you and Kurudy Inc regarding the subject matter contained in these Terms of Service. Additional terms and conditions may exist between you and third parties, including but not limited to Service Providers. These Terms of Service are not assignable, transferable, or sublicensable by you except with our prior written consent. We may transfer, assign, or delegate this agreement and all rights and obligations hereunder without consent. No joint venture, partnership, employment, or agency relationship exists between us because of these Terms of Service or use of the Kurudy Marketplace. Our failure to insist upon or enforce strict performance of any provision of these Terms of Service shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms of Service.

You are expressly prohibited from circumventing our Marketplace. Specifically, you shall not share any means of direct contact outside of Kurudy prior to agreeing to a service contract. This includes, but is not limited to, adding contact details to job posts, profiles, communications, or any other content. Exceptions to this policy apply to Enterprise Solution clients.

You are strictly prohibited from sending, transmitting, or distributing any illicit content through Kurudy. Illicit content includes, but is not limited to, any materials that are illegal, obscene, defamatory, threatening, or infringe upon the rights of others. Violating this policy may result in immediate suspension or termination of your account.

SERVICE AGREEMENT

AN AGREEMENT TAKES EFFECT WHEN YOU CLICK THE "I ACCEPT" BUTTON. BY CLICKING ON THE "I ACCEPT" BUTTON, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS NOTE FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE SELECT THE "I DECLINE” BUTTON BELOW.

1. Applicability

hese terms and conditions for services (these "Terms") are the only terms that govern the provision of services by ("Service Provider") and ("Customer").
The accompanying statement of work (the "Statement of Work") and this service agreement (collectively, this "Agreement") comprise the entire agreement between the parties and supersede all prior or contemporaneous understandings, agreements, negotiations, representations, and warranties, and communications, both written and oral. In the event of any conflict between these Terms and the Statement of Work, the Statement of Work shall govern.
These Terms prevail over any of Customer's general terms and conditions regardless of whether or when Customer has submitted its request for proposal, order, or such terms. Provision of services to Customer does not constitute acceptance of any of Customer's terms and conditions and does not serve to modify or amend these Terms.

2. Services

Service Provider shall provide the services to Customer as described in the Statement of Work (the "Services") in accordance with these Terms.

3. Performance Dates

Service Provider shall use reasonable efforts to meet any performance dates specified in the Statement of Work, and any such dates shall be estimates only.

4. Customer's Obligations

Customer shall:

Cooperate with Service Provider in all matters relating to the Services and provide such access to Customer's premises, office accommodation, and other facilities as may reasonably be requested by Service Provider, for the purposes of performing the Services.
Respond promptly to any Service Provider request to provide direction, information, approvals, authorizations, or decisions that are reasonably necessary for the Service Provider to perform Services in accordance with the requirements of this Agreement.
Provide such Customer materials or information as Service Provider may request and Customer considers reasonably necessary to carry out the Services in a timely manner and ensure that such Customer materials or information are complete and accurate in all material respects.
Obtain and maintain all necessary licenses and consents and comply with all applicable laws in relation to the Services before the date on which the Services are to start.

5. Customer's Acts or Omissions

If Service Provider's performance of its obligations under this Agreement is prevented or delayed by any act or omission of Customer or its agents, subcontractors, consultants, or employees, Service Provider shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Customer, in each case, to the extent arising directly or indirectly from such prevention or delay.

6. Change Orders and Adjustments

If either party wishes to change the scope or performance of the Services, it shall submit details of the requested change to the other party in writing. Service Provider shall, within a reasonable time after such a request, provide a written estimate to Customer of:

In consideration of the provision of the Services by Service Provider, Customer shall pay the fees set forth in the Statement of Work.
Customer agrees to reimburse Service Provider for all reasonable travel and out-of-pocket expenses incurred by Service Provider in connection with the performance of the Services.
Customer shall pay all invoiced amounts due to Service Provider to Kurudy, Inc. (“Kurudy”) in accordance with Kurudy's payment terms.
In the event payments are not received by Kurudy for work, labor, services, equipment, and materials used to perform the Services through the date of the last progress payment becoming due:
1. Service Provider may suspend performance for all Services until payment has been made in full.
2. Service Provider (or Kurudy) shall be entitled to equitable relief, including injunctive relief or a construction, materialman, or supplier lien, in addition to any other remedy to which they are entitled at law or in equity.

8. Taxes

Customer shall be responsible for all sales, use and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by Customer hereunder.

9. Substantial and Final Completion

"Substantial Completion" is the point at which the Services, or a designated portion of the Services the Customer has agreed to accept, is sufficiently complete consistent with the requirements of the Statement of Work to enable the Customer or its tenants to take possession of, occupy, or use the premises, or such designated portion, in all respects for its intended use without material interference from the completion of any remaining work.
"Final Completion" is the point at which all Services have been completed by the Service Provider in compliance with the Statement of Work and the Service Provider is ready to receive its final payment.

10. Representation and Warranty

Service Provider represents and warrants to Customer that it shall perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement.
The Service Provider shall not be liable for a breach of the warranty set forth in Section 10(a) unless Customer gives written notice of the defective Services, reasonably described, to Service Provider within 10 days of the time when Customer discovers or ought to have discovered that the Services were defective.
Subject to Section 10(b), Service Provider shall, in its sole discretion, either:
- Repair or re-perform such Services (or the defective part).
- Credit or refund the price of such Services at the pro rata contract rate.
THE REMEDIES SET FORTH IN SECTION 13 SHALL BE THE CUSTOMER'S SOLE AND EXCLUSIVE REMEDY AND SERVICE PROVIDER'S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN SECTION 12(a).

11. Disclaimer of Warranties

EXCEPT FOR THE WARRANTY SET FORTH IN SECTION 10(a) ABOVE, SERVICE PROVIDER MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY OF TITLE; OR (D) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

12. Limitation of Liability

IN NO EVENT SHALL SERVICE PROVIDER BE LIABLE TO CUSTOMER OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
IN NO EVENT SHALL SERVICE PROVIDER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO SERVICE PROVIDER.

13. Remedies

If the Service Provider violates any provision of this Agreement, the Customer shall, in addition to any damages to which it is entitled, be entitled to seek immediate injunctive relief against the Service Provider prohibiting further actions inconsistent with the Service Provider's obligations under this Agreement.

In the event Service Provider fails to satisfactorily perform any of the Services on a timely basis, the Customer shall have the right, without prejudice to any other rights or remedies it may have under this Agreement or any applicable Statement of Work, to take one or more of the following steps:

Suspend Service Provider's right and obligation to complete its performance of the Services until such time as the Service Provider is able to demonstrate to the Customer's reasonable satisfaction that it can satisfactorily meet its obligations under this Agreement.
Assign one or more of its representatives to supervise and work with the Service Provider to correct and mitigate the effects of the Service Provider's breach.
Withhold payment of any amounts otherwise due to the Service Provider in a sufficient amount to set off against any damages caused to the Customer as a consequence of the Service Provider's breach.

14. Termination

In addition to any remedies that may be provided under this Agreement, either party may terminate this Agreement with immediate effect upon written notice to the other party (the "Defaulting Party"), if either party:

Breaches this Agreement, and such breach is incapable of cure, or with respect to a breach capable of cure, the Defaulting Party does not cure such breach within 30 days after receipt of written notice of such breach.
Customer fails to pay any amount when due under this Agreement, and such failure continues for 10 days after Customer's receipt of written notice of nonpayment.
Either party has not otherwise performed or complied with any of the terms of this Agreement, in whole or in part.
Either party becomes insolvent, files a petition for bankruptcy, or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors.
Upon expiration or termination of this Agreement for any reason, Service Provider shall promptly:
- Deliver to Customer all documents, work products, and other materials, whether or not complete, prepared by or on behalf of Service Provider in the course of performing the Services for which Customer has paid.
- Return to Customer all Customer-owned property, equipment, or materials in its possession or control.
- Remove any Service Provider-owned property, equipment, or materials located at Customer's locations.
- On a pro rata basis, repay all fees and expenses paid in advance for any Services that have not been provided.
- Certify in writing to Customer that it has complied with the requirements of this Section 14.

15. Waiver

No waiver by Service Provider of any of the provisions of this Agreement is effective unless explicitly set forth in writing and signed by Service Provider. No failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement operates or may be construed as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

16. Force Majeure

The Service Provider shall not be liable or responsible to Customer, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Service Provider including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lock-outs, strikes or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, or telecommunication breakdown or power outage.

17. Assignment

Customer shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Service Provider. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Customer of any of its obligations under this Agreement.

18. Relationship of the Parties

The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

19. No Third-Party Beneficiaries

This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns, and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

20. Governing Law

All matters arising out of or relating to this Agreement are governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Delaware.

21. Submission to Jurisdiction

Any legal suit, action, or proceeding arising out of or relating to this Agreement shall be instituted in the federal courts of the United States of America or the courts of the State of New York, in each case located in the City of New York and County of New York, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

22. Notices

All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a "Notice") shall be in writing and addressed to the parties at the addresses set forth in the Statement of Work or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile (with confirmation of transmission), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.

23. Severability

If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

24. Survival

Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement including, but not limited to, the following provisions: Governing Law, Submission to Jurisdiction, and Survival.

25. Amendment and Modification

This Agreement may only be amended or modified in writing that specifically states that it amends this Agreement and is signed by an authorized representative of each party.

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