Customer Terms of Service

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The Customer Terms of Service define the terms by which Investorbootz LLC (“Company”) makes available its technology platform and services to customers (the “Services”) located at  https://investorbootz.com (the “Platform”) as further defined below and are an agreement between Customer and Company.  

Company may modify the Customer Terms of Service in its sole discretion, and any amendments will become effective thirty (30) days after notice is provided to Customer by email to the email address associated with Customer’s account or through a notification on the Platform. Customer’s continued use of the Platform and the Services after any amendments go into effect shall signify its acceptance of the amendments. Customer should return to this page from time to time to ensure that Customer is aware of any changes.

The Privacy Policy, attached hereto as https://investorbootz.com/privacy-policy and incorporated herein by reference; the Acceptable Use Policy, attached hereto as https://investorbootz.com/acceptable-use-policy and incorporated herein by reference; the Technical Support Policy, attached hereto as https://investorbootz.com/technical-support-policy and incorporated herein by reference; the Customer Cancellation, Refund & Order Protection Policy, attached hereto as https://investorbootz.com/customer-cancellation-policy and incorporated herein by reference; and the Authorized User Policy, attached hereto as https://investorbootz.com/authorized-user-policy and incorporated herein by reference (collectively, the “Company Policies”), also form part of these Customer Terms of Service. Company may from time to time modify the Company Policies and/or introduce new policies regarding use of the Platform and Services. Any reference to these Customer Terms of Service includes all such policies. Company may refer to either Company or Customer as a “Party,” and to Company and Customer collectively as the “Parties.”

BEFORE USING THE PLATFORM OR THE SERVICES, PLEASE READ THESE CUSTOMER TERMS OF SERVICE CAREFULLY.   BY AGREEING TO THESE TERMS OF SERVICE, CUSTOMER AGREES TO BE BOUND BY THESE TERMS OF SERVICE.  

SECTIONS 15 AND 16 (GOVERNING LAW & DISPUTE RESOLUTION) OF THE CUSTOMER TERMS OF SERVICE CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS THAT CUSTOMER AND COMPANY HAVE AGAINST EACH OTHER ARE RESOLVED. IN PARTICULAR, SECTION 16(C) SETS FORTH OUR ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN CUSTOMER AND COMPANY TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS CUSTOMER VALIDLY OPTS OUT OF THE ARBITRATION AGREEMENT: (1) CUSTOMER WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) CUSTOMER IS WAIVING ITS RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON ITS CLAIMS. THE ARBITRATION AGREEMENT COULD ELIMINATE CUSTOMER’S RIGHT TO PARTICIPATE IN PENDING PROPOSED CLASS ACTION LITIGATION. PLEASE SEE SECTION 16 FOR MORE INFORMATION REGARDING THIS ARBITRATION AGREEMENT, THE POSSIBLE EFFECTS OF THIS ARBITRATION AGREEMENT, AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT.

  1. Company Platform

Company owns and operates a cloud-based platform which connects real estate investors, wholesalers, and fund managers requiring services on their properties with local service providers who are available to perform the services (the “Platform”).  The Platform is comprised of two core sets of functionality: (a) customer functionality for customers to submit work orders to Company for hiring and then for Company to collect and process payments on completed work orders, and (b) contractor functionality to procure, facilitate, administer and coordinate the staffing of contractors to perform the services in conjunction with the work orders.

2. Intellectual Property

  1. Company Intellectual Property; Customer Access Rights.  Company shall retain all right, title, and interest to the intellectual property in the Platform and any and all documentation regarding the Platform, as well as to any logos and trademarks used in the marketing of the Platform, including but not limited to “InvestorBootz” and “Boots on the Ground” (the “Company Intellectual Property”).  Company grants customers the right to access and use the Platform for the sole purpose of submitting work orders to Company and submitting and processing payments for completed work orders.  Customer shall refrain from making any use of the Company Intellectual Property except to the extent expressly permitted herein. 

  2. Customer Intellectual Property; Company Licensing Rights.  Customer shall retain all right, title, and interest to any logos and trademarks used in the marketing of Customer’s business, if any (the “Customer Intellectual Property”).  Customer grants to Company a perpetual, worldwide, non-exclusive, royalty-free license to display the Customer Intellectual Property on Company’s website and on any digital or printed advertising or marketing materials for the limited purpose of advertising and/or marketing Customer’s business relationship with Company.   

3. Work Orders

  1. Eligibility to Post Work Orders.  To be eligible to post work orders on the Platform, a Customer must meet the following requirements: (i) be at least 18 years old; (ii) agree to the applicable Customer Terms of Service; (iii) create an account; (iv) provide accurate account information; (v) maintain a valid payment method; (vi) be legally authorized to request services related to the applicable property, including the right to grant access and install devices such as lockboxes; and (vii) remain in good standing on the Platform.  

  2. How to Submit a Work Order.  To submit a work order through the Platform, Customer should initiate the request through the member dashboard, or alternatively, through an order firm, integrated application, email, or other approved method of submission made available to customers by Company.  

  3. Work Order Requirements.  A work order shall include the following elements: (i) a property address; (ii) a description of the services requested; (iii) the desired deadline for completion (i.e. date and time); (iv) contact information for access to property; (v) scheduling information; (vi) any relevant instructions; (vii) description of required deliverables; (viii) known hazards or access issues; and (ix) any photos, descriptions, or supporting details (if needed).  In addition, in the case of work orders for notary services or execution of documents, the following shall be included: (i) signing contact information when applicable; (ii) required documents or document packages; (iii) any witness requirements; (iv) any printing, scan-back, shipping, or signing instructions; and (v) any time-sensitive or compliance-related requirements relevant to the requested service.  For the avoidance of doubt, incomplete or even unclear work orders may delay fulfillment or require follow-up before the order can move forward.  

  4. Additional Project Instructions.  For Customers who have additional instructions, documents, attachments, or custom scope information for their projects beyond the minimum requirements of the work order, they should include enough information for Company to coordinate the requested service, including as applicable the following: (i) property address; (ii) services requested; (iii) specific deliverables needed; (iv) access instructions; (v) scheduling/timing requirements; (vi) on-site contact information; (vii) special instructions; (viii) known hazards, access issues or property conditions; (ix) photos, documents, or examples needed to understand the request; (x) document/signing requirements, including witness, scanback, shipping, notarization, or compliance-related instructions when applicable; and (xi) budget, approval limits, or service-specific requirements for custom projects.  As in the case of Section 3(c) above, incomplete or even unclear work orders may delay fulfillment or require follow-up before the order can move forward.  

  5. Acceptable Work Orders.   An eligible Customer may post to the Platform work orders consisting of any lawful real estate or property-related vendor coordination request, including but not limited the following: (i) property photos; (ii) walk-through videos; (iii) occupancy checks; (iv) lockbox installation and removal; (v) licensed home inspections; (vi) notary coordination; (vii) document delivery and posting; (viii) access coordination for service providers; and (ix) similar property-related field services offered through the Platform.  

  6. Unacceptable Work Orders.   Company prohibits submitting to the Platform work orders involving any of the following: (i) any illegal activity; (ii) unsafe conditions; (iii) harassment, threats, or discrimination; (iv) eviction; confrontation, or legal advice; (v) occupied property access without proper authorization; (vi) known hazards that have not been disclosed; (vii) hazardous materials; (viii) weapons, drugs or criminal activity; (ix) human or animal welfare concerns beyond ordinary field work; (x) work requiring professional licensing outside the scope of the Platform;  (xi) requests that violate Platform policies; (xii) requests that involve prohibited activities; or (xiii) requests that are prohibited by applicable law.  Company shall have the right at its discretion to reject, pause, or cancel any work order that is submitted in violation of any of the foregoing. 

4. Contracts

The contract between Company and Customer shall commence upon a contractor’s acceptance of an applicable work order (the “Contract”; the contractor who accepted shall be referred to as  the “Contractor”) and Customer’s deposit of the agreed upon price in Company’s designated bank account in advance of Contractor’s performance of the services.  Upon full and complete performance of the Contract, Company will issue an invoice to Customer in the amount of the prepaid deposit and separately verify that the final deliverables objectively meet the specifications of the work order and that the project is completed.  Following satisfactory verification of the completed project, Company will submit any deliverable(s) to Customer in accordance with the terms and specifications agreed upon in the work order.

5. Contractor Failure to Perform

In the event that a Contractor accepts a work order but fails to perform for any reason, then Company shall make commercially reasonable efforts to do one or more of the following on behalf of Customer, to the extent applicable:

  1. Promptly reassign the work order to a new contractor;

  2. Reschedule any cancelled appointment;

  3. Expand sourcing efforts;

  4. Cancel the work order;

  5. Issue a credit to Customer;

  6. Issue a refund to Customer; and/or

  7. Provide another commercially reasonable resolution.  

6. Customer Relationship

  1. Third-Party Relationship.  Company’s relationship to Customer pursuant to this Platform shall be that of a third-party, independent contractor.  For the avoidance of doubt, nothing in these Customer Terms of Service shall be construed to create an employer-employee relationship and Customer shall have no right, power, or authority to assume, create or incur any expense, liability, or obligation, whether express or implied, on behalf of Company. Customer acknowledges and agrees that Company shall have the right to work with other customers or clients simultaneously while performing any and all Contracts pursuant to this Platform, which customers or clients may compete with Customer and/or Company has no obligation to notify or disclose to Customer the identities of such other customers or the nature of the services being performed on behalf of such customers.   

  2. Copyrightable Subject Matter. To the extent that any deliverable created pursuant to a Contract constitutes copyrightable subject matter, Company expressly agrees that such deliverable shall be considered a “work made for hire” as defined by U.S. copyright law.  Company hereby assigns to Customer all right, title, and interest in all such deliverables.  

  3. No Conflicting Obligations.  Customer agrees that he or she will not enter into any Contracts or other obligations that are inconsistent or otherwise incompatible with Customer’s obligations to any third party.  

  4. Excusable Nonperformance by Company.  Company and Customer expressly agree that Company’s failure to perform any Contract, whether in full or in part, shall be excused in the following circumstances, provided that Company timely communicates to Customer the non-performance as well as the excuse for non-performance:

    1. The conditions at the location identified in the work order were not as represented;

    2. Contractor is denied access to the location identified in the work order;

    3. The location identified in the work order is not the correct address;

    4. A lockbox code was necessary to perform the work and the lockbox code provided is incorrect;

    5. The occupant of the residence identified in the work order and/or denies Contractor access to the property; 

    6. The occupant of the residence identified in the work order refuses to cooperate with Contractor and the work cannot be provided without the occupants’ consent; or

    7. The conditions for the agreed upon work are unsafe.

  5. Excusable Non-Performance by Customer.  Company and Customer expressly agree that Company’s failure to perform any Contract, whether in full or in part, shall be excused in the following circumstances:

    1. The services described in the work order were never performed;

    2. Company cancelled the work order before performance began;

    3. Deliverables materially fail to match the requested scope of work as defined in the work order;

    4. Duplicate or fraudulent performance of the work order occurs; or

    5. A Platform-approved dispute resolution outcome results in a refund, credit or adjustment.

Notwithstanding the foregoing, Customer shall not be excused from payment based on minor subjective preferences, delays outside of Company’s control, lack of access due to the fault of the Customer or property contact, or any other problems caused by incomplete or inaccurate information.  

7. Company Services

Company shall be responsible for the performance of the following Services pursuant to the Platform: 

  1. Platform  Services.  

    1. Communications.  Company will be the exclusive point of contact with Contractor, and will be solely responsible for communicating to Contractor any and all material facts and information about the work order as required to perform the Contract.  

    2. Review.  Company will review all deliverables completed by Contractor and verify that Contractor has fully performed any accepted Contract in accordance with the objective specifications of the applicable work order.          

    3. Bookkeeping and Accounting.  Company will solely provide any and all bookkeeping and accounting services arising from the Platform, including the payment of contractors following the performance of Contracts.                                         

  2. Hosting, Operations and Maintenance Services.  Company will maintain and manage the hosting, maintenance and operation of the Platform in accordance with the Acceptable Use Policy attached hereto as https://investorbootz.com/acceptable-use-policy and incorporated herein by reference, and other applicable Platform policies.   

  3. Technical Support Services.  Company will provide technical support services to contractors for the use of the Platform pursuant to the Technical Support Policy attached hereto as https://investorbootz.com/technical-support-policy and incorporated herein by reference.                                   

8. Company Obligations

Company shall be responsible for the following:

  1. Manage Administration.  Successfully manage and coordinate the administration of work order intake, account details, status updates, payment processing and deliverable routing.  

  2. Facilitate Scheduling.  Provide and maintain scheduling functionality on the Platform and successfully facilitate the scheduling between customers, property contacts, and independent contractors.  

  3. Procure and Manage Platform Communication Tools.  Procure and manage any and all Platform communication tools.

  4. Provide Vendor Sourcing Assistance.  Reach out to potential contractors and provide sourcing assistance to engage them on real estate projects.  

  5. Payment Processing.  Implement payment processing via the Platform and process all payments for services provided therein.  

  6. Reporting Mechanism.  Provide and implement a functionality and a process via the Platform by which to report problems, exceptions, or disputes.

  7. Making Materially Accurate Representations.  Fully, accurately and completely representing the Opportunity, the work order, and the compensation payable to Contractor.

  8. Facilitate the Submission of Deliverables.  Timely facilitate the submission of photos, reports, documents, and other deliverables to Customer.

  9. Timely Review and Delivery of Deliverables.  Conduct a timely review of all deliverables submitted by Contractor for submission to Customer.

  10. Timely Delivery of Deliverables.  Facilitating the delivery to Customer of all deliverables submitted by Contractor.

  11. Promptly Pay Contractor. Ensure the prompt payment of Contractor upon verification of the full performance of any Contract in accordance with the objective specifications of the applicable work order.

9. Customer Obligations

Customer shall be responsible for the following:

  1. Accurate, Complete Information.  Providing full, accurate, and complete information to Company about any work order and services described therein.

  2. Maintenance of Valid Payment Methods.  Providing and maintaining valid payment methods on file with Company.

  3. Full payment of all Applicable Fees.  Paying in full all applicable fees due and payable to Company. 

  4. Obtaining Lawful Property Access Authorization.  Ensuring that property access authorization is obtained as required by applicable law or contract prior to submitting any work order.

  5. Making all Required Notifications.  Ensuring that any and all notices required by applicable law or contract are provided to occupants, tenants, sellers, agents, or property contacts prior to submitting any work order.

  6. Disclosing Known Hazards.  Disclosing any and all known hazards, access issues or special conditions to Company. 

  7. Ensuring Reasonable Availability.  Ensuring reasonable availability to Company for questions or decisions.

  8. Making Lawful Use of Platform.  Ensuring that any and all use of the Platform is lawful at all times.

  9. Respectful Conduct.   Ensuring that Customer conducts itself in a respectful manner in any and all dealings with Company personnel, vendors, contractors and Platform users.   

  10. Timely Review of Deliverables.  Timely reviewing all deliverables received from Company. 

  11. Compliance with Platform Rules. Complying at all times with Platform rules, policies and applicable laws and regulations.  

  12. Refraining from Prohibited Conduct. Refraining from engaging in any prohibited conduct, including but not limited to the following:

    1. Fraud;

    2. Chargeback abuse;

    3. Harassment, threats, or abusive conduct;

    4. Making or submitting unsafe requests;

    5. Violating any applicable law;

    6. Repeatedly breaching the Customer Terms of Service;

    7. Engaging in excessive disputes with Company or any third party;

    8. Misusing Platform;

    9. Attempting to circumvent the Platform;

    10. Directly soliciting or paying contractors on this Platform outside of the Platform;

    11. Requesting unauthorized access to any property referenced on the Platform; and

    12. Violating the Customer Terms of Service or any policy on the Platform.  

10. Fees and Payments

  1. Payments.  Payment for the fee(s) specified in the work order is due and payable in full upon submission of the work order to Company. All payments are non-refundable except as expressly provided in the Customer Cancellation, Refund & Order Protection Policy attached hereto as https://investorbootz.com/customer-cancellation-policy and incorporated herein by reference, or as otherwise required by applicable law.

  2. Payment Method.  Company may require a valid payment method on file by Customer.  

  3. Additional Fees.   Customer may be required to pay additional fees beyond the fee(s) specified in the work order in the following circumstances:

    1. Customer submits extra pages after submitting the work order;

    2. Customer adds new witnesses;

    3. Customer decides to retain the originals for any reason;

    4. Customer changes the work order for any reason;

    5. Customer expands the scope of the services described in the work order for any reason;

    6. Customers make rework requests for any reason.

    7. Additional appointments are required for any reason beyond the appointment listed in the work order; or

    8. Unexpected service requirements are required. In any such case, Company reserves the right to require payment in full of any and all additional fees due and payable prior to releasing deliverables, completed assets, documents, reports, photos, videos, scanbacks, or other work product to Customer.  

  4. Past Due Payments.  If Customer fails to make any payment on or before any due date specified on any invoice, a late fee will be incurred equal to Five Percent (5%) of the total unpaid balance. In addition, on all amounts outstanding and payable to Company, interest shall accrue from the date such amounts are due and payable at the rate of One and One-Half Percent (1.5%) per month or the maximum amount allowable by applicable law, whichever is less.  Company reserves the right to submit any balance to collections which goes unpaid for ninety (90) days following the invoicing or notification date, in which case Customer will also be responsible for all costs of collection and attorney’s fees.  Company also reserves the right to file a mechanic’s lien on any Customer property in which Customer incurs unpaid, past due fees pursuant to a work order, to the extent such action is permitted by applicable law.  

11. Termination; Suspension; and Force Majeure

  1. Termination.  Either Party may terminate these Customer Terms of Service for material breach upon fifteen (15) days prior written notice in the event the other Party fails to perform under the Customer Terms of Service and fails to cure the breach following receipt of notice during such fifteen (15) day notice period.   

  2. Effect of Termination.  Upon any termination of the Customer Terms of Service, Company shall have the right to immediately and permanently suspend Customer’s access to the Platform and the performance of all other services.  Following thirty (30) consecutive days of suspension, Company shall also have the right to terminate these Customer Terms of Service with respect to Customer.  The following terms and conditions shall survive any termination until such time as they are fully exhausted: Sections 2, 10, and 11-18.  For the avoidance of doubt, Company and Customer expressly agree that any failure to perform due to excusable nonperformance as set forth in Sections 6(d) or (e) above shall not constitute a material breach pursuant to Section 11(a) above.  

  3. Suspension.  Company shall have the right to suspend Customer’s access to the Platform immediately upon written notice (i) in the event of any failure by Customer to comply with one or more obligations set forth in Section 9 above; and (ii) in the event of any failure by Customer to comply with any other term or condition of these Customer Terms of Service.  

  4. Force Majeure.    The failure of either Party to perform any obligation pursuant to these Customer Terms of Service by reason of “acts of God,” acts of governments, terrorism, riots, wars, accidents, deficiencies in materials or transportation, pandemic or epidemic,  or any other causes beyond its control shall not be deemed to be a material breach of these Customer Terms of Service, provided that the nonperforming or delayed Party provides to the other Party written notice of the existence and nature of such reason for the nonperformance and delay, and resumes performance immediately upon the elimination of the relevant force majeure.

12. Confidential Information

Company may disclose certain Confidential Information to Customer in conjunction with a work order.  Customer shall refrain from using or exploiting any and all Confidential Information obtained pursuant to this relationship for any purposes or activities other than those specifically authorized in these Customer Terms of Service.  Customer shall hold Confidential Information in confidence and protect Confidential Information to the same extent and by the same means it uses to protect the confidentiality of its own proprietary or confidential information.  Customer shall not disclose or facilitate disclosure of Confidential Information to anyone except employees and independent contractors who are authorized according to these Customer Terms of Service and who have a “need to know such information.”  Customer shall ensure that its employees or independent contractors to whom the Confidential Information is disclosed comply with their obligations under these Customer Terms of Service with respect to the Confidential Information.  All Confidential Information made available hereunder, including copies thereof, shall be returned to Company or certified as destroyed at the request of Company.  For the purpose of this Section 12, “Confidential Information” shall be defined as all the proprietary, non-public information of Company disclosed pursuant to or in furtherance of these Customer Terms of Service, including but not limited to the identity or performance history of any contractor performing work orders on the Platform and any and all business information about Company’s proprietary technology, services or service providers.  

13. Warranty and Liability

  1. Customer Warranty.  Customer warrants and represents that Customer has the full legal right and authority to request any work order submitted through this Platform, to grant access as required to any property where a work order is to be performed, to authorize the installation of any devices or the performance of any other services defined in any work order, and that any services defined in any work order fully comply with all applicable laws and regulations. Customer further warrants and represents that Customer will comply at all times with the Customer Obligations as set forth in Section 9 above.  

  2. Company Warranty.  Company warrants and represents that (i) all Company services provided under these Customer Terms of Service will be performed in a professional, workmanlike manner in accordance with generally accepted industry standards; (ii) that Company will comply at all times with the Company Obligations as set forth in Section 8 above; and (iii) the Platform will perform substantially in accordance with any documentation and will be free from any material defects.  This warranty shall not apply to problems affecting the Platform due to (1) electrical work, network, or other problems external to the Platform, or (2) operation outside of any hardware specifications set forth herein.  Upon receipt by Company of written notice from Customer of any breach of this warranty, Company liability and Customer’s sole remedy shall be to the following: (A) in the case of the Platform, use reasonable commercial measures to correct the material non-conformity or provide a work-around to avoid the non-conformity, taking into account the severity of the non-conformity, or (B) in the case of nonconforming services, use reasonable commercial measures at Company’s expense to re-perform or correct the performance or delivery of the services so that the services meet the standards set in this warranty.

  3. Disclaimer of Other Warranties.  THE PLATFORM AND COMPANY’S SERVICES ARE PROVIDED ON AN “AS IS” BASIS.  USE AND RELIANCE ON THE PLATFORM AND THE SERVICES ARE ENTIRELY AT CUSTOMER’S OWN RISK.  WORK ORDERS SUBMITTED TO COMPANY SHALL BE FULFILLED OR PERFORMED BY THIRD-PARTY INDEPENDENT CONTRACTORS. COMPANY DOES NOT SCREEN CONTRACTORS, CONDUCT BACKGROUND, CRIMINAL HISTORY, OR REFERENCE CHECKS ON THEM, OR REVIEW THEIR EMPLOYMENT RECORDS, STATE LICENSING RECORDS, WORK HISTORIES, DRIVING RECORDS, RESUMES, GENERAL BUSINESS REPUTATIONS, OR ONLINE CUSTOMER COMPLAINTS OR REVIEWS. COMPANY DOES NOT INDEPENDENTLY VERIFY THAT ANY CONTACTOR IS QUALIFIED AND/OR HAS THE NECESSARY EXPERTISE TO PERFORM A WORK ORDER, OR THAT HE OR SHE HAS OBTAINED OR CONTINUES TO MAINTAIN ANY LICENSES, PERMITS, OR REGISTRATIONS REQUIRED BY APPLICABLE LAW TO PERFORM THE SERVICES DEFINED IN ANY WORK ORDER.   FURTHERMORE, COMPANY DOES NOT DIRECT, CONTROL, OR SUPERVISE IN ANY WAY THE MANNER OR MEANS BY WHICH ANY CONTRACTOR PERFORMS ANY SERVICE DEFINED IN A WORK ORDER.  EACH CONTRACTOR EXCLUSIVELY CONTROLS, DIRECTS, AND MANAGES HIS OR HER OWN SERVICES AND PERFORMANCE.  COMPANY’S SERVICES ARE LIMITED TO VERIFYING THAT THE OBJECTIVE SPECIFICATIONS OF AN APPLICABLE WORK ORDER HAVE BEEN FULLY PERFORMED. CUSTOMER SOLELY ASSUMES THE RISK OF RELYING ON THE PLATFORM, COMPANY’S SERVICES, AND ANY CONTRACTOR WHO ACCEPTS AN OPPORTUNITY TO PERFORM AND/OR FULFILL A SPECIFIC WORK ORDER.  CUSTOMER IS SOLELY RESPONSIBLE FOR ITS DECISION TO SUBMIT ANY PARTICULAR WORK ORDER TO COMPANY FOR PERFORMANCE AND/OR FULFILMENT.  IN ADDITION, CUSTOMER IS SOLELY RESPONSIBLE FOR NOTIFYING ALL OCCUPANTS OR TENANTS OF ANY PROPERTY OF ANY SERVICES TO BE PERFORMED AT THE PROPERTY AND FOR COMPLYING WITH ANY AND ALL LEGAL PREREQUISITES TO OBTAIN ACCESS.  COMPANY EXPRESSLY DISCLAIMS ANY AND ALL GUARANTEES OR PROMISES ABOUT THE AVAILABILITY OF ANY CONTRACTOR, THE ACCEPTANCE OF A WORK ORDER BY ANY CONTRACTOR, THE PERFORMANCE OF A WORK ORDER BY ANY CONTRACTOR, THE TIMELINESS OR QUALITY OF ANY PERFORMANCE, AND/OR THE OUTCOME OF ANY MATTER. ANY COMMENTS BY COMPANY ARE STATEMENTS OF OPINION ONLY.  IN ADDITION, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY FOR CONTRACTOR SCHEDULING DELAYS; CONTRACTOR OR VENDOR AVAILABILITY ISSUES; THIRD PARTY PERFORMANCE VARIABILITY; PROPERTY ACCESS COMPLICATIONS; COMMUNICATION ISSUES OR DISPUTES WITH ANY OCCUPANT, TENANT, SELLER OR AGENT; ANY FAILURE BY CUSTOMER TO SUBMIT FULL, ACCURATE, AND COMPLETE INFORMATION IN ANY WORK ORDER; ANY SUBSEQUENT CHANGES TO THE SCOPE OF WORK LISTED IN ANY WORK ORDER; THE FAILURE BY ANY VENDOR TO TIMELY COMPLETE A WORK ORDER;  ANY QUALITY FAILURES WITH ANY DELIVERABLE; UNFORESEEN ACCIDENTS, INJURIES, OR HEALTH CONDITIONS OF ANY KIND; SAFETY INCIDENTS OR PROPERTY CONDITIONS NOT DISCLOSED TO COMPANY; TECHNOLOGY INTERRUPTIONS; COMMUNICATION FAILURES; WEATHER, TRAFFIC,  OR LOCAL ACCESS, OR FORCE MAJEURE DELAYS; PROPERTY DAMAGE OR LOSS NOT CAUSED BY ANY DIRECT MISCONDUCT BY COMPANY; ISSUES OR DISPUTES ARISING FROM CUSTOMER’S FAILURE TO DISCLOSE HAZARDS OR OBTAIN PROPER AUTHORITY; AND/OR BUSINESS LOSSES, LOST DEALS, OR TRANSACTION OUTCOMES OUTSIDE OF COMPANY’S CONTROL. COMPANY ALSO DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR USE OF THE PLATFORM WITH DEVICES THAT DO NOT MEET ANY HARDWARE SPECIFICATIONS ESTABLISHED BY COMPANY. COMPANY EXPRESSLY DISCLAIMS ANY WARRANTY THAT USE OF THE PLATFORM AND ANY THIRD PARTY SOFTWARE INTEGRATIONS WILL ALWAYS BE COMPLETELY ACCURATE, RELIABLE, FREE OF DELAYS AND TECHNICAL PROBLEMS, OR ERROR-FREE; THAT ACCESS TO THE PLATFORM AND SERVICES WILL BE CONTINUOUS, UNINTERRUPTED, BUG-FREE, VIRUS-FREE, FREE OF DEFECTS, OR FREE OF TECHNICAL PROBLEMS; THAT ALL ERRORS, BUGS, OR DEFECTS CAN  AND WILL BE CORRECTED;  THAT DATA COLLECTED OR GENERATED BY THE PLATFORM WILL NEVER BE LOST OR DELAYED; OR THAT COMPANY WILL MEET ALL OF CUSTOMER’S NEEDS. COMPANY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, CONDITIONS, GUARANTEES, OR REPRESENTATIONS WITH RESPECT TO THE PLATFORM AND THE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE OR SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD-PARTY RIGHTS, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.

  4. Consequential Damages. COMPANY SHALL IN NO EVENT BE LIABLE TO CUSTOMER FOR ANY CONSEQUENTIAL, PUNITIVE, EXEMPLARY, SPECIAL, INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOSS OF DATA, WINS, PROFITS, OR OTHER FINANCIAL LOSSES; LOSS OF BUSINESS OPPORTUNITIES; COSTS OF PROCUREMENT OR REPLACEMENT GOODS AND SERVICES, COVER, OR RELIANCE DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE CUSTOMER TERMS OF SERVICE; WORK ORDERS;  OR THE DELIVERY, USE, PERFORMANCE, OR INTERRUPTION OF THE  PLATFORM OR THE SERVICES, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, THIRD PARTY CLAIMS, TORT (INCLUDING NEGLIGENCE) STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.  THE PARTIES AGREE THAT THESE LIMITATIONS WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CONSEQUENTIAL DAMAGES; THIS SECTION APPLIES ONLY TO THE EXTENT AVAILABLE BY APPLICABLE LAW.

  5. Limitation of Liability.  Company’s total cumulative liability to Customer from all causes of action and under all theories of liability in the aggregate shall be limited to the total amount of all payments made by Customer to Company via the Platform in the twelve (12) month period preceding the claim.  This limitation shall apply notwithstanding the failure of the essential purpose of any remedy thereunder.  

  6. Release of Claims.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER HEREBY RELEASES AND WAIVES ALL CLAIMS AGAINST COMPANY AND ITS MEMBERS, OFFICERS, EMPLOYEES, INDEPENDENT CONTRACTORS, REPRESENTATIVES, AND AGENTS FROM ANY AND ALL LIABILITY FOR CLAIMS, DAMAGES (ACTUAL AND CONSEQUENTIAL), COSTS AND EXPENSES (INCLUDING LITIGATION COSTS AND ATTORNEYS FEES) OF EVERY KIND AND NATURE ARISING FROM OR IN ANY WAY RELATED TO COMPANY, THE PLATFORM, THE SERVICES, ITS CUSTOMERS AND THEIR WORK ORDERS, AND CONTRACTORS. TO THE EXTENT APPLICABLE, CUSTOMER ACKNOWLEDGES AND UNDERSTANDS THAT ANY MATTER COVERED BY THIS RELEASE MAY BE FOUND TO BE OTHER THAN NOW BELIEVED TO BE TRUE AND ACCEPTS AND ASSUMES THE RISK OF SUCH POSSIBLE DIFFERENCES IN FACT.

IF CUSTOMER IS A CALIFORNIA RESIDENT, THEN CUSTOMER HEREBY WAIVES CALIFORNIA CIVIL CODE §1542, WHICH PROVIDES:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

IF CUSTOMER IS NOT A CALIFORNIA RESIDENT, CUSTOMER WAIVES HIS OR HER RIGHTS UNDER ANY APPLICABLE STATUTE OR COMMON LAW PRINCIPLE, IF ANY, WHICH IS SIMILAR TO CALIFORNIA CIVIL CODE §1542 AND ALSO ADDRESSES THE RELEASE OF CLAIMS.

14. Indemnification

Customer hereby indemnifies, defends, and holds harmless Company, its members, officers, employees, independent contractors, subcontractors, representatives, agents, and customers against (a) any violation or breach of these Customer Terms of Service; (b) any failure to comply with the Customer Obligations set forth in Section 9 above;  (c) any errors or omissions by Customer or its employees and contractors or subcontractors, if any; (d) any grossly negligent acts or omissions or willful misconduct by Customer or its employees and contractors or subcontractors; (e) any personal injury or death of any contractor or other any third party which arises as a result of any work order submitted to Company; and (f) any violation of any applicable laws or regulations.  In order to be indemnified, Company shall promptly notify Customer in writing of the existence of the potential claim for indemnification, shall grant Customer the right to control the defense of all such claims, and shall fully cooperate in the defense.

15. Insurance

Customer shall provide and maintain at its own expense the following insurance in the amounts and minimum limits set forth below: (a) comprehensive general liability in the minimum limits of $1 million per occurrence/ $1 million in the aggregate, and (b) umbrella insurance in the minimum limits of $1 million per occurrence/ $1 million in the aggregate.

All such policies shall be issued by insurers with a minimum A.M. Best rating of A-.  Customer will upon written request furnish Company with certificates of insurance evidencing each policy, and provide to Company thirty (30) days advance written notice of any reduction of coverage  or cancellation of the above policies.  Customer will ensure that Company is  named as an additional insured on Customer’s comprehensive general liability policy and umbrella insurance policies.

16. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of California, USA, without regard to conflicts of law principles.

17. Dispute Resolution

  1. Informal Resolution.  In the event of any dispute or controversy which arises from these Customer Terms of Service, their interpretation, performance, termination or suspension, Customer or Company shall have the obligation to immediately provide prompt written notice to the other Party of the dispute or controversy.  Upon receipt of written notice, Customer and Company shall have fifteen (15) days to informally resolve the dispute (“Informal Resolution Period”).

  2. Mediation.  If the dispute remains unresolved following the exhaustion of the Informal Resolution Period, the dispute or controversy shall be submitted to mediation within forty-five (45) days following the completion of the informal dispute resolution process, which mediation shall be conducted by a mutually agreed upon third party mediator and held in Ventura County, California, USA within thirty (30) days following the submission to mediation. The proceeding shall be conducted in the English language and the costs of the mediation shall be shared equally by Company and Customer.  

  3. Binding Arbitration.  In the event that informal resolution and mediation are unable to resolve the dispute or controversy, then such dispute or controversy shall be finally submitted to binding arbitration in Ventura County, California, USA under the Commercial Rules of the American Arbitration Association within forty-five (45) days following the completion of the mediation.  The proceeding shall be conducted in the English language with a single arbitrator and the costs of the arbitration, including administrative and arbitrators’ fees, shall be shared equally by the Parties.  Company and Customer shall each bear its own costs and attorneys’ and witnesses’ fees.  The arbitration award shall be final, and each Party shall comply in good faith and submit itself to the jurisdiction of the appropriate courts for the sole purpose of the entry of such arbitrator’s award to render effective such arbitration decision.  Notwithstanding the foregoing, judgment on the award by the arbitrator may be entered in any court having jurisdiction.  If judicial enforcement or review of the arbitrator’s decision is sought, the prevailing Party shall be entitled to costs and reasonable attorneys’ fees.  Notwithstanding the foregoing, in the event that binding arbitration is deemed invalid or unenforceable for any reason, or if any court hearing such dispute declines to order the Parties to arbitration for any reason, then any such legal proceedings arising from these Customer Terms of Service shall be subject to the jurisdiction and venue of the courts located in Ventura County, California, and Customer and Company, as well as any subcontractor, to the extent applicable, hereby consent to the jurisdiction and venue of the courts located in Ventura County, California.

  4. Opt-Out Provision.  customer may opt out of the arbitration agreement set forth in Section 17(c) above by sending an arbitration opt out notice to Company within thirty (30) days following HIS OR HER electronic acceptance of these customer Terms of Service at the following address: InvestorBootz, 755 Town Center Drive, #122, Oxnard, CA  93036.  To be valid, the opt-out notice must clearly state and/or include all of the following: (a) that customer IS rejecting arbitration; (b) identify the date which customer agreed to the Customer Terms of Service; (c) identify customer’S name; (d) identify Customer’S address; (e) identify customer’S business address; (f) identify customer’S business name; and (G) a signature by Customer.  CUSTOMER MAY SEND AN OPT-OUT NOTICE IN ANY MANNER THAT CUSTOMER SEES FIT SO LONG AS IT IS RECEIVED AT THE SPECIFIED ADDRESS WITHIN THE SPECIFIED TIME.  NO OTHER METHODS CAN BE USED TO OPT OUT OF THIS ARBITRATION AGREEMENT.  IF THE OPT-OUT NOTICE IS SENT ON CUSTOMER’S BEHALF BY A THIRD PARTY, SUCH THIRD PARTY MUST INCLUDE EVIDENCE OF ITS/HIS/HER AUTHORITY TO SUBMIT THE OPT OUT NOTICE ON CUSTOMER’S BEHALF.  IN CASE AN OPT OUT IS RECEIVED FROM CUSTOMER, THEN ALL DISPUTES SHALL BE SUBMITTED TO THE JURISDICTION AND VENUE OF THE COURTS LOCATED IN VENTURA, AND CUSTOMER AND COMPANY HEREBY CONSENT TO THE JURISDICTION AND VENUE OF THE COURTS LOCATED IN VENTURA COUNTY, CALIFORNIA.  

  5. Class Action Waiver.  Customer expressly agrees that any arbitration shall be conducted in its individual capacity only and not as a class action or other representative action.  Customer expressly waives his or her right to file a class action or to seek relief on a class basis.  CUSTOMER AND COMPANY EXPRESSLY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THE CAPACITY OF THE INDIVIDUAL PARTY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. 

  6. Federal Arbitration Act.  Customer and Company intend for the aforestated arbitration agreement to be enforceable in state and federal courts in accordance with the Federal Arbitration Act (9 U.S.C., §1) (the “Act”) including any amendments to the Act which are subsequently adopted.  In the event that either Party refuses to submit to arbitration as required by this provision, then, in addition to any rights otherwise available in Ventura County courts to compel arbitration, the other Party may petition the United States Federal District Court located in Ventura County, if available, to compel arbitration in accordance with the Federal Arbitration Act  Both parties consent to the jurisdiction of this court to enforce this provision and to confirm and enforce the performance of any award of the arbitrator.  

18. Miscellaneous

  1. Entire Understanding.   These Customer Terms of Service, along with any other web pages linked hereto, contains the entire understanding of Customer and Company with respect to the subject matter contained herein, and shall supersede all prior agreements and understandings, whether written or oral.  There are no restrictions, promises, covenants, or understandings other than those expressly set forth herein, and no rights or duties on the part of either Party are to be implied or inferred beyond those expressly provided for.

  2. Severance.  If any provision of these Customer Terms of Service is held unenforceable or in conflict with the law of any jurisdiction, the validity of the remaining provisions shall not be affected by such holding.  The Parties agree to negotiate and amend in good faith such provision in a manner consistent with the intentions of the Parties as expressed in these Customer Terms of Service, if any invalid or unenforceable provision affects the consideration of either Party.

  3. Assignment.  These Customer Terms of Service shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.  Neither Party may assign the terms or conditions set forth herein to a third party except that Company may assign its rights to a successor in the event of a merger or a purchase of all or substantially all of Company’s assets; provided, however, that such transfer may only occur if the assignee agrees to be bound by each of the terms of these Customer Terms of Service.

  4. Notices.  All notices provided in connection with these Customer Terms of Service will be in writing, and will be delivered by (i) certified or registered mail, postage prepaid and return receipt requested at the designated address listed in the subscription or (ii) courier and will be deemed effective upon receipt by the authorized representative and the address set forth above, or at such other addresses as the Parties may designate by written notice to each other. 

  5. Waiver.  No waiver by either Party of any breach of these Customer Terms of Service, no matter how long continuing or how often repeated, shall be deemed a waiver of any subsequent breach thereof, nor shall any delay or omission on the part of either Party to exercise any right, power, or privilege hereunder be deemed a waiver of such right, power, or privilege. 

  6. Conflicts.  In the event of any conflict between the terms and conditions of these Customer Terms of Service and any linked web page incorporated herein by reference, the terms set forth in these Customer Terms of Service shall control. 

Effective Date: June 18, 2026