Terms of Service
Effective April 20, 2026
Important — Please Read Carefully
These Terms of Service, together with our Privacy Policy and any rules, policies, or additional terms referenced or linked within (collectively, the "Agreement"), govern your use of the DoneLocal platform. Key provisions you should review:
- Your agreement that either party may compel binding individual arbitration for most disputes (Section 17).
- Your agreement that disputes will be resolved on an individual basis only and not as part of a class action (Section 17).
- Your acknowledgment that DoneLocal is a venue connecting Customers and Professionals, is not itself a service provider, and disclaims liability for the acts of Users (Sections 1 and 15).
- Your agreement to the cancellation policy and cancellation fees (Section 4).
- Your agreement to indemnify DoneLocal for claims arising from your use of the platform (Section 16).
- Your consent to the collection, use, and sharing of your data as described in our Privacy Policy.
1. The DoneLocal Platform
1.1 What we do
The DoneLocal platform ("Platform") is a communications and booking technology that connects homeowners and property occupants seeking home services ("Customers") with independent, third-party service providers ("Professionals" or "Pros"). Customers and Professionals together are referred to as "Users." The specific home services booked by Customers and performed by Professionals are referred to as "Services" or "Jobs."
DoneLocal is a platform, not a service provider. DoneLocal does not itself clean, repair, install, service, or perform any home service. All Services are performed by independent Professionals. When a Professional claims a Customer's booking through the Platform, a contractual relationship is created directly between that Customer and that Professional. DoneLocal is not a party to that contract.
1.2 What we do not do
DoneLocal offers a method for Customers to find and book Professionals and for Professionals to find and claim jobs. Except as expressly provided in this Agreement, DoneLocal is not responsible for and disclaims any liability for the quality, workmanship, safety, legality, timeliness, or any other aspect of the Services performed by any Professional. DoneLocal is not a cleaning company, handyman service, plumber, electrician, HVAC company, or any other type of service provider.
1.3 Professional screening
Before approving a Professional to receive job dispatches on the Platform, DoneLocal requires the Professional to submit a government-issued identification document and proof of liability insurance. DoneLocal reviews these submissions for basic verification purposes. DoneLocal does not perform comprehensive background checks, criminal history checks, or credential verification beyond what is described here.
DoneLocal does not warrant or represent that a Professional's information is current, accurate, or complete. DoneLocal is under no obligation to re-verify a Professional's credentials after initial approval. Professionals may be required to hold state, county, or municipal licenses for certain Services; it is the Customer's responsibility to confirm that any Professional they engage is appropriately licensed for the work being performed, and we recommend Customers ask to see a copy of the Professional's license before work begins.
Customers should exercise caution and common sense in interacting with Professionals, just as they would with any person who enters their home. DoneLocal is not responsible for the conduct, whether online or offline, of any User, and will not be liable for any claim, injury, or damage arising in connection with any Services.
2. Accounts and Personal Information
2.1 Account registration
Some Platform features require registration. When you register, you must provide accurate, current, and complete information, and you must update that information promptly when it changes. If we suspect information you have provided is false, inaccurate, or incomplete, we may suspend or terminate your account. Information you provide is handled in accordance with our Privacy Policy.
You must be at least 18 years old to register or use the Platform. By using the Platform you represent and warrant that you are of legal age to form a binding contract.
2.2 Account security
You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. Passwords are stored as salted cryptographic hashes; DoneLocal never sees your plaintext password. If you suspect your account has been accessed without your permission, contact us immediately at support@donelocal.com.
2.3 SMS messaging and phone calls
DoneLocal operates an SMS program. Use of the Platform does not automatically enroll you in SMS messaging — enrollment requires explicit affirmative opt-in.
Pros opt in through a double opt-in flow at application time: a required consent checkbox plus a confirmation SMS requesting a "YES" reply. Customers opt in through a required consent checkbox on the booking form. Detailed information about what SMS is used for, message frequency, how we handle opt-outs, and how your phone number is protected is provided in our Privacy Policy.
All SMS messaging from DoneLocal is transactional only. We do not send marketing or promotional SMS. You can opt out at any time by replying STOP to any message we send you, and get help by replying HELP. Message and data rates may apply per your wireless carrier's plan. If a phone number you have provided to us is no longer your number, please update your account or contact us promptly — you are responsible for ensuring the number on file belongs to you.
Opting out of SMS may affect your ability to use the Platform. Professionals who opt out of SMS cannot receive job dispatches and will not be able to claim Jobs. Customers who opt out will not receive booking status updates, pro arrival notifications, or review requests.
2.4 False information
Knowingly providing false information — including someone else's name, phone number, address, or email, or a fabricated name or contact — in any Platform submission is a serious matter that may cause harm to DoneLocal, to Professionals, and to the actual individuals whose information is misused, and may expose DoneLocal to regulatory liability. If you knowingly provide false contact information in connection with a booking or application, you agree to indemnify DoneLocal and any affected Professional(s) for all damages arising from that act, including regulatory fines, legal fees, and costs.
2.5 Email communications
DoneLocal may send you transactional email about your bookings, Professional assignments, payments, and account activity. You can contact us at support@donelocal.com about email preferences.
3. Payments
3.1 How payments work
All payments for Services booked through the Platform are processed by our third-party payment processor, Stripe. DoneLocal does not store your payment card details on our servers. By booking a Service, you authorize DoneLocal (acting through Stripe) to charge your payment method for the Service price and any applicable taxes.
Depending on configuration, your card may be charged either before the Service is performed (to secure the booking) or after the Service is completed. The applicable timing will be clearly disclosed to you on the booking form before you submit.
Payment information you provide must be accurate, complete, and current. You agree to pay all charges incurred, including applicable taxes, at the prices in effect when charges are incurred. If a payment method is declined, we may suspend your account until a valid payment method is provided.
3.2 Payouts to Professionals
Payouts to Professionals are handled through Stripe Connect. Professionals must complete Stripe's onboarding and identity verification process before receiving payouts. DoneLocal retains a commission on each completed Job; the commission rate is disclosed to Professionals at the time of claim and is locked for that specific Job.
If DoneLocal determines that a Professional's conduct creates risk of chargebacks, disputes, fraud, or legal or regulatory issues, DoneLocal may withhold payouts until the risk is resolved. In the event a Professional account is terminated for fraudulent or abusive conduct, DoneLocal may permanently withhold payments.
3.3 Refunds and adjustments
If you are charged in error, if a booking is cancelled in accordance with our cancellation policy (Section 4), or if you are entitled to a refund under the Happiness Guarantee (Section 5), refunds will be processed to the original payment method. Except as expressly set forth in this Agreement, payments for completed Services are non-refundable.
4. Cancellation Policy
4.1 Customer cancellations
Customers may cancel a scheduled Service through the Platform subject to the following terms:
- More than 24 hours before the scheduled start time: no cancellation fee. If the Customer has been charged, a full refund will be processed.
- Between 2 and 24 hours before the scheduled start time: the Customer may be charged a cancellation fee of up to $25 to compensate the Professional for reserved time.
- Less than 2 hours before the scheduled start time: the Customer may be charged the full Service amount.
Once a Professional has been dispatched and is en route or on site, different rules may apply and you should contact support directly to address the situation.
4.2 Professional cancellations
If a Professional cancels an already-claimed Job, the Platform will attempt to rematch the Customer's booking with another qualified Professional. If the booking cannot be rematched in a timely manner, DoneLocal will notify the Customer and process a full refund. Customers will not be charged for Services that are cancelled by the Professional and not reperformed.
4.3 Platform cancellation and withdrawal of referrals
DoneLocal reserves the right to withdraw a Job from a Professional and reassign or cancel the booking if DoneLocal reasonably believes the Professional will not perform the Job, has misrepresented their qualifications, or is otherwise at risk of failing to provide acceptable Service.
5. DoneLocal Happiness Guarantee
5.1 What it covers
Subject to the exclusions and conditions below, if a Customer is dissatisfied with a Service booked and paid for through the Platform, DoneLocal, in its sole discretion, will either (a) arrange for the same or a different Professional to redo or fix the work at no additional charge to the Customer, or (b) compensate the Customer up to the lesser of:
- $2,500 per occurrence for property damage directly caused by the negligence of a Professional during performance of a Service;
- $1,000 per occurrence for damage to floors, granite, marble, or other stone work directly caused by the negligence of a Professional; or
- $2,500 in the aggregate for theft of the Customer's property by a Professional during performance of a Service (police report required).
5.2 Conditions
To be eligible for the Happiness Guarantee, all of the following must be true:
- The Service was booked and paid for in full through the Platform.
- The Customer reports the claim to DoneLocal within 72 hours of the Professional's completion of the Service by emailing support@donelocal.com.
- The Customer's account is in good standing with no outstanding balances.
- The Customer identified fragile and breakable items and communicated their location to the Professional before the Service began.
- The Customer secured all valuables before the Service began.
- The Customer has not otherwise violated this Agreement.
If the Customer carries personal insurance that covers the loss (homeowner's, renter's, or similar), the Customer agrees that their insurance is primary and the Happiness Guarantee is secondary — DoneLocal will compensate only for losses not covered by the Customer's insurance.
5.3 What it does not cover
The Happiness Guarantee does not cover:
- Services not booked and paid for in full through the Platform.
- Losses arising from acts of nature (earthquake, weather events, flooding, fire).
- Losses arising from the acts, omissions, negligence, or misconduct of the Customer or a third party.
- Losses arising from products containing hazardous materials, acts of terrorism, or pollution.
- Losses arising from a manufacturer's defect, a pre-existing condition, or normal wear and tear.
- Losses arising from items supplied by the Customer or from Customer recommendations against the Professional's advice.
- Losses of cash, third-party gift cards, precious metals, jewelry, securities, or items of sentimental or intangible value.
- Losses for fine art, antiques, rare or valuable items, collectibles, or similar property.
- Losses for items that retain functionality but have minor cosmetic damage.
- Losses for damage beyond the specific area where the Service was performed.
- Losses of or damage to electronic data, software, or stored information.
- Losses of pets, personal liability claims, or damage to shared or common areas.
- Claims based on theft without a valid police report or with insufficient documentation.
- Claims reported by third parties rather than the Customer.
- Claims arising from an intentional wrongful act rather than negligence.
- Losses excluded under Section 15 (Disclaimer of Warranties; Limitation on Liability).
5.4 How to submit a claim
A claim must be first reported within 72 hours of the Professional's completion of the Service by emailing support@donelocal.com. You will then be asked to complete a full claim form within 7 days. If you do not complete the full claim form within 7 days of receipt, the claim is no longer eligible for the Happiness Guarantee.
As part of our review we may request documentation including proof of ownership, proof of value, and proof of damage. You will have 30 days from any such request to provide the information. Failure to provide requested documentation within 30 days will close the claim.
You agree to: (a) protect damaged property from further damage; (b) allow DoneLocal or its insurers to inspect the property and make copies, photographs, or recordings; (c) accept repairs by a Professional if offered; (d) accept replacement only if repair is not feasible; and (e) sign and return any release or settlement agreement within 14 days of receipt. Failure to do any of the above will void the claim.
You have an independent duty to mitigate any damage (for example, turning off water, moving property away from a damaged area). Failure to mitigate may affect your recovery under the Happiness Guarantee and under any personal insurance policy.
6. Professionals: Independent Contractor Status
Professionals who use the Platform do so as independent business operators engaged in the trade or occupation of providing the services they offer. Professionals are not employees, agents, joint venturers, or partners of DoneLocal. DoneLocal does not supervise, direct, or control the manner, means, or details of how Professionals perform Services. Professionals are solely responsible for their own taxes, insurance, licenses, tools, equipment, and business operations.
Professionals are free to accept or decline any Job referred through the Platform. Professionals may negotiate scope, timing, and price directly with Customers. A binding contract for a Job is formed directly between the Customer and the Professional once the Professional claims the Job.
7. Rules of Use
You agree that you will not use the Platform to do any of the following:
- Upload or transmit viruses, malware, corrupted files, or other harmful code.
- Violate any applicable local, state, national, or international law or regulation.
- Defame, harass, threaten, stalk, or otherwise violate the legal rights of others, including DoneLocal staff and other Users.
- Submit reviews or ratings that are not your own honest, genuine opinion.
- Publish false, misleading, fraudulent, threatening, profane, or unlawful content.
- Use the Platform to collect phone numbers, email addresses, or other contact information of other Users for purposes outside a specific Job.
- Impersonate another person or allow another person to use your account.
- Spam, repeat-post, or conduct pyramid schemes, chain letters, or unsolicited commercial solicitations.
- Reverse engineer, decompile, scrape, data-mine, or interfere with the Platform or any connected system, or use any robot, spider, or automated process to access the Platform.
- Remove or alter any copyright, trademark, or proprietary notices from the Platform.
- Post content that advocates hatred, violence, or harm against any individual or group, or that is sexually explicit or exploitative.
- Register a new account after your previous account was suspended or terminated.
Customers agree to treat Professionals courteously and lawfully, and to provide a safe working environment that complies with all applicable laws. Professionals agree to provide Services professionally, safely, and in compliance with all applicable laws, licenses, and industry standards.
8. Customer-Generated Content
When you submit content to the Platform — including ratings, reviews, photos of Jobs, job descriptions, or messages — you represent that the content is your own, is accurate, and does not infringe anyone else's rights. You grant DoneLocal a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use, reproduce, modify, display, and distribute your content in connection with operating, improving, and promoting the Platform. DoneLocal reserves the right to remove any content at its discretion.
9. Intellectual Property
The Platform and all content, features, and materials made available through it (other than User-generated content) are owned by Done Local Holdings Inc. or its licensors and are protected by United States copyright, trademark, and other intellectual property laws. "DoneLocal," the DoneLocal logo, and related marks are trademarks or service marks of Done Local Holdings Inc.. You may not copy, modify, distribute, or create derivative works from Platform materials except as expressly permitted.
10. Copyright Complaints
If you believe content on the Platform infringes your copyright, please send a written notice to legal@donelocal.com containing: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material with enough detail for us to locate it; (c) your full name, address, phone, and email; (d) a statement that you have a good-faith belief that the use is not authorized by the rights holder or law; (e) a statement, under penalty of perjury, that the information is accurate and you are authorized to act on behalf of the rights holder; and (f) your physical or electronic signature.
11. Links to Third-Party Sites
The Platform may contain links to or integrations with third-party sites or services. These are provided for convenience only. DoneLocal does not control and is not responsible for third-party sites or their content. Your use of any third-party site is governed by that site's terms and privacy policy, and you access such sites at your own risk.
12. Third-Party Service Providers
DoneLocal uses third-party services to operate the Platform, including Stripe (payments and payouts), SignalWire (SMS delivery), Uploadthing (document and photo storage), AWS (hosting), Pusher (real-time updates), and Zipcodebase (location lookup). DoneLocal is not responsible for any outage, delay, or error caused by these providers. See our Privacy Policy for details on how your data is shared with these providers.
13. Modifications to the Platform
DoneLocal reserves the right, at its discretion, to review, improve, modify, suspend, or discontinue the Platform or any feature or content at any time, with or without notice. DoneLocal is not liable for any modification, suspension, or discontinuation of the Platform.
14. Termination
14.1 By DoneLocal
DoneLocal may suspend or terminate your account or your access to the Platform at any time, with or without notice, for any reason including (without limitation) a violation of this Agreement, fraudulent or abusive conduct, or a determination that continued use of your account creates risk to DoneLocal or other Users. If DoneLocal terminates your account for a reason other than a violation of this Agreement, we will refund amounts paid for Services not yet performed.
14.2 By you
You may terminate your account at any time by contacting support@donelocal.com, provided that no Services are outstanding and no balance is owed.
15. Disclaimer of Warranties; Limitation of Liability
15.1 "AS IS"
USE OF THE PLATFORM IS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. DONELOCAL DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED.
DONELOCAL MAKES NO WARRANTY AS TO ANY PROFESSIONAL'S LICENSES, QUALIFICATIONS, INSURANCE, SKILL, OR CONDUCT, AND IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF ANY USER.
15.2 Limitation of liability
TO THE FULLEST EXTENT PERMITTED BY LAW, DONELOCAL AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND AFFILIATES (COLLECTIVELY, "MEMBERS") WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE PLATFORM, ANY SERVICES, OR THIS AGREEMENT, EVEN IF DONELOCAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT AS EXPRESSLY SET FORTH IN THE HAPPINESS GUARANTEE (SECTION 5), DONELOCAL AND MEMBERS WILL NOT BE LIABLE FOR ANY DIRECT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE PLATFORM.
IF, NOTWITHSTANDING THE FOREGOING, DONELOCAL OR MEMBERS ARE FOUND LIABLE, THE TOTAL AGGREGATE LIABILITY WILL NOT EXCEED THE LESSER OF: (a) THE TOTAL FEES PAID BY YOU TO DONELOCAL IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (b) THE AMOUNTS PAYABLE UNDER THE HAPPINESS GUARANTEE.
15.3 Disputes between Users
DoneLocal is not a party to any contract between a Customer and a Professional and is not responsible for their performance. In the event of a dispute between Users, you release DoneLocal and Members from any claims, demands, and damages of every kind, known or unknown, arising out of or connected with the dispute. You expressly waive the benefit of any statute that would otherwise limit this release, including California Civil Code §1542, which reads: "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 that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
15.4 No professional advice
Nothing on the Platform constitutes legal, financial, medical, or other professional advice. If you need such advice, consult an appropriate professional.
16. Indemnification
You agree to indemnify, defend, and hold harmless DoneLocal and Members from any and all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use or misuse of the Platform or any Service; (b) your violation of this Agreement; (c) your violation of any applicable law or regulation; (d) your violation of the rights of another, including any other User; or (e) content or information you submit to the Platform. DoneLocal reserves the right to assume the exclusive defense and control of any matter subject to indemnification, at your expense. You will not settle any indemnified matter without DoneLocal's prior written consent.
17. Mutual Arbitration Agreement
17.1 Informal negotiation
To reduce cost and expedite resolution, before initiating any arbitration or court proceeding, you and DoneLocal agree to attempt to resolve any dispute, claim, or controversy (a "Dispute") informally for at least 30 days. You may send written notice of a Dispute to legal@donelocal.com or to Done Local Holdings Inc., Attn: Legal, 16192 Coastal Highway, Lewes, Delaware 19958.
17.2 Binding arbitration
If a Dispute is not resolved through informal negotiation, you and DoneLocal agree to resolve it through final and binding individual arbitration, and not in court. This arbitration agreement is governed by the Federal Arbitration Act. Arbitration will be conducted by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and, where applicable, its Supplementary Procedures for Consumer-Related Disputes. Rules are available at www.adr.org. The arbitration will be conducted by a single arbitrator in the county where you reside, unless the parties agree otherwise.
If you cannot afford arbitration fees, DoneLocal will pay all arbitration fees. Each party will bear its own attorneys' fees unless the arbitrator awards fees under applicable law.
17.3 Excluded disputes
The following are excluded from arbitration:
- Claims to enforce or protect intellectual property rights.
- Individual claims in small claims court.
- Any claim that applicable federal law prohibits from being arbitrated.
- Claims for temporary or preliminary injunctive relief where necessary to prevent harm while arbitration proceeds.
17.4 Class action waiver
YOU AND DONELOCAL AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims or preside over any form of class proceeding. The enforceability of this class action waiver will be determined by a court, not an arbitrator. If this waiver is found unenforceable, the entire arbitration agreement is null and void as to the specific Dispute, but remains valid for other Disputes.
17.5 Statute of limitations and remedies
The arbitrator will apply the same statute of limitations that would apply in court. The arbitrator may award any remedy available to an individual in court, but only to the individual bringing the claim.
17.6 Severability
If any part of this Section 17 is found unenforceable (other than the class action waiver addressed above), that part will be severed and the remainder will remain in effect.
18. Governing Law; Jurisdiction
Except for the arbitration agreement in Section 17, which is governed by the Federal Arbitration Act, this Agreement is governed by the laws of the State of Delaware, without regard to conflicts of law principles. For Disputes not subject to arbitration, you and DoneLocal consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware.
19. California Residents
If you are a California resident, you have additional rights under the California Consumer Privacy Act and related laws, including the right to know what personal information is collected about you and the right to request deletion. See our Privacy Policy for details. Complaints regarding DoneLocal may be addressed to the California Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
20. General Provisions
20.1 Assignment
You may not assign this Agreement without DoneLocal's prior written consent. DoneLocal may assign this Agreement without your consent, including to a parent, subsidiary, acquirer of assets, or successor. Any unpermitted assignment is void.
20.2 Changes to this Agreement
DoneLocal may update this Agreement from time to time. If we make material changes, we will update the effective date at the top of this page and, where required by law, notify you directly. Continued use of the Platform after an update constitutes acceptance of the revised Agreement.
20.3 Survival
Provisions that by their nature should survive termination — including Sections 3 (Payments), 5 (Happiness Guarantee), 8 (Customer-Generated Content), 9 (Intellectual Property), 15 (Disclaimer/Limitation), 16 (Indemnification), 17 (Arbitration), and 18 (Governing Law) — will survive.
20.4 Entire agreement
This Agreement (including the Privacy Policy) constitutes the entire agreement between you and DoneLocal regarding your use of the Platform, and supersedes any prior understandings.
20.5 Severability
If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
20.6 No waiver
DoneLocal's failure to enforce any provision of this Agreement will not constitute a waiver of that provision.
20.7 Statute of limitations
Regardless of any contrary statute or law, any claim arising out of or related to this Agreement must be brought within one (1) year after the claim arose or be permanently barred, except where applicable law prohibits such a limitation.
20.8 Force majeure
DoneLocal will not be liable for any failure or delay in performance caused by events beyond our reasonable control, including natural disasters, system outages, acts of third parties (including Professionals), acts of terrorism, or government action.
20.9 No third-party beneficiaries
This Agreement does not create any third-party beneficiary rights except as expressly stated.
20.10 Relationship of the parties
No agency, partnership, joint venture, or employment relationship is created between you and DoneLocal by this Agreement.
21. Contact
Questions about these Terms: legal@donelocal.com
General support: support@donelocal.com
Mailing address:
Done Local Holdings Inc.
Attn: Legal
16192 Coastal Highway, Lewes, Delaware 19958
BY USING THE DONELOCAL PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS OF SERVICE AND OUR PRIVACY POLICY, AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT.