EmerGenie Terms of Service
These Terms of Service constitute a legally binding agreement between you and EmerGenie, Inc. (“EmerGenie” or “EmerGenie”) governing your use of the EmerGenie Platform (as defined below), EmerGenie’s website (https://www.EmerGenie.co.uk/ or the “Site”) or mobile applications (the “Apps”). The EmerGenie platform and related services provided by EmerGenie, the Site and Apps, including without limitation communications and information (whether in writing, orally, or otherwise howsoever) provided by EmerGenie to potential and actual Emergencies and Clients in relation to the services, together are hereinafter collectively referred to as the “EmerGenie Platform.”
A few highlights of these Terms of Service include:
- You agree that the EmerGenie Platform is provided “as is” and without warranty (Section 16).
- Your agreement that EmerGenie has no liability regarding the EmerGenie Platform or the performance of Emergency call outs (Section 16) except as may be expressly set forth in this Agreement.
- Your acknowledgement and agreement that you, and not EmerGenie, scope, supervise, direct, control, and monitor a Emergency Genie’s work and the Emergency call outs (Section 1).
- Your consent to release EmerGenie from liability based on claims between Users (Section 2) and generally (Sections 16), subject to the exceptions expressly set forth in those Sections.
- Your agreement to indemnify EmerGenie from claims due to your use or inability to use the EmerGenie Platform or content submitted from your account to the EmerGenie Platform (Section 17).
All monetary amounts set forth herein may be paid in the applicable Sterling equivalent using conversion rates from British pound on the date of payment to the User.
- The EmerGenie Platform Connects Genies and Clients
The EmerGenie Platform is a web-based communications platform which enables connections between Clients and “Clients” are individuals and/or businesses seeking to obtain Emergency call outs from Service providers “Genies”, and are therefore clients of Emergencies, and “Genies” are individuals and/or businesses seeking to perform Emergency call outs for Clients. Clients and Service Providers/Genies together are hereinafter referred to as “Users.” If you agree on the terms of a call out with another User, you and such other user form a Service Agreement directly between the two of you as set forth in more detail in Section 3 below.
Genies are independent contractors and not employees, partners, agents, joint ventures, or franchisees of EmerGenie. EmerGenie does not perform Emergency call outs and does not employ individuals to perform Emergency call outs. Users hereby acknowledge that EmerGenie does not supervise, direct, control or monitor an Emergency Genie’s work. EmerGenie is not responsible for the work and therefore has no responsibility or liability for the work performed on the Emergency call outs in any manner, including but not limited to a warranty or condition or good and trade work services, warranty of fitness for a particular purpose, or compliance with any law, regulation, or code.
The EmerGenie Platform only enables connections between Users for the fulfilment of Emergency call outs. EmerGenie is not responsible for the performance or communications of Users, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Emergency call outs, Genies, Clients, nor of the integrity, responsibility, qualifications, or any of the actions or omissions whatsoever of any Users, or of any ratings provided by Users with respect to each other. EmerGenie makes no warranties or representations about the suitability, reliability, timeliness, or accuracy of the Emergency call outs requested or services provided by, or the communications of or between, Users identified through the EmerGenie Platform, whether in public, private, or offline interactions or otherwise howsoever.
- User Vetting and User Representations and Warranties
In accordance with EmerGenie’s policy, Users may be subject to an extensive vetting process before they can register for and during their use of the EmerGenie Platform, including but not limited to a verification of identity, right to work checks and criminal background checks, using third party services as appropriate (“Identity Checks”). EmerGenie will conduct Identity Checks as appropriate, in accordance with EmerGenie policy and applicable laws.
Although EmerGenie may perform Identity Checks, EmerGenie is not required to do so and cannot confirm that each User is who they claim to be. EmerGenie uses third party services to perform checks and therefore EmerGenie cannot and does not assume any responsibility for the accuracy or reliability of Identity Check information or any information provided through the EmerGenie Platform.
When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you don’t know. EmerGenie will not be liable for any false or misleading statements made by Users of the EmerGenie Platform. Neither EmerGenie nor its parents, affiliates, or licensors, including their respective directors, officers, shareholders, agents, investors, subsidiaries, attorneys, representatives, insurers, employees, successors and assigns (hereinafter referred to collectively as “EmerGenie and Affiliates”), is responsible for the conduct, acts, or omissions, whether online or offline, of any User of the EmerGenie Platform and you hereby release EmerGenie and Affiliates from any and all liability, claims, demands, or damages or every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such use of the EmerGenie Platform.
User Representations and Warranties
You represent and warrant that: (1) you are 18 years of age or older and are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts, and (2) you have the unrestricted right to work in the jurisdiction in which you reside and accept each applicable Call out without additional immigration approvals, and (3) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a EmerGenie or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
You further represent and warrant that you have read, understand, and agree to be bound by these Terms of Service in order to access and use the EmerGenie Platform. You hereby warrant and represent that you will respect the privacy (including without limitation private, family and home life), property and data protection rights of Users and that you will not record (whether video or audio or otherwise) any Call out or any interaction by or with any User and/or EmerGenie in connection with the EmerGenie Platform without the prior written consent of EmerGenie and/or the relevant User, as applicable. You further represent and warrant that you will fulfil the commitments you make to other Users, including paying/receiving payment through the EmerGenie Platform, performing the Call out(s) agreed upon as between the Emergency Genie and Client, communicating clearly and promptly through the chat thread and/or responding to invitations promptly, being present and/or available at the time you agree upon with your Emergency Genie or Client as the case may be, and only utilizing the third party payment processing system specified or approved by us to make or receive payment for services provided through the EmerGenie Platform. You also represent and warrant that you will act professionally and responsibly in your interactions with other Users. You further represent and warrant that when using or accessing the EmerGenie Platform, you will act in accordance with any applicable national or international law, custom and in good faith.
You hereby warrant and represent that, other than as fully and promptly disclosed to EmerGenie as set forth below, you do not have any motivation, status, or interest which EmerGenie may reasonably wish to know about in connection with the EmerGenie Platform, including without limitation, if you are using or will or intent to use the EmerGenie Platform for any journalistic, investigative, or unlawful purpose; or if you have any potentially relevant unspent criminal convictions or cautions (other than minor fixed penalty parking or speeding offenses). You hereby warrant and represent that you will promptly disclose to EmerGenie in writing any such motivation, status or interest, whether existing prior to registration or as arises during your use of the EmerGenie Platform.
Genies additionally represent and warrant that you will provide timely, high-quality services to your Clients, you will only offer and provide services for which you have the necessary skills and expertise, and you will provide the services safely.
- Contract between Clients and Genies
You acknowledge and agree that a legally binding contract (the “Service Agreement”) is formed when you agree on the terms of a Call out with another User. The terms of the Service Agreement include the terms set forth in this Section 3, the engagement terms proposed and accepted on the EmerGenie Platform, and any other contractual terms accepted by both the Emergency Genie and their Client to the extent such terms do not conflict with the terms in this Agreement, including this Section 3, and do not expand EmerGenie’s obligations or restrict EmerGenie’s rights under this Agreement. You agree that EmerGenie is not a party to any Service Agreement and the formation of a Service Agreement will not, under any circumstance, create an employment or other service relationship between EmerGenie and the Emergency Genie (or anyone else supplied by the Emergency Genie), nor will it create an employment relationship between the Client and the Emergency Genie or any such person. EmerGenie’s role is restricted solely to acting as a limited payment collection agent for the Emergency Genie to facilitate payment on behalf of the Emergency Genie through the EmerGenie Platform in respect of Emergency call outs they perform. In acting as the limited payment collection agent for particular Emergency call outs on the EmerGenie Platform, EmerGenie disclaims any other agency or authority to act on behalf of the Emergency Genie, and assumes no liability for any acts or omissions of the Emergency Genie, either within or outside of the EmerGenie Platform.
Where approved in advance by the Client, the Emergency Genie is not obligated to personally perform the Services. Before any Call out services are performed by any assistants, helpers, subcontractors or other personnel engaged by the Emergency Genie (collectively “Assistants”), the Emergency Genie shall require any such individuals to become fully registered, oriented and verified Genies on the EmerGenie Platform. An Emergency Genie’s failure to comply with this provision by bringing an Assistant who is not a registered Emergency Genie could lead to removal from the EmerGenie Platform. The Emergency Genie assumes full and sole responsibility for the acts and omissions of such Assistants, including without limitation the payment of all compensation, benefits and expenses of Assistants, if any, and for all required and applicable income tax and National Insurance Contributions withholdings as to the Emergency Genie and all persons engaged by the Emergency Genie in the performance of the Call out services.
While using the EmerGenie Platform, Clients, in their sole discretion, determine whether they will be present or not when a Call out is performed and/or completed. Clients who elect not to be present when a Call out is performed and/or completed agree that if someone other than them (i.e. spouse, roommate, friend, etcetera) is present when the Call out is performed, they are appointing that person as their agent (“Client’s Agent”) and the Emergency Genie may take and follow direction from the Client’s Agent as if such direction was given from the Client him or herself. The Client’s Agent may authorize any applicable waiver by signing in the Client’s stead. Client agrees that such direction and/or waiver is valid and enforceable against Client and Client’s Agent, and Client shall be responsible and liable for all such direction and/or waiver as if made by Client him or herself.
The Client shall pay their Emergency Genie directly for completed Call out services through the PSP (as defined below) as indicated on the EmerGenie Platform at the rates agreed to by the parties in the Service Agreement. Each party agrees to comply with the Service Agreement and this Agreement during the engagement, performance and completion of a Call out. Both parties agree to notify EmerGenie of any disputes prior to negotiation of or filing of any claims, and to negotiate any dispute informally via EmerGenie representatives for at least thirty (30) days before initiating any proceeding. EmerGenie reserves the right to suspend or terminate any account or Call out pending the resolution of any dispute.
- Billing and Payment Policy
Users of the EmerGenie Platform contract for Emergency call outs directly with other Users. EmerGenie will not be a party to any contracts for Emergency call outs or services. Payment for Call out services through the EmerGenie Platform is made directly from the Client to the Emergency Genie via the PSP (see further details below), and not by EmerGenie. EmerGenie is not obligated to pay Emergency Genie for Client’s failure to pay for services.
Users of the EmerGenie Platform will be required to provide their credit card and/or bank account details to EmerGenie and the Payment Service Provider retained by EmerGenie (the “PSP”). Genies are responsible for invoicing their Clients within 24 hours of the work being performed, even if the Call out is not completed in its entirety or is designed as “ongoing”. Clients will be responsible for paying the invoice for each Call out (the “Invoice”), which will include (i) the pricing terms of the Call out agreed with and provided by an Emergency Genie (“Call out Payment”), (ii) any out of pocket expenses agreed with and submitted by an Emergency Genie in connection with the Call out, (iii) any tip or gratuity, if applicable, (iv) the service charge EmerGenie assesses as payable for the use of the EmerGenie Platform, variable based on the Call out Payment amount, and (v) the platform fee (sometimes referred to as Trust & Support Fee), which is used to offset EmerGenie’s cost of providing Users with customer support, and other various business objectives, and (vi) cancellation fees, if applicable. Genies will be responsible for paying (i) registration fees (applicable to Emergency Genie registrants), (ii) cancellation fees, if applicable and (iii) repayment of erroneous payments. Clients may also be charged credit card processing fees equal to three percent (3%) of the aggregate expense amount if expenses related to a Call out individually, or Emergency call outs in the aggregate over a 30-day period, exceed £300.00.
Genies may be required to register with the PSP, agree to terms of service of the PSP, and go through a vetting process at the request of the PSP to set up their account with the PSP (the “PSP Services Agreement”). By accepting these Terms of Service, each Emergency Genie agrees that they have downloaded or printed, and reviewed and agreed to, the PSP Services Agreement. Please note that EmerGenie is not a party to the PSP Services Agreement and that you, the PSP and any other parties listed in the PSP Services Agreement are the parties to the PSP Services Agreement and that EmerGenie has no obligations or liability to any Emergency Genie or other party under the PSP Services Agreement.
To help prevent fraud and safeguard User information from the risk of unauthorized access, EmerGenie and/or the PSP may validate an account before activation. As part of the account validation, a very temporary charge is placed on the account associated with the User and then refunded within 1-3 business days. Due to the difference in PSP and credit card issuer requirements, this temporary charge may vary between £0.01 UK to £5000.00 UK, depending on the estimated value of the Call out and expenses.
When Client receives confirmation through the EmerGenie Platform or via email that a Call out has been completed, Client automatically authorises the PSP to process the Invoice. Users may be charged a one-hour cancellation fee through the PSP if you book (or accept) a Genie, but cancel it before the scheduled time for performance.
EmerGenie reserves the right (but not the obligation), in its sole discretion, upon request from Client or Emergency Genie, or upon notice of any potential fraud, unauthorized charges or other misuse of the EmerGenie Platform, to (i) place on hold any Call out Payment, out of pocket expenses, and/or tip or gratuity (if applicable) or (ii) refund or provide credits, or arrange for the PSP to do so.
Call out Payment and fees must be paid through the PSP as indicated on the EmerGenie Platform.
Users of the EmerGenie Platform will be liable for any taxes (including VAT, if applicable) required to be paid on the Emergency call outs provided under the Agreement.
- Contests, Gift Cards, and Promotional Codes,
EmerGenie may from time to time provide certain promotional opportunities and contests to Users. All such promotions will be run at the sole discretion of EmerGenie and shall be subject to separate contest terms.
EmerGenie gift cards (“Gift Cards”), and promotional codes (“Promo Codes”) may be available and can be used to pay Call out Payments and EmerGenie service charges and platform fees in part or in full, but may not be used to pay for reimbursement of out of pocket expenses or tips associated with a Call out provided through the EmerGenie Platform.
(a) Promo Codes
Promo Codes are an offer by the EmerGenie to reduce the amount a Client has to pay in relation to a Call out Payment, service fee, and/or platform fee. Promo Codes will not affect the amount of the Call out Payment a Emergency Genie ultimately receives. You agree that you will use Promo Codes in accordance with the terms of the Promo Code. EmerGenie reserves the right to withhold or deduct credits or other features or benefits obtained through the use of a Promo Code by you or any other User in the event that EmerGenie determines or believes that the use or redemption of a Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or this Agreement.
(b) Gift Cards
Gift Cards can only be used in connection with Emergency call outs performed on the EmerGenie Platform, are not replaceable if lost or stolen and have no expiration date. Gift cards, have no cash value and cannot be exchanged for cash except as required by law; EmerGenie may remit the cash associated with unused Gift Card balances if required by law. Gift Cards will not be directly accepted by Genies as a payment method (you need to enter the Voucher into your account) and have no expiration date.
A Gift Card cannot be combined with any other Gift Cards, gift certificates or other Promo Codes. A Gift Card cannot be used as a credit or debit card. EmerGenie reserves the right to limit quantities of Gift Cards purchased by any person or entity and to cancel a Gift Card if it believes that the Gift Card was obtained through fraudulent or unauthorized means. No credit card, credit line, overdraft protection, or deposit account is associated with your Gift Card. You cannot “reload” a Gift Card (i.e., you cannot add value/balance to your Gift Card at this time). If a Gift Card holder’s purchase exceeds the amount of that Gift Card’s balance, the Gift Card holder must pay the difference by another means. Unused Gift Card balances are not transferable. EmerGenie reserves the right to correct the balance of a Gift Card if EmerGenie believes that a billing error has occurred. Gift Cards and their use are subject to this Agreement, and use of a Gift Card constitutes acceptance thereof.
- Public Areas; Acceptable Use
The EmerGenie Platform may contain profiles, email systems, blogs, message boards, reviews, ratings, applications, job postings, chat areas, news groups, forums, communities and/or other message or communication facilities (“Public Areas”) that allow Users to communicate with other Users. You may only use such community areas to send and receive messages and materials that are relevant and proper to the applicable forum. For the safety and integrity of the EmerGenie Platform, you should not share your personal contact information with other Users.
Without limitation, while using the EmerGenie Platform, you may not:
- Defame, abuse, harass, stalk, threaten, intimidate, misrepresent, mislead, or otherwise violate the legal rights (such as, but not limited to, rights of privacy, confidentiality, reputation, and publicity) of others, including Users and EmerGenie staff, or use information learned from the EmerGenie Platform or during the performance of Emergency call outs to otherwise defame, abuse, harass, stalk, threaten, intimidate, misrepresent, mislead, or otherwise violate the legal rights of any other User or EmerGenie staff;
- Publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful topic, name, material or information on the EmerGenie Platform;
- Use the EmerGenie Platform for any unauthorized purpose, including, but not limited to posting or completing a Call out which is illegal or otherwise unlawful;
- Upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any User, third party, or EmerGenie;
- Upload files that contain viruses, Trojan horses, corrupted files or any other similar software that may damage the operation of another’s computer;
- Post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly;
- Advertise or offer to sell any goods or services for any commercial purpose through the EmerGenie Platform which are not relevant to the Call out services offered through the EmerGenie Platform;
- Conduct or forward surveys, contests, pyramid schemes, or chain letters;
- Impersonate another person or a User or allow any other person or entity to use your identification to post or view comments;
- Post the same Call out repeatedly (”Spamming”). Spamming is strictly prohibited;
- Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the EmerGenie Platform;
- Restrict or inhibit any other User from using and enjoying the Public Areas;
- Imply or state that any statements you make are endorsed by EmerGenie, without the prior written consent of EmerGenie;
- Use a robot, spider, manual, meta tag, “hidden text,” agent, robot, script, and/or automatic processes or devices to data-mine, data-crawl, scrape collect, mine, republish, redistribute, transmit, sell, license, download, manage or index the EmerGenie Platform, or the personal information of others, in any manner;
- Frame or utilize framing techniques to enclose the EmerGenie Platform or any portion thereof;
- Hack or interfere with the EmerGenie Platform, its servers or any connected networks;
- Adapt, alter, license, sublicense or translate the EmerGenie Platform for your own personal or commercial use;
- Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks or rights owned by EmerGenie and Affiliates;
- Upload content to the EmerGenie Platform that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals;
- Upload content that provides materials or access to materials that exploit people in an abusive, violent or sexual manner;
- Use the EmerGenie Platform to solicit for any other business, website or service, or otherwise contact Users for employment, contracting or any purpose not related to use of the EmerGenie Platform as set forth herein;
- Use the EmerGenie Platform to collect usernames and or/email addresses of Users by electronic or other means;
- Use the EmerGenie Platform or the Call out services in violation of this Agreement;
- Use the EmerGenie Platform in a manner that is false or misleading (directly or by omission or failure to update information) or for the purpose of accessing or otherwise obtaining EmerGenie’s trade secret information for public disclosure or other purposes;
- Attempt to circumvent the payments system or service fees in any way including, but not limited to, processing payments outside of the EmerGenie Platform, providing inaccurate information on invoices, or otherwise invoicing in a fraudulent manner;
- Register under different usernames or identities after your account has been suspended or terminated, or register under multiple usernames or false identities, or register using a false or disposable email or phone number; or
- Cause any third party to engage in the restricted activities above.
You understand that all submissions made to Public Areas will be public and that you will be publicly identified by your name or login identification when communicating in Public Areas. EmerGenie will not be responsible for the action of any Users with respect to any information or materials posted in Public Areas.
- Termination and Suspension
EmerGenie may terminate or limit your right to use the EmerGenie Platform at any time in the event we believe that you have breached any provision of this Agreement (a “User Breach”), by providing you with written or email notice. Such termination or limitation will be effective immediately upon delivery of such notice.
If EmerGenie terminates or limits your right to use the EmerGenie Platform pursuant to this Section 7, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. If EmerGenie terminates or limits your right to use the EmerGenie Platform as a Client due to a User Breach, you will not be entitled to any refund of unused balance in your account.
Even after your right to use the EmerGenie Platform is terminated or limited, this Agreement will remain enforceable against you. EmerGenie reserves the right to take appropriate legal action.
EmerGenie reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the EmerGenie Platform at its sole discretion. EmerGenie is not liable to you for any modification or discontinuance of all or any portion of the EmerGenie Platform. EmerGenie has the right to restrict anyone from completing registration as an Emergency Genie if EmerGenie believes such person may threaten the safety and integrity of the EmerGenie Platform, or if, in EmerGenie’s discretion, such restriction is necessary to address any other reasonable business concern.
You may terminate this Agreement at any time by ceasing all use of the EmerGenie Platform. All parts of this Agreement which by their very nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.
- Account, Password, and Security
You must register with EmerGenie and create an account to use the EmerGenie Platform (an “Account”). You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any log-in, password, and account number provided by you or given to you by EmerGenie for accessing the EmerGenie Platform. You are solely and fully responsible for all activities that occur under your password or account, even if not authorised by you. If you are accessing and using the EmerGenie Platform on someone else’s behalf, you represent that you have the authority to bind that person as the principal to all Terms provided herein. EmerGenie has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorised party may be using your password or account or you suspect any other breach of security, you must contact EmerGenie immediately.
- User Generated Content
“User Generated Content” is defined as any information and materials you provide to EmerGenie, its corporate partners, or other Users in connection with your registration for and use of the EmerGenie Platform, including without limitation that information posted or transmitted for use in Public Areas. You are solely responsible for User Generated Content, and we act merely as a passive conduit for your online distribution and publication of your User Generated Content. You acknowledge and agree that EmerGenie is not involved in the creation or development of User Generated Content, disclaims any responsibility for User Generated Content, and cannot be liable for claims arising out of or relating to User Generated Content. Further, you acknowledge and agree that EmerGenie has no obligation to monitor, review, or remove User Generated Content, but reserves the right to limit or remove User Generated Content on the EmerGenie platform at its sole discretion.
You hereby represent and warrant to EmerGenie that your User Generated Content (a) will not be false, inaccurate, incomplete or misleading; (b) will not be fraudulent or involve the sale of counterfeit or stolen items; (c) will not infringe on any third party’s copyright, patent, trademark, trade secret or other proprietary right or rights of publicity or privacy; (d) will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (e) will not be defamatory, libellous, unlawfully threatening, or unlawfully harassing; (f) will not be obscene or contain pornography (including but not limited to child pornography) or be harmful to minors; (g) will not contain any viruses, Trojan Horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (h) will not represent you being employed or directly engaged by or affiliated with EmerGenie or purport you to act as a representative or agent of EmerGenie; and (i) will not create liability for EmerGenie or cause EmerGenie to lose (in whole or in part) the services of its ISPs or other partners or suppliers.
The EmerGenie Platform hosts User-Generated Content relating to reviews and ratings of specific Genies (“Feedback”). Such Feedback is such User’s opinion and not the opinion of EmerGenie, has not been verified or approved by EmerGenie and each Client should undertake their own research to be satisfied that a specific Emergency Genie is the right person for a Call out. You agree that EmerGenie is not responsible or liable for any Feedback or User-Generated Content. EmerGenie encourages each User to give objective, constructive and honest Feedback about the other Users with whom they have transacted. EmerGenie is not obligated to investigate any remarks posted by Users for accuracy or reliability but may do so at its discretion.
You hereby grant EmerGenie a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise all copyrights, publicity rights, and any other rights you have in your User Generated Content, in any media now known or not currently known in order to perform and improve upon the EmerGenie Platform.
Each Emergency Genie who provides to EmerGenie any videotape, film, recording, photograph, voice, or any related instrumental, musical or other sound effects, in exchange for the right to use the EmerGenie Platform, hereby irrevocably grants to EmerGenie the non-exclusive, fully-paid, royalty-free, transferable, sublicensable, worldwide, unrestricted, and perpetual right to:
- Exhibit, distribute, display, transmit, and broadcast on any and all media, including, without limitation, the internet, any videotape, film, recording or photograph that such User provides to EmerGenie or that EmerGenie takes of Emergency Genie, and use, reproduce, modify, or creative derivatives of such Emergency Genie picture, silhouette and other reproductions of their physical likeness (as the same may appear in any still camera photograph and/or motion picture film or video) (collectively the “Physical Likeness”);
- Reproduce in all media any recordings of such Emergency Genie’s voice, and all related instrumental, musical, or other sound effects (collectively, the “Voice”), made in connection with the EmerGenie Platform;
- Use, and permit to be used, such Emergency Genie’s Physical Likeness and Voice in the advertising, marketing, and/or publicizing of the EmerGenie Platform in any media; and
- Use, and permit to be used, such Emergency Genie’s name and identity in connection with the EmerGenie Platform.
Each Emergency Genie hereby waives all rights and releases EmerGenie and Affiliates from, and shall neither sue nor bring any proceeding against any such parties for, any claim or cause of action, whether now known or unknown, for defamation, invasion of right to privacy, publicity or personality or any similar matter, or based upon or relating to the use and exploitation of such Emergency Genie’s identity, likeness or voice in connection with the EmerGenie Platform.
Each Emergency Genie acknowledges that EmerGenie shall not owe any financial or other remuneration for using the recordings provided hereunder by such Emergency Genie, either for initial or subsequent transmission or playback, and further acknowledges that EmerGenie is not responsible for any expense or liability incurred as a result of such Emergency Genie’s recordings or participation in any recordings, including any loss of such recording data.
- Links to Third-Party Websites
The EmerGenie Platform may contain links (such as hyperlinks) to third-party websites. Such links do not constitute endorsement by EmerGenie or association with those websites, their content or their operators. Such links (including without limitation external websites that are framed by the EmerGenie Platform as well as any advertisements displayed in connection therewith) are provided as an information service, for reference and convenience only. EmerGenie does not control any such websites and is not responsible for their (i) availability or accuracy, or (ii) content, advertising, products, or services. It is your responsibility to evaluate the content and usefulness of the information obtained from other websites. You acknowledge and agree that EmerGenie is not involved in the creation or development of third-party websites and disclaims any responsibility for third-party websites and cannot be liable for claims arising out of or relating to third-party websites. Further, you acknowledge and agree that EmerGenie has no obligation to monitor, review, or remove links to third-party websites, but reserves the right to limit or remove links to third-party websites on the EmerGenie platform at its sole discretion.
The use of any website controlled, owned or operated by third parties is governed by the terms and conditions of use and privacy policies for those websites. You access such third-party websites at your own risk. EmerGenie expressly disclaims any liability arising in connection with your use and/or viewing of any websites or other material associated with third-party links that may appear on the EmerGenie Platform. You hereby agree to hold EmerGenie harmless from any liability that may result from the use of links that may appear on the EmerGenie Platform.
As part of the functionality of the EmerGenie Platform, you may link your account with online accounts you may have with third-party service providers (such as Facebook) (each such account, a “Third-Party Account”) by either: (i) providing your Third-Party Account login information through the EmerGenie Platform; or (ii) allowing EmerGenie to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to EmerGenie and/or grant EmerGenie access to your Third-Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating EmerGenie to pay any fees or making EmerGenie subject to any usage limitations imposed by such third-party service providers. By granting EmerGenie access to any Third-Party Accounts, you understand that (i) EmerGenie may access, make available and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “SNS Content”) so that it is available on and through the EmerGenie Platform via your account, including without limitation any friend lists, and (ii) EmerGenie may submit and receive additional information to your Third-Party Account to the extent you are notified of this when you link your account with the Third-Party Account. Unless otherwise specified in these Terms of Service, all SNS Content, if any, shall be considered to be User Generated Content. Depending on the Third-Party Accounts you choose, and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on the EmerGenie Platform. Please note that if a Third-Party Account or associated service becomes unavailable or EmerGenie’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content may no longer be available on and through the EmerGenie Platform. You will have the ability to disable the connection between your account on the EmerGenie Platform and your Third-Party Accounts at any time, as set out below. Please note that your relationship with the third-party service providers associated with your Third-Party Accounts is governed solely by your agreement(s) with such third-party service providers. EmerGenie makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and EmerGenie is not responsible for any SNS Content.
- Worker Classification and Withholdings
As set forth in Section 1, EmerGenie does not perform Emergency call outs and does not employ individuals to perform Emergency call outs. Each User assumes all liability for proper classification of such User’s workers based on applicable legal guidelines.
Users do not have authority to enter into written or oral – whether implied or express – contracts on behalf of EmerGenie. Each User acknowledges that EmerGenie does not, in any way, supervise, direct, control or monitor an Emergency Genie’s work or Emergency call outs performed in any manner. EmerGenie does not set an Emergency Genie’s work hours or location of work. EmerGenie will not provide any equipment, labour or materials needed for a particular Call out. EmerGenie does not provide any supervision to Users.
The EmerGenie Platform is not an employment service and EmerGenie is not an employer of any User. As such, EmerGenie is not responsible for and will not be liable for any tax payment or withholding, including but not limited to National Insurance, employer’s liability, social security, PAYE or other payroll withholding tax in connection with a User’s use of the EmerGenie Platform. Users agrees to indemnify EmerGenie and Affiliates from any and all claims, liabilities and reasonable costs arising from or in connection with:
- A Emergency Genie being misclassified as an independent contractor or employee;
- EmerGenie being incorrectly held to be an employer or joint employer of a Emergency Genie; or
- Any other relevant third-party claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits or any other employee benefits.
The Emergency Genie assumes full and sole responsibility for all required and applicable income tax and National Insurance Contributions withholdings as to the Emergency Genie and all persons engaged by the Emergency Genie in the performance of the Call out services.
- EmerGenie customer satisfaction
Genies determine what categories they are qualified to work on and scope the call out directly with their Client. EmerGenie does not oversee, monitor or direct how a Genie performs a call out, does not monitor Emergency call outs or chat threads between Users, and does not otherwise oversee or assume responsibility for the actions of Users. Clients are advised to confirm with their Emergency Genie that their Genie is qualified to perform the Call out prior to the Call out taking place. EmerGenie is not liable for the acts or omissions of Users, nor does EmerGenie provide insurance against any losses sustained by Users.
EmerGenie do some pre vetting with suppliers “Genies” but can not be held responsible for changes to their circumstances or for their suitability for the work they agree to undertake.
- Intellectual Property Rights
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, trademarks, logos, typefaces and other content (collectively, “Proprietary Material”) that Users see or read through the EmerGenie Platform is owned by EmerGenie, excluding User Generated Content, which Users hereby grant EmerGenie a license to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. EmerGenie owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials. The Proprietary Material is protected by the domestic and international laws governing copyright, patents, and other proprietary rights. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the EmerGenie Platform without EmerGenie’s express prior written consent and, if applicable, the holder of the rights to the User Generated Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of EmerGenie and, if applicable, the holder of the rights to the User Generated Content.
The service marks and trademarks of EmerGenie, including without limitation EmerGenie and the EmerGenie logos, are service marks owned by EmerGenie. Any other trademarks, service marks, logos and/or trade names appearing via the EmerGenie Platform are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
- Copyright Complaints and Copyright Agent
EmerGenie respects the intellectual property of others and expects Users to do the same. If you believe, in good faith, that any materials provided on or in connection with the EmerGenie Platform infringe upon your copyright or other intellectual property right, please send the following information to EmerGenie’s Copyright Agent at: EmerGenie Ltd International house 142 Cromwell Road, London SW7 4EF United Kingdom or [email protected]:
- A description of the copyrighted work that you claim has been infringed, including the URL (Internet address) or other specific location on the EmerGenie Platform where the material that you claim has been infringed is located. Include enough information to allow EmerGenie to locate the material, and explain why you think an infringement has taken place;
- A description of the location where the original or an authorised copy of the copyrighted work exists – for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;
- Your address, telephone number and e-mail address;
- A statement by you that you have a good faith belief that the disputed use is not authorised by the copyright owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorised to act on the copyright owner’s behalf; and
- An electronic or physical signature of the owner of the copyright or the person authorised to act on behalf of the owner of the copyright interest.
- Confidential Information
You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of EmerGenie and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than using the EmerGenie Platform in accordance with these Terms of Service. If relevant, you may disclose the Confidential Information to your authorised employees and agents provided that they are also bound to maintain the confidentiality of Confidential Information. You shall promptly notify EmerGenie in writing of any circumstances that may constitute unauthorised disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorised disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to EmerGenie upon termination of this Agreement for any reason whatsoever.
The term “Confidential Information” shall mean any and all of EmerGenie’s trade secrets, confidential and proprietary information, and all other information and data of EmerGenie that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other proprietary and confidential information relating to EmerGenie or EmerGenie’s business, operations, or properties, including information about EmerGenie’s staff, Users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
- Disclaimer of Warranties
(a) Use of the EmerGenie Platform is entirely at your own risk.
The EmerGenie Platform is provided on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, and non-infringement. EmerGenie makes no warranties or representations about the accuracy or completeness of the content provided through the EmerGenie Platform or the content of any sites linked to the EmerGenie Platform and assumes no liability or responsibility in contract, warranty or in tort for any (i) errors, mistakes, or inaccuracies of content, (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the EmerGenie Platform, (iii) any access to or use of our secure servers and/or any and all Personal Information and/or Financial Information stored therein; and (iv) events beyond our reasonable control. EmerGenie does not warrant, endorse, guarantee or assume responsibility for any service advertised or offered by a third party through the EmerGenie Platform or any hyperlinked website or featured in any banner or other advertising, and EmerGenie will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate. Without limiting the foregoing, EmerGenie and Affiliates do not warrant that access to the EmerGenie Platform will be uninterrupted or that the EmerGenie Platform will be error-free; nor do they make any warranty as to the results that may be obtained from the use of the EmerGenie Platform, or as to the timeliness, accuracy, reliability, completeness or content of any Call out, service, information or materials provided through or in connection with the use of the EmerGenie Platform. EmerGenie and Affiliates are not responsible for the conduct, whether online or offline, of any User. EmerGenie and Affiliates do not warrant that the EmerGenie Platform is free from computer viruses, system failures, worms, trojan horses, or other harmful components or malfunctions, including during hyperlink to or from third-party websites.
Notwithstanding any feature a Client may use to expedite EmerGenie selection, each Client is responsible for determining the Call out and selecting their Emergency Genie and EmerGenie does not warrant any goods or services purchased by a Client and does not recommend any particular Emergency Genie. EmerGenie does not provide any warranties or guarantees regarding any Emergency Genie’s professional accreditation, registration or license.
In addition, no individual or entity shall be a third-party beneficiary of these Terms. These Terms are solely for the benefit of the parties to this Agreement and are not intended to and shall not be construed to give any person or entity other than you any interest, remedy, claim, liability, reimbursement, claim of action or any other rights (including, without limitation, any third party beneficiary rights), with respect to or in connection with any agreement or provision contained herein or contemplated hereby.
(b) No liability
You acknowledge and agree that EmerGenie is only willing to provide the EmerGenie Platform if you agree to certain limitations of our liability to you and third parties. Therefore, you agree not to hold EmerGenie and Affiliates, or their corporate partners, liable for any claims, demands, damages, expenses, losses, governmental obligations, lawsuits, and/or controversies of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (collectively, “liabilities”) that have arisen or may arise, relating to your or any other party’s use of or inability to use the EmerGenie Platform, including without limitation any liabilities arising in connection with the conduct, act or omission of any User (including without limitation stalking, harassment that is sexual or otherwise, acts of physical violence, and destruction of personal property), any dispute with any User, any instruction, advice, act, or service provided by EmerGenie and Affiliates and any destruction of your User Generated Content.
Under no circumstances will EmerGenie and Affiliates or their corporate partners be liable for any direct, indirect, incidental, actual, consequential, economic, special or exemplary damages (including but not limited to lost profits, loss of data, loss of goodwill, service interruption, computer damage, system failure, failure to store any information or other content maintained or transmitted by EmerGenie, or the cost of substitute products or services) arising in connection with your use of or inability to use the EmerGenie Platform or the Call out services, even if advised of the possibility of the same.
EmerGenie and Affiliates expressly disclaim any liability that may arise between Users of the EmerGenie Platform. EmerGenie and Affiliates also do not accept any liability with respect to the quality or fitness of any work performed via the EmerGenie Platform.
If, notwithstanding the foregoing exclusions, it is determined that EmerGenie and Affiliates or their corporate partners are liable for damages, in no event will the aggregate liability, whether arising in contract, tort, strict liability or otherwise, exceed the total fees paid by you to EmerGenie during the six (6) months prior to the time such claim arose, to the extent permitted by applicable law.
Regardless of any other provision in this Agreement, nothing in these Terms of Service excludes or limits liability for: (i) death or personal injury caused by EmerGenie’s negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that, by law, may not be limited or excluded.
The EmerGenie Platform is only a venue for connecting Users. Because EmerGenie is not a party to or otherwise involved in the actual contract between Users or in the completion of the Call out, in the event that you have a dispute with one or more Users, you hereby release EmerGenie and Affiliates and their corporate partners from any and all claims, demands, damages (including direct, indirect, incidental, actual, consequential, economic, special, or exemplary), expenses, losses, governmental obligations, suits and/or controversies of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
You hereby agree to indemnify, defend, and hold harmless EmerGenie and Affiliates, and their successors and assigns (the Indemnified Parties”) from and against any and all direct claims, demands, and damages, including reasonable attorney’s fees and costs, incurred in connection with (i) your use or inability to use the EmerGenie Platform or EmerGenie Services, (ii) your breach or violation of this Agreement (iii) your violation of any law, or the rights of any User or third party (iv) any content submitted by you or using your account to the EmerGenie Platform, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. EmerGenie reserves the right, in its own sole discretion, to assume the exclusive defence and control at its own expense of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the prior written consent of EmerGenie.
- Dispute Resolution
To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and EmerGenie agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is your billing address, with an email copy to the email address you have provided to EmerGenie. EmerGenie’s address for such notice is EmerGenie, Ltd., Ltd International house 142 Cromwell Road, London SW7 4EF United Kingdom
- Governing Law
This Agreement and your use of the EmerGenie Platform shall be governed by English law, and any dispute regarding this Agreement or the use of the EmerGenie Platform will only be dealt with by the English courts. Nothing shall prevent us from bringing proceedings to protect our intellectual property rights before any competent court.
- No Agency; No Employment
No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.
- General Provisions
Failure by EmerGenie to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the complete and exclusive agreement between you and EmerGenie with respect to its subject matter and supersedes and governs any and all prior agreements or communications. The provisions of this Agreement are intended to be interpreted in a manner which makes them valid, legal, and enforceable. If any provision of this Agreement is found to be partially or wholly invalid, illegal or unenforceable, (1) such provision shall be modified or restructured to the extent and in the manner necessary to render it valid, legal, and enforceable or (2) if such provisions cannot be so modified or restructured, they shall be excised from the Agreement without affecting the validity, legality or enforceability of any of the remaining provisions. This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Any assignment in violation of this Section 21 shall be null and void. This Agreement will inure to the benefit of EmerGenie, its successors and assigns.
EmerGenie does not oversee, monitor or supervise the posting, scoping or performance of Emergency call outs. Accordingly, Clients must determine for themselves whether an Emergency Genie is qualified to perform the specific Call out at hand. Clients may wish to consult their national or local requirements to determine whether certain Emergency call outs are required to be performed by a licensed professional.
- Changes to this Agreement and the EmerGenie Platform
- No Rights of Third Parties
No terms are enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party to this Agreement.
- Notices and Consent to Receive Notices Electronically
You consent to receive any agreements, notices, disclosures and other communications (collectively, “Notices”) to which this Agreement refers electronically including without limitation by e-mail or by posting Notices on this Site. You agree that all Notices that we provide to you electronically satisfy any legal requirement that such communications be in writing. Unless otherwise specified in this Agreement, all notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by a recognized overnight delivery service.
If you have any questions about these Terms of Service or about the EmerGenie Platform, please contact us by email at [email protected] or by
Last updated: 12 August 2019