Last Updated: August 2020
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND SNAPSHYFT. This agreement contains provisions that govern how claims you and SnapShyft have against each other can be brought. These provisions will, with limited exception, require you to submit claims you have against SnapShyft to binding and final arbitration on an individual basis, not as a plaintiff or class member in any class, group or representative action or proceeding.
Violation of any of the terms below will result in the termination of your right to use or access the SnapShyft Platform, and any account or listings that you may have created as part of the SnapShyft Platform. You agree to use the SnapShyft Platform at your own risk.
By accessing or using the SnapShyft Platform, you expressly acknowledge that you understand this Agreement (including the dispute resolution and arbitration provisions herein) and accept all of the terms in this Agreement. If you do not agree to be bound by the terms and conditions of this agreement, you may not use or access the SnapShyft Platform. SnapShyft may immediately terminate this Agreement with respect to you, or generally cease offering or deny access to the SnapShyft Platform or any portion thereof, at any time for any reason.
1. The SnapShyft Platform
The SnapShyft Platform provides a marketplace where persons who seek temporary positions as independent contractors (“Contractors”) can be matched with persons or entities seeking to fill temporary positions with independent contractors (“Venues”). Venues and Contractors are collectively referred to herein as “Users,” and each User shall create a User account that enables access to the SnapShyft Platform. For purposes of this Agreement, the opportunities provided by Venues to Contractors that are matched through the SnapShyft Platform shall be referred to collectively as the “Services”. Any decision by a User to offer or accept the Services is a decision made in such User’s sole discretion. YOU ACKNOWLEDGE THAT YOUR ABILITY TO ACCEPT SERVICES THROUGH THE USE OF THE SNAPSHYFT PLATFORM DOES NOT ESTABLISH SNAPSHYFT AS A PROVIDER OF SERVICES. EACH OF THE SERVICES ENTERED INTO BETWEEN A CONTRACTOR AND A VENUE SHALL CONSTITUTE A SEPARATE AGREEMENT BETWEEN SUCH PERSONS OR ENTITIES.
2. Modification to the Agreement
In the event SnapShyft modifies the terms and conditions of this Agreement, such modifications shall be binding on you only upon your acceptance of the modified Agreement. SnapShyft reserves the right to modify any information referenced in the hyperlinks from this Agreement from time to time, and such modifications shall become effective upon posting. Continued use of the SnapShyft Platform or Services after any such changes shall constitute your consent to such changes. In the event any such modification of this Agreement occurs, you may be required to affirmatively acknowledge acceptance of the modified version of this Agreement prior to continued use of the SnapShyft Platform and Services. Unless material changes are made to the arbitration provisions herein, you agree that modification of this Agreement does not create a renewed opportunity to opt out of arbitration (if applicable).
The SnapShyft Platform may only be used by individuals who can form legally binding contracts under applicable law. The SnapShyft Platform is not available to children (persons under the age of 18) or Users who have had their User account temporarily or permanently deactivated. By becoming a User, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. You may not allow other persons to use your User account, and you agree that you are the sole authorized user of your account.
As a Business User, you agree to pay the amounts charged for your use of the SnapShyft Platform and Services (“Charges”), as applicable to your use of the SnapShyft Platform. Charges may include Hourly or pre-arranged Contractor compensation, registration fees, administration fees, service fees and other applicable fees, surcharges, and taxes, plus any additional gratuity to a Contractor that a Venue elects to pay. SnapShyft has the authority and reserves the right to determine and modify pricing. Pricing may vary based on the type of service you request (e.g., machine operator, chef, bartender, server, et al) as described on individual Service opportunities. You are responsible for reviewing the applicable pricing terms identified on each Service opportunity and shall be responsible for all Fees and Charges incurred under your User account regardless of your awareness of such Charges or the amounts thereof. Please note that we use GPS data from your Contractor’s phone to verify and corroborate the location of the Contractor during the Service and the time spent by the Contractor at that location. We cannot guarantee the availability or accuracy of GPS data. If we lose signal we will calculate time and distance using all available data from the relevant Venue, Contractor, and Service.
SnapShyft does not deduct its portion of fees associated with a Service from Contractor compensation. SnapShyft fees for particular Service opportunities are charged to Venues in addition to, and separate from, Contractor compensation charged to Business Users.
The compensation, fees, and charges relevant to each Service opportunity are identified in detail on the SnapShyft platform and must be reviewed and accepted by you prior to posting or accepting any service.
Service Charges. There are generally two (2) types of Charges related to Services: variable fee and quoted fee.
o Variable Fee.
Variable fee arrangements consist of a base fee in addition to incremental fees based on the duration of the temporary independent contractor opportunity (typically on an hourly basis). This may also include scenarios where a Contractor agrees to work for a base fee in addition to hourly fees up to a stated number of hours, not to exceed 12 hours in any 24-hour period. Minimum charges may apply.
o Quoted Fee.
In some cases SnapShyft may allow you to quote or accept a flat fee for the completion of a Service. The quote is subject to change until the Service posting is accepted by a Contractor. If, prior to the completion of a Service, you change the requirements or parameters of the Service, or attempt to abuse the SnapShyft Platform, we may cancel the quoted fee and charge you a variable fee based on the duration and nature of the actual work performed during the Service, the terms of the accepted Service opportunity. SnapShyft does not guarantee that the quoted fee will be equal to a variable fee for the same Service.
o Prime Time.
Service Charges may be subject to a multiplier at times of high demand of the Services (“Prime Time”) as determined by SnapShyft. For all Services related to work performed with a variable fee, we will use reasonable efforts to inform you of any Prime-Time multipliers in effect at the time of your request. For quoted fees we may factor in the Prime-Time multiplier into the quoted price of the Service. Any Prime-Time charges shall be considered part of the Charges.
o Minimum Fees.
SnapShyft reserves the right to require certain minimum Charges associated with all Services, which may vary based on the specific type of Service, as determined by SnapShyft.
Fees and Other Charges
o Service Fee.
SnapShyft may assess a per-day or per-shift Service “Service Fee” to support the SnapShyft Platform and related services provided to you by SnapShyft. The amount of the Service Fee may vary but shall be retained by SnapShyft in its entirety. Service Fees may be fixed or based on a percentage of overall Charges. Service Fees shall be identified to Business Users, and must be accepted by Business Users, prior to posting or accepting a Service opportunity.
o Cancellation Fee.
After posting a Service you may cancel it through the app, but note that in certain cases a cancellation fee may apply. You may also be charged if you fail to provide the posted Service opportunity, in whole or in part, after it is accepted by a Contractor. Please review our Cancellation Policy to learn more, including applicable fees associated with cancellation. Collected cancellation fees, other than Service Fees or Charges required by law, will be passed to the Contractor who accepted your Service opportunity.
o Other Charges.
Other fees and surcharges, including “direct hire” fees, may apply to the Service opportunity you may post, including: actual or anticipated local, state, federal, or event fees as determined by SnapShyft in its sole discretion. In addition, where required by law SnapShyft will collect applicable taxes. These other charges are not shared with your Contractor unless expressly stated otherwise. See each individual SnapShyft Service opportunity and applicable SnapShyft Platform web-pages for details on other Charges that may apply.
Following a Service, you may elect to tip your Contractor in direct cash payout, or you may elect to have SnapShyft facilitate tip-out through the platform, with confirmation/approval required; SnapShyft may decline to facilitate at its sole discretion. Any tips will be provided entirely to the applicable Contractor.
SnapShyft makes no representations or warranties regarding the behavior or conduct of any User. You expressly agree that any claim of any kind relating to interactions between Users, including but not limited to claims relating to damage, civil liability, or criminal acts, shall solely be resolved between the parties and SnapShyft shall have no liability related thereto, as described elsewhere herein.
o Facilitation of Charges.
All Charges are facilitated through a third-party payment processing service (e.g., Stripe, Inc.). SnapShyft may replace its third-party payment processing services without notice to you. Charges shall only be made through the SnapShyft Platform. With the exception of tips earned, cash payments are strictly prohibited and grounds for revocation of using the SnapShyft platform.
o No Refunds.
All Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the SnapShyft Platform, any disruption to the SnapShyft Platform or Services, or any other reason whatsoever.
o Credits and Discounts.
From time to time, you may receive credits (“SnapShyft Credits”) or discounts (“Discounts”) that you can apply toward payment of certain Charges upon completion of Service. SnapShyft Credits and Discounts are only valid for use on the SnapShyft Platform and are not transferable or redeemable for cash except as required by law. SnapShyft Credits and Discounts cannot be combined, and if the cost of any fee or Charge exceeds the applicable credit or discount value we will charge your payment method on file for the outstanding cost of the Service. Discounts only apply to the portion of the Charge payable to the Contractor, not the Service Fee or other charges. Additional restrictions on SnapShyft Credits and Discounts may apply as communicated to you in a relevant promotion or as otherwise instructed by SnapShyft in writing.
o Credit Card Authorization.
Upon addition of a new payment method or the posting of a new Service on the SnapShyft Platform, SnapShyft or SnapShyft’s third-party payment processing service may seek authorization of your selected payment method to verify the payment method, ensure the Service cost will be covered, and protect against unauthorized behavior. The authorization is not a charge; however, it may reduce your available credit by the authorization amount until your bank’s next processing cycle. Should the amount of our authorization exceed the total funds on deposit in your account, you may be subject to overdraft of NSF charges by the bank issuing your debit or check card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank. Contact SnapShyft Customer Service representatives to learn more about our use of pre-authorization holds.
If you are a Contractor, you will receive full payment for your provision of Services. SnapShyft does not take fees from Contractors agreed compensation. All payments are made by Business Users and are subject to a SnapShyft Service Charge, in addition to those fees paid to Contractors, discussed below. You may also receive any tips provided by Business Users, or patrons of Venues, to you, and tips will not be subject to any SnapShyft Service Charge. SnapShyft collects payments from Business Users through third party payment processors and may disburse some or all payments due to Contractors through its third-party payments processor as well. You acknowledge and agree that such amounts shall not include any interest and will be net of any amounts that we are required to withhold by law.
o Service Charge / Service Plan.
In exchange for permitting Business Users to use the SnapShyft Platform and marketplace, Business Users agree to pay SnapShyft (and permit SnapShyft to retain) fees based on each transaction in which Services are provided (the “Service Charge”). The amount of the applicable Service Charge varies according to the details of the Service Plan (monthly membership) in effect for the Business User at time of service. SnapShyft reserves the right to change available Service Plans at any time at SnapShyft’s discretion based upon local market factors, and SnapShyft will provide Business Users with notice in the event your current Service Plan is being discontinued in your market. Continued use of the SnapShyft Platform after any such change in the Service Plan shall constitute your consent to such change.
You expressly authorize SnapShyft to set the prices for all Charges that apply to the provision of Services. While each Business User may advertise the amount it is willing to pay a Contractor for a particular Service, all such Contractor fees are in addition to the fees imposed on Business Users by SnapShyft and you consent to, and SnapShyft reserves the right to change prices and fee schedules at any time at SnapShyft’s sole discretion. SnapShyft will provide you with notice in the event of changes to any Charges and fees. Charges may be subject to minimum and maximum limits.
o Fee Adjustment.
SnapShyft reserves the right to adjust or withhold all or a portion of Charges and fees if it believes that (i) you have attempted to defraud or abuse a Contractor, SnapShyft or SnapShyft’s payment systems, (ii) in order to resolve a complaint (e.g., a Contractor showed up but was asked to leave for failure to perform the Services in a workmanlike manner, or a Contractor refused to perform Services due to an unsafe work environment). SnapShyft’s decision to adjust or withhold the Charges and fees in any way shall be exercised in a reasonable manner.
o Credit Card Pre-Authorization.
Business Users may be required to permit their credit cards to be guaranteed by a valid credit card at time a Service is posted on the SnapShyft Platform. SnapShyft and its partners and third-party payment processors reserve the right to either charge or pre-authorize the provided credit cards up to the full potential cost of the offered Service opportunity. Non-valid credit cards will result in automatic cancellation of the Service opportunity posting.
o Payment Delay.
Payment processing times are dependent on a number of factors. In unusual cases payment to Contractors may take as many as 10 business days. If your payment has not been received within 10 business days, please contact customer service for assistance at 855-WE-SHYFT.
6. SnapShyft Communications
By becoming a User, you agree to receive communications from SnapShyft, including via email, text message, phone calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from SnapShyft, its affiliated companies and/or other Users, may include but are not limited to: operational communications concerning your User account or use of the SnapShyft Platform or Services, updates concerning new and existing features on the SnapShyft Platform, communications concerning promotions run by us or our third- party partners, and news concerning SnapShyft and industry developments. Push notifications used to verify Contractor and Venue information related to specific Services may include User names, telephone numbers, email addresses, and physical addresses, as applicable. Standard text messaging charges applied by your cell phone carrier will apply to text messages sent by SnapShyft.
If you wish to opt out of promotional emails, you can unsubscribe from any promotional email list by following the unsubscribe options in the promotional email itself. If you wish to opt out of promotional calls or texts, you may text “end” to +1-317-793-3496 from the mobile device receiving the messages. You acknowledge that you are not required to consent to receive promotional texts or calls as a condition of using the SnapShyft platform or the services. If you wish to opt out of all texts or calls from SnapShyft (including operational or transactional texts or calls), you can text the word “STOP” to +1-317-793-3496 from the mobile device receiving the messages, however you acknowledge that opting out of receiving all texts will impact your use of the SnapShyft Platform or the services, and may result in being omitted from future Service opportunities, or having the ability to post Service opportunities for Contractors to see. If you opt out of calls and texts you will not be able to use the full functionality of the SnapShyft Platform and your use and participation of and in the services may be materially limited.
7. Your Information
SnapShyft does not assert any ownership over your Information; rather, as between you and SnapShyft, subject to the rights granted to us in this Agreement, you retain full ownership of all your Information and any intellectual property rights or other proprietary rights associated with your Information. You may be able to create or log-in to your SnapShyft User account through online accounts you may have with third party social networking sites (each such account, an “SNS Account”). By connecting to SnapShyft through an SNS Account, you understand that SnapShyft may access, store, and make available any SNS Account content according to the permission settings of your SNS Account (e.g., friends, mutual friends, contacts or following/followed lists (the “SNS Content”)). You understand that SNS Content may be available on and through the SnapShyft Platform to other Users. Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be your Information.
8. Promotions and Referral Programs
SnapShyft, at its sole discretion, may make available promotions with different features to any Users or prospective Users. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with SnapShyft. SnapShyft reserves the right to withhold or deduct credits or benefits obtained through a promotion the event that SnapShyft determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion terms or this Agreement.
As part of your User account, SnapShyft may provide you with or allow you to create a “SnapShyft Code,” a unique alphanumeric code for you to distribute to friends, family and other persons (each a “Referred User”) to become new SnapShyft Contractors (“Referred Contractors”) or Venues (“Referred Venues”). SnapShyft Codes may only be distributed for promotional purposes and must be given away free of charge. You may not sell, trade, or barter your SnapShyft Code. SnapShyft reserves the right to deactivate or invalidate any SnapShyft Code at any time at SnapShyft’s discretion.
From time to time, SnapShyft may offer you with incentives to refer new Users to the SnapShyft community (the “Referral Program”). These incentives may come in the form of SnapShyft Credits, and SnapShyft may set or change the incentive types, amounts, terms, restrictions, and qualification requirements for any incentives in its sole discretion. Your distribution of SnapShyft Codes and participation in the Referral Program is subject to this Agreement and the additional Referral Program rules, applicable to that specific program.
9. Direct Hiring of SnapShyft Contractors
“Hire” shall mean the retention of a SnapShyft Contractor to perform work outside of the SnapShyft Platform within twelve (12) months following the Business User’s last contact with the Contractor through the SnapShyft Platform by any officer, employee, representative, or anyone retained by any of the aforementioned. Business User shall promptly notify SnapShyft thereof, and for each such “hire” Business User will pay an “Authorized Connection Fee” to SnapShift. This fee is based on the total Service Opportunities worked/performed by a Contractor on behalf of the Business User through the SnapShyft Platform:
Less than 25 shifts worked— $5,000;
26-50 shifts worked—$2,500;
Over 50 shifts worked— $0;
Business User shall pay to SnapShyft any fees owed using the same payment method(s) on file. In the event Business User has not provided notification to SnapShyft within a calendar month that it has formally hired a SnapShyft Contractor, a service fee of $5,000 will be due in addition to the original amount owed. Use of the SnapShyft Platform constitutes acceptance and willingness to pay these fees.
10. Restricted Activities
With respect to your use of the SnapShyft Platform and your participation in the Services, you agree that you will not:
impersonate any person or entity;
discriminate against, stalk, threaten, or otherwise harass any person, or carry any weapons;
violate any law, statute, rule, permit, ordinance, mandate, or regulation;
conduct or participate in any activity, or cause or induce any User to conduct or participate in any activity, that you or they are not fully qualified, licensed, competent, physically able, or properly trained to conduct or participate in;
conduct or participate in any activity, or cause or induce any User to conduct or participate in any activity that would cause you or any User to violate any law;
interfere with or disrupt the Services or the SnapShyft Platform or the servers or networks connected to the SnapShyft Platform;
post Information or interact on the SnapShyft Platform or Services in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, discriminatory, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, or illegal;
use the SnapShyft Platform in any way that infringes any third party’s rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the SnapShyft Platform;
“frame” or “mirror” any part of the SnapShyft Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other website or service for any purpose; or
modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the SnapShyft Platform or any software used on or for the SnapShyft Platform;
rent, lease, lend, sell, redistribute, license or sublicense the SnapShyft Platform or access to any portion of the SnapShyft Platform;
use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the SnapShyft Platform or its contents;
link directly or indirectly to any other websites, apps, or services;
transfer or sell your User account, password and/or identification to any other party;
discriminate against or harass anyone on the basis of race, ethnicity, national origin, religion, gender, gender identity, physical or mental limitation or disability, medical condition, marital status, age or sexual orientation;
as a Business User, you will not permit a Contractor to perform more than thirty-nine (39) hours of Services for any single Business entity in any calendar month;
as a Contractor, you will not accept or claim a Service Opportunity (e.g. shift) and not perform the services agreed to, within the indicated parameters (e.g. start time, estimated length of shift, location(s), service requirements); no-call-no-shows are grounds for immediate and permanent removal from the SnapShyft Platform;
as a Contractor, you will not drop a Service Opportunity (e.g. shift) you have claimed or accepted without following SnapShyft Cancellation Policies. Should a Contractor claim a shift but then drop the shift at any point within two (2) hours of shift start, the Contractor will be assessed penalties that may result in suspension or permanent removal from the SnapShyft Platform;
knowingly hinder, or obstruct, or delay the investigation of any law enforcement representative carrying out a lawful investigation related to the SnapShyft Platform or any Services related thereto;
use of the SnapShyft Platform for any purpose other than its intended means, including but not limited to: using the SnapShyft Platform for directly recruiting or soliciting Users outside of the services posted on the SnapShyft platform; which includes unauthorized poaching (e.g. offering employment), or
cause any third party to engage in the restricted activities above, or
failure to adhere to Community Guidelines:
Contractor Community Guidelines:
Be a Team Player – Be Helpful
Respect all those you encounter
Go Above & Beyond – Delight people
Be a professional – Reputation is Everything
Zero tolerance for violent, threatening, discriminatory, or inappropriate behavior, actions, or language.
Zero tolerance for drugs or alcohol use while working a shift through SnapShyft.
Zero tolerance for criminal behavior of any kind.
Zero tolerance for No-Call-No-Shows (e.g. claiming/accepting a work opportunity on the SnapShyft Platform and not performing the work/service agreed to)
No weapons of any kind while working a shift through SnapShyft.
You agree that you will ONLY claim shifts for which you are expressly qualified.
You agree that you will ONLY claim shifts you are able to perform at a high level.
We promise to be a facilitator for awesome opportunities and provide you the support necessary to have an amazing experience using SnapShyft.
Note: The general weapon policy above does not apply to authorized security personnel contracted by SnapShyft or to law enforcement personnel.
Business User Community Guidelines:
Be Respectful – Workers on SnapShyft are here to help and be team players. Enable them.
Be Communicative – Being clear with workers (and SnapShyft Support personnel) can avoid a lot of misunderstandings and issues.
Pay out Tips – Any tips earned/generated by workers on SnapShyft are theirs to keep
Reputation is Everything – The market will speak volumes.
Poaching or offering employment is highly frowned upon and doing so may result in permanent account suspension.
SnapShyft has zero tolerance for violence, bias, discrimination, threats, or inappropriate behavior, actions, or language.
We promise to be a facilitator of awesome workers and provide you the support necessary to have an amazing experience using SnapShyft.
11. Business User Representations, Warranties and Agreements
By providing Services as a Business User on the SnapShyft Platform, you represent, warrant, and agree that:
You possess all appropriate and valid licenses, certifications, approvals and authority necessary for you to operate the business associated with any Service you offer through the SnapShyft Platform and to use any Contractor who may accept such Service as a temporary independent contractor.
You own, or are the legal representative and have the right to operate and bind the business or venue relating to any Service opportunity you make available through the SnapShyft Platform, and such business or venue is in a safe and clean condition and meets the all applicable legal requirements, including but not limited to safety standards and all applicable statutory requirements for a business or venue of its kind.
You own the content and Information you share on the SnapShyft Platform, including any associated intellectual property rights (like photos or logos).
You will not engage in dangerous or reckless behavior, or permit such behavior to occur, in any business or location where any Contractor is participating in a Service.
You agree to provide a safe and drug free workplace for all Contractors engaged in Services and all third parties on the premises.
You will not engage in any illegal activity, or permit such activity to occur, in any business or location where any Contractor is participating in a Service.
You will only provide a Service at the location and venue that has been reported to, and approved by, SnapShyft.
You will not make any misrepresentation regarding SnapShyft, the SnapShyft Platform, the Services or your status as a Venue.
You will not allow any Contractor to perform more than thirty-nine (39) hours of Services for your business in any calendar month.
You will not request any Contractor to perform any Service for which they are not properly qualified or licensed, or beyond the scope of the Service Opportunity posted on the SnapShyft Platform and accepted (claimed) by any Contractor.
You will not demand that a Contractor accept cash, or use a credit card reader, such as a Square Reader, or cash transaction app to accept payment, or engage in any other activity in a manner that is inconsistent with your obligations under this Agreement.
You will not attempt to defraud SnapShyft or Contractors on the SnapShyft Platform or in connection with your role in relation to any Services. If we suspect that you have engaged in fraudulent activity we may withhold or charge your account or payment method and hold applicable fees related to Services or other payments for the applicable Service(s) in question.
You will make reasonable accommodation for Contractors with disabilities and/or for service animals, as required by law.
You agree that we may obtain information about you, including your criminal and driving records, and you agree to provide any further necessary authorizations to facilitate our access to such records during the term of the Agreement.
You have a valid policy of liability insurance (in coverage amounts consistent with all applicable legal requirements) that names or schedules you for the operation of any business or posting relating to Services on the SnapShyft Platform.
You shall indemnify SnapShyft for any and all Claims (as defined herein) relating to Services performed at or relating to your business.
You will pay all applicable federal, state and local taxes related to your role related to any Services.
You agree to work with any and all law enforcement requests related in any way to the SnapShyft Platform or Services.
12. Independent Contractor Representations, Warranties and Agreements
By providing Services as an Independent Contractor related to the SnapShyft Platform, you represent, warrant, and agree that:
You will at all times be an independent contractor, and never an employee, while interacting with the SnapShyft Platform.
You are not, and will never become an employee of SnapShyft, absent a clear written agreement to the contrary, signed by an authorized representative of SnapShyft.
SnapShyft does not direct your choice of which, if any, Venues or Businesses you choose to perform Services for and is not your employer or joint employer.
You will properly file all relevant tax forms related to your work as an independent contractor through the SnapShyft Platform, including but not limited to 1099 filings.
You possess all appropriate and valid licenses, certifications, approvals and authority necessary for you to perform as a Contractor for any Service you accept and perform through the SnapShyft Platform, and to work in the location where any such Service is to take place, as a temporary independent contractor.
You have the legal right to work as an independent contractor in the Business or Venue related to any Service you accept to perform through the SnapShyft Platform.
When engaged in Services, you will conduct yourself and perform the role or function required for the Services in a safe, clean, and workmanlike manner in accordance with all applicable legal requirements, including but not limited to safety standards and all applicable statutory requirements, and in accordance to SnapShyft Community Guidelines and terms.
You will not engage in dangerous or reckless behavior, or permit such behavior to occur while participating in a Service.
You agree to refrain from all drug and alcohol use while engaged in any Services or on the premises of any Venue and will arrive at all Venues sober and without being under the influence of any drug or substance that may impair your judgment, physical abilities, and ability to perform the Service.
You will not engage in any illegal activity while engaged in any Services or on the premises of any Venue.
You will only participate in Services at the location and venue that has been reported to, and approved by, SnapShyft as indicated on the SnapShyft Platform.
You will not make any misrepresentation regarding SnapShyft, the SnapShyft Platform, the Services or your status as an Independent Contractor.
You will not perform more than thirty-nine (39) hours of Services for any Business User or Venue in any calendar month.
You will not perform any Service for which you are not properly qualified or licensed.
You will not accept cash from any Business or Business Representative, or use a credit card reader, such as a Square Reader, or cash transaction apps to accept payment, or engage in any other activity in a manner that is inconsistent with your obligations under this Agreement.
You will not attempt to defraud SnapShyft or Business Users on the SnapShyft Platform or in connection with your role in relation to any Services. If we suspect that you have engaged in fraudulent activity we may withhold fees related to Services or other payments for the applicable Service(s) in question.
You agree that we may obtain information about you, including your criminal and driving records, and you agree to provide any further necessary authorizations to facilitate our access to such records during the term of the Agreement.
You will pay all applicable federal, state and local taxes related to your role related to any Services.
You agree to work with any and all law enforcement requests related in any way to the SnapShyft Platform or Services.
13. Intellectual Property
All intellectual property rights in the SnapShyft Platform shall be owned by SnapShyft absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the SnapShyft Platform are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided by you to us are non-confidential and shall become the sole property of SnapShyft. SnapShyft shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
SNAPSHYFT and other SnapShyft logos, designs, graphics, icons, scripts and service names are registered trademarks, trademarks or trade dress of SnapShyft in the United States and/or other countries (collectively, the “SnapShyft Marks”). If you provide Services as a Contractor, SnapShyft grants to you, during the term of this Agreement, and subject to your compliance with the terms and conditions of this Agreement, a limited, revocable, non-exclusive license to display and use the SnapShyft Marks solely in connection with providing the Services through the SnapShyft Platform (“License”). The License is non-transferable and non-assignable, and you shall not grant to any third party any right, permission, license or sublicense with respect to any of the rights granted hereunder without SnapShyft’s prior written permission, which it may withhold in its sole discretion. The SnapShyft Marks may not be used in any manner that is likely to cause confusion.
You acknowledge that SnapShyft is the owner and licensor of the SnapShyft Marks, including all goodwill associated therewith, and that your use of the SnapShyft Marks will confer no additional interest in or ownership of the SnapShyft Marks in you but rather inures to the benefit of SnapShyft. You agree to use the SnapShyft Marks strictly as provided to you by SnapShyft and in accordance with any instructions from SnapShyft as may be provided to you and revised from time to time, and to immediately cease any use that SnapShyft determines to nonconforming or otherwise unacceptable.
You agree that you will not: (1) create any materials that incorporate the SnapShyft Marks or any derivatives of the SnapShyft Marks other than as expressly approved by SnapShyft in writing; (2) use the SnapShyft Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the SnapShyft Marks other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair SnapShyft’s rights as owner of the SnapShyft Marks or the legality and/or enforceability of the SnapShyft Marks, including, without limitation, challenging or opposing SnapShyft’s ownership in the SnapShyft Marks; (4) apply for trademark registration or renewal of trademark registration of any of the SnapShyft Marks, any derivative of the SnapShyft Marks, any combination of the SnapShyft Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the SnapShyft Marks; (5) use the SnapShyft Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
Violation of any provision of this License may result in immediate termination of the License, in SnapShyft’s sole discretion. If you create any materials bearing the SnapShyft Marks (in violation of this Agreement or otherwise), you agree that upon their creation SnapShyft exclusively owns all right, title and interest in and to such materials, including without limitation any modifications to the SnapShyft Marks or derivative works based on the SnapShyft Marks. You further agree to assign any interest or right you may have in such materials to SnapShyft, and to provide information and execute any documents as reasonably requested by SnapShyft to enable SnapShyft to formalize such assignment.
SnapShyft reserves the right to purge Information or content from its databases at any time and from time to time without notice. You acknowledge and agree that you are solely responsible for backing up any Information or content uploaded to the SnapShyft Platform by you or received by you through the use of the SnapShyft Platform. SnapShyft shall not be liable for any purging, deletion or failure to retain any such Information or content.
14. Copyright Infringement
In the course of using the SnapShyft Platform, if you come across any Information or content with copyright notices or any copy protection feature, you agree not to remove such copyright notices or disable such copy protection feature. By making any copyrighted/copyrightable Information or content available on the SnapShyft Platform, you affirm that you have all necessary consent, authorization or permission from every person who may claim any rights in such Information or content.
By making any Information or content available in association with the SnapShyft Platform, you expressly agree that SnapShyft has the right to block access to or remove such Information or content made available by you, if SnapShyft receives complaints concerning any illegality or infringement of third party rights in such Information or content. By using the SnapShyft Platform and transmitting or publishing any Information or content using the SnapShyft Platform, you expressly consent to determination of questions of illegality or infringement of third party rights in such Information or content by the agent designated by SnapShyft for this purpose.
It is SnapShyft ‘s policy to respond to clear notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). In addition, we will promptly terminate without notice the accounts of those determined by us to be repeat infringers. If you are a copyright owner and you believe that any Information or content hosted on the SnapShyft Platform infringes your copyrights, then you may submit a notification pursuant to the DMCA by providing our Copyright Agent with the following information in writing:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
a description of the copyrighted work that you claim has been infringed;
a description of where the material that you claim is infringing is located on our Services, such as by providing us the URLs to the content;
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 copyright 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 copyright owner or authorized to act on the copyright owner’s behalf.
The fastest way to reach our copyright agent for notices of claims of copyright infringement is by email to SnapShyft’s designated copyright agent:
SnapShyft – Copyright
Attn: SnapShyft Legal
525 S. Meridian St, Suite 1C
Indianapolis, IN 46225
The following disclaimers are made on behalf of SnapShyft, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.
In case of emergency, immediately contact local law enforcement, fire services, or medical services. In most jurisdictions these services may be reached by calling 911 on any telephone. SnapShyft does not provide emergency services or emergency response or notification services of any kind.
SnapShyft does not provide employment services to any Contractor or Venue, and SnapShyft is not a temporary worker agency or Temp Agency. It is up to the Venue to decide whether or not to offer a temporary paid position to a Contractor as an independent contractor through the SnapShyft Platform, and it is up to the Contractor to decide whether or not to accept a temporary paid position from any Venue contacted through the SnapShyft Platform. We cannot ensure that a Venue or Contractor will complete an arranged Service. We have no control over the quality or safety of the Contractor or Venue’s performance of or participation in the Services.
The SnapShyft Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the SnapShyft Platform and/or the Services, including the ability to provide or receive Services at any given location or time. We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
We do not warrant that your use of the SnapShyft Platform or Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error- free, or will meet your requirements, that any defects in the SnapShyft Platform will be corrected, that the SnapShyft Platform is free of viruses or other harmful components, or that a User will not commit a criminal act, cause damage including but not limited to injury or death,. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the SnapShyft Platform or Services.
We cannot guarantee that each User is who he or she claims to be. Please use common sense when using the SnapShyft Platform and Services, including looking at the photos of the Venue contact or Contractor you have matched with to make sure it is the same individual you see in person. Please note that there are also risks of dealing with underage persons or people acting under false pretense, and we do not accept responsibility or liability for any content, communication or other use or access of the SnapShyft Platform by persons under the age of 18 in violation of this Agreement. We encourage you to communicate directly with each potential Contractor or Venue prior to engaging in any Services.
SnapShyft is not responsible for the conduct, whether online or offline, of any Business User or Contractor on the SnapShyft Platform or Services. You are solely responsible for your interactions with other Users. We do not procure insurance for, nor are we responsible for, personal belongings left at locations where Services are performed by Users. By using the SnapShyft Platform and participating in the Services, you agree to accept such risks and agree that SnapShyft is not responsible for the acts or omissions of Users on the SnapShyft Platform or participating in the Services.
SnapShyft expressly disclaims any liability arising from the unauthorized use of your User account. Should you suspect that any unauthorized party may be using your User account or you suspect any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or through the SnapShyft Platform (including any profile information you provide), send to other Users, or share during the Services, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to other Users on the SnapShyft Platform or through the Services. Please carefully select the type of information that you post on the SnapShyft Platform or through the Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Users (including unauthorized users, or “hackers”).
Opinions, advice, statements, offers, or other information or content concerning SnapShyft or made available through the SnapShyft Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the SnapShyft Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the SnapShyft Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others.
Location data provided by the SnapShyft Platform is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither SnapShyft, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the SnapShyft Platform. Any of your Information, including geolocational data, you upload, provide, or post on the SnapShyft Platform may be accessible to SnapShyft and certain Users of the SnapShyft Platform.
The failure to carry a mobile or transportable device with geolocational capabilities will materially impair the performance and functionality of the SnapShyft Platform and may make use of the SnapShyft Platform impossible. The failure to affirmatively permit SnapShyft to access geolocational data on your device during performance of any Services may make use of the SnapShyft Platform impossible and interfere with, disrupt, or prevent fee calculation and payment functionality.
SnapShyft advises you to use the SnapShyft Platform with a data plan with unlimited or very high data usage limits, and SnapShyft shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the SnapShyft Platform.
This paragraph applies to any version of the SnapShyft Platform that you acquire from the Apple App Store. This Agreement is entered into between you and SnapShyft. Apple, Inc. (“Apple”) is not a party to this Agreement and shall have no obligations with respect to the SnapShyft Platform. SnapShyft, not Apple, is solely responsible for the SnapShyft Platform and the content thereof as set forth hereunder. However, Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. This Agreement incorporates by reference Apple’s Licensed Application End User License Agreement, for purposes of which, you are “the end-user.” In the event of a conflict in the terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement shall control.
This paragraph applies to any version of the SnapShyft Platform that you acquire from Google Play. This Agreement is entered into between you and SnapShyft. Google, Inc. (“Google”) is not a party to this Agreement and shall have no obligations with respect to the SnapShyft Platform. SnapShyft, not Google, is solely responsible for the SnapShyft Platform and the content thereof as set forth hereunder. However, Google and Google’s subsidiaries are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Google shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. This Agreement incorporates by reference Google Play Terms of Service. In the event of a conflict in the terms of the Google Play Terms of Service and this Agreement, the terms of this Agreement shall control.
You will defend, indemnify, and hold SnapShyft including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the SnapShyft Platform and participation in the services, including: (1) your breach of this agreement or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party, including, without limitation, venues, contractors, other workers at any business where services are performed, patrons of any business where services are performed, and members of the general public, as a result of your own interaction with such third party; (3) any allegation that any materials that you submit to us or transmit through the SnapShyft Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; (4) your ownership, use or operation of a motor vehicle or passenger vehicle; (5) your provision of services; and/or (6) any other activities in connection with the services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person
17. Limitation of Liability
IN NO EVENT WILL SNAPSHYFT, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “SNAPSHYFT” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SNAPSHYFT PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SNAPSHYFT PLATFORM , THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE SNAPSHYFT PLATFORM MAY BE USED BY YOU TO REQUEST AND SCHEDULE SERVICES, INCLUDING BUT NOT LIMITED TO THE SERVICES OF INDEPENDENT CONTRACTORS FOR VARIOUS SERVICES ON A TEMPORARY BASIS, GOODS, OR OTHER SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT SNAPSHYFT HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY SUCH SERVICES, INCLUDING BUT NOT LIMITED TO THE SERVICES OF INDEPENDENT CONTRACTORS FOR VARIOUS SERVICES ON A TEMPORARY BASIS, GOODS OR OTHER SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THERE TERMS. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
18. Term and Termination
This Agreement is effective upon your creation of a User account. This Agreement may be terminated: a) by User, without cause, upon seven (7) days’ prior written notice to SnapShyft; or b) by either party immediately, without notice, upon the other party’s material breach of this Agreement, including but not limited to any breach of Sections 9, 10, 11 or 12 of this Agreement. In addition, SnapShyft may terminate this Agreement or deactivate your User account immediately in the event: (1) you no longer qualify to provide Services for any reason, including, but not limited to, by reason of applicable law, rule, permit, ordinance or regulation; (2) you fall below SnapShyft’s star rating or cancellation threshold; (3) you are found to have lied, misstated, or lied through omission in your disclosure to SnapShyft of any Information, including but not limited to that you have been found guilty of a crime, including but not limited to, crimes involving violence, intimidation, weapons, or moral turpitude; (4) SnapShyft has the good faith belief that such action is necessary to protect the safety of the SnapShyft community or third parties, provided that in the event of a deactivation pursuant to (1)-(4) above, you will be given notice of the potential or actual deactivation and an opportunity to attempt to cure the issue to SnapShyft’s reasonable satisfaction prior to SnapShyft permanently terminating the Agreement. For all other breaches of this Agreement, you will be provided notice and an opportunity to cure the breach. If the breach is cured in a timely manner and to SnapShyft’s satisfaction, this Agreement will not be permanently terminated. Sections 2, 6, 7 (with respect to the license), 9- 20 shall survive any termination or expiration of this Agreement.
19. DISPUTE RESOLUTION AND ARBITRATION AGREEMENT
A. Agreement to Binding Arbitration Between You and SnapShyft. YOU AND SNAPSHYFT MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, as set forth below. This agreement to arbitrate (“Arbitration Agreement”) is governed by the Federal Arbitration Act and survives after the Agreement terminates or your relationship with SnapShyft ends. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and SnapShyft, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders.
Except as expressly provided below, ALL DISPUTES AND CLAIMS BETWEEN US (EACH A “CLAIM” AND COLLECTIVELY, “CLAIMS”) SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND SNAPSHYFT. These Claims include, but are not limited to, any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the SnapShyft Platform, the Services, any other goods or services made available through the SnapShyft Platform, your relationship with SnapShyft, the threatened or actual suspension, deactivation or termination of your User Account or this Agreement, payments made by you or any payments made or allegedly owed to you, any promotions or offers made by SnapShyft, any city, county, state or federal wage-hour law, trade secrets, unfair competition, compensation, breaks and rest periods, expense reimbursement, wrongful termination, discrimination, harassment, retaliation, fraud, defamation, emotional distress, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws; claims arising under antitrust laws, claims arising under the Telephone Consumer Protection Act and Fair Credit Reporting Act; and claims arising under the Uniform Trade Secrets Act, Civil Rights Act of 1964, Americans With Disabilities Act, Age Discrimination in Employment Act, Older Contractors Benefit Protection Act, Family Medical Leave Act, Fair Labor Standards Act, Employee Retirement Income Security Act (except for individual claims for employee benefits under any benefit plan sponsored by SnapShyft and covered by the Employee Retirement Income Security Act of 1974 or funded by insurance), and state statutes, if any, addressing the same or similar subject matters, and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.
BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND SNAPSHYFT ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS ARBITRATION AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.
B. Prohibition of Class Actions and Non-Individualized Relief. YOU UNDERSTAND AND AGREE THAT YOU AND SNAPSHYFT MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS (“CLASS ACTION WAIVER”). YOU UNDERSTAND AND AGREE THAT YOU AND SNAPSHYFT BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION (B) SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST SNAPSHYFT, WHICH ARE ADDRESSED SEPARATELY HEREIN.
The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis.
Notwithstanding any other provision of this Agreement, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable as to any Claims, the class, collective, and/or representative action on such Claims must be litigated in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other Claims to the fullest extent possible.
C. Rules Governing the Arbitration. Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Copies of these rules can be obtained at the AAA’s website (www.adr.org) (the “AAA Rules”) or by calling the AAA at 1-800-778-7879. Notwithstanding the foregoing, if requested by you and if proper based on the facts and circumstances of the Claims presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event shall the arbitrator consolidate more than one person’s Claims, or otherwise preside over any form of representative, collective, or class proceeding.
D. Arbitration Fees and Awards The payment of filing and arbitration fees will be governed by the relevant AAA Rules subject to the following modifications:
1. If SnapShyft initiates arbitration under this Arbitration Agreement, SnapShyft will pay all AAA filing and arbitration fees.
2. Except as provided in Federal Rule of Civil Procedure 68 or any state equivalents, each party shall pay its own attorneys’ fees and costs.
3. At the end of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to the prevailing party, to the extent authorized by applicable law.
E. Location and Manner of Arbitration. Unless you and SnapShyft agree otherwise, any arbitration hearings between SnapShyft and a User will take place in Marion County, Indiana and shall be governed by the laws of the state of Indiana.
F. Exceptions to Arbitration. This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of such small claims court’s jurisdiction; and (2) claims that may not be subject to arbitration as a matter of law. Nothing in this Arbitration Agreement prevents you from making a report to or filing a claim or charge with the Equal Employment Opportunity Commission, U.S. Department of Labor, Securities Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs, or similar local, state or federal agency, and nothing in this Arbitration Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party’s obligation to exhaust administrative remedies before making a claim in arbitration, however you knowingly and voluntarily waive the right to seek or recover money damages of any type pursuant to any administrative complaint and instead may seek such relief only through arbitration under this Agreement. Nothing in this Agreement or Arbitration Agreement prevents your participation in an investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision.
G. Severability. In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
H. Optional Pre-Arbitration Negotiation Process. Before initiating any arbitration or proceeding, you and SnapShyft may agree to first attempt to negotiate any dispute, claim or controversy between the parties informally for 30 days, unless this time period is mutually extended by you and SnapShyft. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute (“Notice”). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to SnapShyft’s business, operations and properties, including User information (“Confidential Information”) disclosed to you by SnapShyft for your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of SnapShyft in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to SnapShyft with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by SnapShyft or has entered the public domain through no fault of yours; was known to you, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of SnapShyft; becomes known to you, without restriction, from a source other than SnapShyft without breach of this Agreement by you and otherwise not in violation of SnapShyft’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to SnapShyft to enable SnapShyft to seek a protective order or otherwise prevent or restrict such disclosure.
21. Contractor Relationship with SnapShyft
As an Independent Contractor on the SnapShyft Platform, you acknowledge and agree that you and SnapShyft are in a direct business relationship, and the relationship between the parties under this Agreement is solely that of independent contracting parties. You and SnapShyft expressly agree expressly agree that (1) this is not an employment agreement and does not create an employment relationship between you and SnapShyft; and (2) no joint venture, franchisor-franchisee, partnership, or agency relationship is intended or created by this Agreement. You have no authority to bind SnapShyft, and you undertake not to hold yourself out as an employee, agent or authorized representative of SnapShyft.
SnapShyft does not, and shall not be deemed to, direct or control you generally or in your performance under this Agreement specifically, including in connection with your provision of Services, your acts or omissions, or your operation and maintenance of your vehicle. You retain the sole right to determine when, where, and for how long you will utilize the SnapShyft Platform. You retain the option to accept or to decline or ignore a Vendor’s request for Services via the SnapShyft Platform, or to cancel an accepted request for Services via the SnapShyft Platform, subject to SnapShyft’s then-current cancellation policies. With the exception of any signage required by law or permit/license rules or requirements, SnapShyft shall have no right to require you to: (a) display SnapShyft’s names, logos or colors on your vehicle(s); or (b) wear a uniform or any other clothing displaying SnapShyft’s names, logos or colors. You acknowledge and agree that you have complete discretion to provide Services or otherwise engage in other business or employment activities.
This Agreement shall be governed by the laws of the State of Indiana without regard to choice of law principles. If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non- binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement and all incorporated agreements may be automatically assigned by SnapShyft, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to SnapShyft shall be given by certified mail, postage prepaid and return receipt requested to and Avail Productivity Systems, LLC, PO Box 2691, Indianapolis IN 46206. Any notices to you shall be provided to you through the SnapShyft Platform or given to you via the email address or physical address you provide to SnapShyft during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and SnapShyft with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.
If you have any questions regarding the SnapShyft Platform or Services, please contact our Customer Support Team at firstname.lastname@example.org or by phone at 855-WE-SHYFT.