Terms and Conditions
Last updated November 12th, 2026.
These Terms and Conditions constitute an agreement (this "Agreement") made by and between you (either an individual or entity) ("Homeowner" or "you") and PreFix Inc. ("PreFix") (collectively, the "Parties").
Please review this Agreement carefully. By signing up for a subscription to receive the Services, Homeowner agrees to be bound by this Agreement, including any updates or revisions posted here or otherwise communicated to Homeowner, subject to Section 21. If Homeowner does not agree with the terms and conditions of this Agreement, Homeowner may not sign up for a subscription to receive the Services.
Unless you opt out under Section 23(j), this Agreement requires final and binding arbitration to resolve any dispute or claim arising out of or relating in any way to this Agreement, or your access to or use of or PreFix’s provision of the Services, including the validity, applicability, or interpretation of this Agreement. You agree that any such claim will be resolved only on an individual basis and not in a class, consolidated, or representative action, arbitration, or other similar process. Please review Section 23 carefully to understand your rights and obligations with respect to the resolution of any claim.
Homeowner represents and warrants that Homeowner: (a) is of legal age to form a binding contract; (b) has the right, authority, and capacity to agree to and abide by this Agreement; and (c) is not a person barred from using the Services under the laws of any applicable jurisdiction.
In consideration of the mutual covenants herein, the Parties agree as follows:
Definitions
1. The "Service" or "Services" refers to the PreFix Home Maintenance Service which is used to:
(a) provide Homeowner with home maintenance and management services through a hosted hardware/software platform, whereby homeowners are able to outsource maintenance management of major appliances, HVAC, plumbing, and general home maintenance issues; and
(b) perform regular scheduled maintenance on appliances, HVAC and plumbing to minimize future issues and malfunction.
The Service and the Services do not include Third Party Services (as defined in Section 6(d)) or work performed by Contractor Network members, which are governed by Section 6(d) and Section 20(k).
2. The following terms have the meanings set out below:
(a) "Core Services" means the specific set of maintenance, repair, and management Services that PreFix makes available to Homeowner under the Plan selected by Homeowner, as described in the Plan Description provided to Homeowner at enrollment and as may be updated from time to time. Core Services may vary by Plan, and PreFix may introduce additional Plans offering different scope, frequency, or pricing without requiring an amendment to this Agreement, provided that any change to Homeowner’s own Plan will be communicated to Homeowner in accordance with Section 21.
(b) "Home Manager Team" means PreFix employees and staff, or individuals engaged by PreFix on a basis other than through the Contractor Network (defined below), who perform Core Services directly on PreFix’s behalf.
(c) "Contractor Network" means the network of independent, third-party contractors and tradespeople with which PreFix has established a vetting and rate arrangement, to whom PreFix may refer Homeowner for complex, licensed, or specialty trade work that PreFix has determined falls outside the scope of Core Services performed by the Home Manager Team. Contractor Network members are not PreFix employees, agents, or subcontractors performing work on PreFix’s behalf. Section 6(d) and Section 20(k) govern PreFix’s role and liability with respect to Contractor Network referrals.
(d) "Plan" or "Plan Description" means the specific tier of Service selected by Homeowner, including its scope, frequency, and pricing, as presented to Homeowner at enrollment or upon any subsequent change to Homeowner’s Plan.
(e) "Premises" means the residential property at the address identified for the Services in Homeowner’s Account, at which PreFix performs or is to perform the Services.
(f) "Account" means the account that Homeowner holds with PreFix in connection with the Service, including the contact and billing information associated with it.
(g) "PreFix HomeHub" means PreFix’s online customer portal, as made available by PreFix from time to time, through which Homeowner may access Homeowner’s Account, manage the Services, and communicate with PreFix.
(h) "Subscription Start Date" has the meaning given in Section 9(a).
(i) "Subscription Term" has the meaning given in Section 9(b).
(j) "Enrollment Visit" has the meaning given in Section 9(d).
3. "Confidential Information" is any and all information related to Homeowner’s participation in the Service and other information in which either of the Parties holds a legal interest that is not publicly available. Confidential Information includes any data obtained from Homeowner through participation in the Service, and includes PreFix’s non-public business terms, including negotiated Contractor Network rates and discount or partner program terms disclosed to Homeowner.
PreFix Evaluation of Suitability; Right to Repair
4. The Parties agree that Homeowner’s subscription to the Service is subject to PreFix determining, after execution of this Agreement, or at any point during any Subscription Term, that Homeowner’s Premises is suitable for inclusion in the Service. Examples of unsuitable circumstances include but are not limited to any known health or safety concern, infectious illness, or unsafe working condition. This determination will be made at PreFix’s sole discretion.
5. In the event that remediation, corrective work, or repairs are required in connection with any Service performed by PreFix, PreFix shall have the exclusive right and first opportunity to perform and/or coordinate all such remediation or repair activities. Homeowner agrees that, upon identifying any condition requiring remediation that may be related to a PreFix Service, Homeowner shall promptly notify PreFix in writing and shall not, without PreFix’s prior written consent, engage any third party or undertake any self-help remediation or repair work until: (a) PreFix has been given a reasonable opportunity to assess the condition; and (b) PreFix has declined or failed to commence remediation within a reasonable time following written notice from Homeowner. ANY REPAIR OR REMEDIATION WORK UNDERTAKEN BY HOMEOWNER OR A THIRD PARTY WITHOUT PREFIX’S PRIOR WRITTEN CONSENT SHALL BE AT HOMEOWNER’S SOLE COST AND RISK, AND PREFIX SHALL HAVE NO LIABILITY FOR ANY COSTS, DAMAGES, OR DEFICIENCIES ARISING FROM OR RELATED TO SUCH UNAUTHORIZED WORK. Nothing in this section shall prevent Homeowner from taking emergency action reasonably necessary to prevent imminent harm to persons or property, provided that Homeowner notifies PreFix as soon as practicable thereafter.
Roles and Responsibilities
6. As part of the mutual consideration in forming this Agreement, PreFix’s roles and responsibilities in this Agreement include:
(a) Performing and/or managing maintenance of Homeowner’s major appliances and HVAC, plumbing, systems and fixtures through the Home Manager Team. Additional Services may be provided as agreed upon by a written agreement between PreFix and Homeowner.
(b) PreFix is not responsible for damage caused by the malfunction of Homeowner’s appliances or systems or Homeowner’s or its invitee’s negligence or willful misconduct, or degradation due to age and wear and tear.
(c) Homeowner should notify PreFix in writing of any property damage that Homeowner believes resulted from the Services as soon as reasonably possible after discovering it, and in any event within fourteen (14) days. Prompt notice lets PreFix inspect the damage before conditions change and take steps to limit it. If Homeowner's notice is later than that, PreFix is not liable for any portion of the damage that results from the delay. A late notice does not otherwise bar or reduce Homeowner's claim. This Section 6(c) does not apply to warranty claims, which are governed by Section 20(a), or to billing disputes, which are governed by Section 7(d), and a notice under this Section 6(c) is not a Notice of Dispute under Section 23(a).
(d) At the request of Homeowner, PreFix may recommend providers of services outside of its Core Services (for example, Landscaping Services) ("Third Party Services"). Homeowner acknowledges that different terms of use may apply to Homeowner’s use of such Third Party Services and that terms and policies are solely between Homeowner and the third party. Homeowner agrees that PreFix does not endorse and is not responsible or liable for any issues related to Third Party Services. Should Homeowner have a dispute with any Third Party Services provider, Homeowner must address such dispute with the Third Party Services provider directly. No agency, partnership, joint venture, or employment is created as a result of this Agreement or any user’s, Third Party Services provider’s, or Contractor Network member’s use of any part of the Services or any Third Party Services, including but not limited to any scheduling. This Section 6(d) also governs PreFix’s role where PreFix refers Homeowner to a Contractor Network member for complex or licensed trade work: PreFix’s role in that instance is limited to identifying, screening for basic qualifications, and facilitating the referral and scheduling of that work. PreFix does not perform, supervise, or guarantee Contractor Network work. PreFix’s description of Contractor Network members as "vetted" refers to PreFix’s screening process at the time a contractor is admitted to the Contractor Network, and is not a warranty or guarantee of the quality, safety, licensing status, or outcome of any specific job.
(e) PreFix Services are not intended to provide engineering services, code compliance inspections, environmental inspections, mold assessments, or structural evaluations. PreFix’s maintenance visits are designed to help identify observable equipment performance and maintenance issues where feasible; however, Services are preventative and maintenance-oriented and do not constitute, or guarantee, the identification of every existing or potential defect, hazardous condition, code violation, environmental condition, mold condition, structural issue, or equipment failure within the Homeowner’s Premises. Unless expressly agreed to by PreFix in writing as part of the applicable Services, PreFix does not undertake to perform engineering services, code compliance inspections, environmental inspections, mold assessments, or structural evaluations.
(f) Third Party Products. Where PreFix makes available a program through which Homeowner may purchase appliances, parts, or other goods manufactured by a third party through PreFix (including any online purchasing portal PreFix may offer) ("Third Party Products"), PreFix’s role is limited to facilitating the purchase. Except as PreFix may expressly agree in writing, PreFix does not manufacture, and makes no warranty, representation, or guarantee with respect to, any Third Party Product. Any manufacturer’s warranty applicable to a Third Party Product runs from the manufacturer to Homeowner directly and is not extended, guaranteed, or administered by PreFix unless expressly stated otherwise at the time of purchase. Returns, exchanges, and refunds for Third Party Products are governed by the applicable manufacturer’s or retailer’s policies made available to Homeowner at the time of purchase, and not by Section 20(a), which addresses only PreFix’s own workmanship warranty for Core Services.
(g) Contractor Network Insurance. As a condition of remaining part of the Contractor Network, PreFix requires each Contractor Network member to carry, and to provide evidence of upon PreFix’s request, commercial general liability insurance and, where the Contractor Network member has employees, workers’ compensation insurance, in each case in amounts PreFix determines to be reasonable for the scope of work the Contractor Network member is engaged to perform. This requirement does not make PreFix a guarantor, insurer, or co-obligor of any Contractor Network member’s work, and does not expand PreFix’s liability beyond what is set forth in Section 20(k).
(h) Not Insurance or a Home Warranty. PreFix does not act as an insurer under this Agreement. Except as expressly stated in a separate written agreement that PreFix identifies as an insurance, warranty, or service contract product, the Services and Homeowner's membership under this Agreement are not insurance, a home warranty, or a residential service contract, and are not a guarantee that any appliance, system, or component of the Premises will operate, or will not fail, for any period. Homeowner pays for the Services, parts, and equipment as provided in the applicable Plan Description and Section 7. If PreFix offers any insurance, warranty, or service contract product, it will do so only under separate written terms and as permitted by applicable law, and those terms will not be part of this Agreement. The limited workmanship warranty in Section 20(a) applies only to Core Services performed by the Home Manager Team and is not a home warranty.
7. As part of the mutual consideration forming this Agreement, Homeowner’s roles and responsibilities in this Agreement include:
(a) Permitting PreFix and its agents to enter and providing access to the Premises to perform the Services at a mutually agreed upon time. Homeowner is solely responsible for ensuring that the Premises is compliant[SD1] with any site requirements identified by PreFix for the provision of the Services furnished by PreFix under this Agreement, including without limitation: (i) having a person 18 years of age or older on site; (ii) all dogs, cats, and other animals crated, restrained, or otherwise kept away from areas that must be accessed by PreFix personnel or contractors to deliver the Services; (iii) providing PreFix with any access codes, keys, or alarm/security system instructions reasonably necessary for PreFix personnel to access and move through the Premises to perform the Services; and (iv) disclosing to PreFix, before the applicable visit, the presence of any known hazards.[SD2] In the event that any of these requirements are not met, PreFix reserves the right to cancel delivery of Service on-site, and Homeowner may be liable for trip charges, as determined by PreFix in its sole discretion.
(b) Payment of costs associated with the Service, which include but are not limited to:
(i) A membership fee, which is the fee stated in the Plan Description and in the electronic enrollment confirmation that PreFix provides to Homeowner at enrollment, based on the attributes and inventory of the Premises that Homeowner reports at enrollment. The membership fee may be adjusted only as provided in Section 7(e), Section 9(g), or Section 21. The membership fee for each Subscription Term is due in advance on the first day of that Subscription Term (for the first Subscription Term, the Subscription Start Date) and will be charged to the payment method on file as provided in Section 7(d).
(ii) Any payments for Service provided by PreFix as agreed upon with the Homeowner.
(iii) Any equipment, appliances, parts or supplies provided by PreFix or obtained by PreFix on Homeowner’s behalf.
(iv) Any charges from third-party contractors, including Contractor Network members, engaged in connection with Services performed for Homeowner, as applicable.
(c) Homeowner acknowledges and agrees that the membership fee is not a pay-per-use charge and is not contingent upon Homeowner submitting any service request during a given billing period. The membership fee provides ongoing value regardless of Homeowner’s use of on-demand Services. Accordingly, Homeowner shall not be entitled to any refund, credit, or reduction of membership fees on the basis that Homeowner did not submit a service request, did not schedule a service visit, or otherwise did not actively utilize on-demand Services during any billing period. Except as provided in Section 9(e), all membership fees paid are non-refundable on a retroactive basis, and no claim for a refund arising from alleged non-use of on-demand Services will be recognized or honored by PreFix.
(d) Method of payment:
(i) Homeowner hereby authorizes PreFix to automatically charge Homeowner’s credit card or other payment method via the third-party payment processor (e.g., PayPal, Stripe, Square, or others (the "Processor")) for all applicable fees, including membership and service fees. Such payment method will be auto-debited when due. For clarity, fees related to any Core Services are due at the time the Core Services are completed. Homeowner must provide accurate, current, and complete information when adding a credit card or other payment method and it is Homeowner’s obligation to keep such information up-to-date at all times. Homeowner must notify PreFix if Homeowner’s credit card or other payment method expires or is no longer valid and must replace it with a valid credit card or other payment method. Homeowner represents and warrants that Homeowner is authorized to use any credit card or other payment method Homeowner furnishes to PreFix. If Homeowner has a bona fide dispute in relation to any portion of the fees, Homeowner must pay all undisputed fees and shall provide notice to PreFix in writing within thirty (30) days from the date of the applicable due date. Such notice shall set forth the details surrounding the dispute. The Parties shall discuss the disputed fees within five (5) calendar days of the date of the notice. In the event the dispute is not resolved within such time period, then Homeowner may dispute the disputed fee directly with PreFix’s Processor. For the avoidance of doubt, except as provided in Section 9(e), any pre-paid fees are non-refundable including if the Agreement is not terminated in accordance with Section 9 or Section 17(b) below. If Homeowner fails to make any payment when due then, in addition to all other remedies that may be available to PreFix, PreFix may suspend the provision of any and all Services for nonpayment of amounts when due and may assess a late payment charge on any past-due amount at a simple, non-compounding rate of five percent (5.0%) per month, or the maximum rate permitted under applicable law, whichever is lower. Ho[GU3] meowner further acknowledges and agrees that PreFix reserves the right, where permitted by applicable law, to charge Homeowner for payment processing (i.e. "Merchant Fees") associated with payment made by credit card or ACH.
(ii) PreFix reserves the right to apply a "Late Cancellation Fee" (a) for any cancellation of Services that are less than twenty four (24) hours from the scheduled Service date and time, or (b) should Homeowner fail to provide access to the Premises at the scheduled date and time of the Service, in an amount equal to one (1) hour of labor at the applied labor rate, or $55 if no labor rate is provided, but not more than fifty percent (50%) of the project estimate.
(e) Inventory Verification and Fee Adjustment. Homeowner's membership fee is based on the attributes and inventory of the Premises that Homeowner reports at enrollment. PreFix verifies that information at the Enrollment Visit or at another visit after the Subscription Start Date. If PreFix finds that the attributes or inventory of the Premises differ from what Homeowner reported in a way that affects the membership fee for Homeowner's Plan (for example, more HVAC units or appliances than reported), PreFix may adjust the membership fee to the fee that applies to the verified attributes and inventory by giving Homeowner written notice stating the reason, the new fee, and the date it takes effect. The adjusted fee applies from the date of PreFix's notice. Homeowner may decline the adjusted fee and terminate this Agreement by notifying PreFix under Section 19(b) within fifteen (15) days after PreFix's notice. If Homeowner does so, the adjustment does not apply, this Agreement terminates on the date of Homeowner's notice, and PreFix may refund the portion of any prepaid fees allocable to the period after that date. An adjustment under this Section 7(e) is not a change to which Section 21(b) applies.
Communications and Consents
8. (a) Service Communications. To receive the Services, Homeowner must agree to receive telephone calls, text messages, and emails from PreFix that relate to the Services, such as scheduling, appointment reminders, arrival and technician notices, service updates, and account or billing matters ("Service Communications"). Homeowner may reply STOP to a text message, or contact PreFix as provided in Section 19(b), to stop text messages, but PreFix may be unable to provide the Services if Homeowner declines all Service Communications. Message and data rates may apply.
(b) Marketing Communications. PreFix will send marketing communications to Homeowner only if Homeowner has separately agreed to receive them. Agreeing to receive marketing communications is optional and is not a condition of receiving the Services. Homeowner may withdraw that agreement at any time as provided in the message or by contacting PreFix as provided in Section 19(b).
(c) Occupants and Others. Homeowner will inform occupants of the Premises, and any other person whose information Homeowner provides to PreFix, that PreFix will visit the Premises and may collect and use that information as described in the Privacy Policy.
Term, Renewal, and Termination
9. (a) Effective Date and Term. This Agreement will take effect on the date Homeowner signs up for a subscription to the Service (the "Subscription Start Date") and will remain in effect until it is terminated as provided in this Section 9, Section 7(e), Section 17(b), or Section 19(d)(iv).
(b) Subscription Term and Renewal. PreFix may offer Plans with billing periods of varying lengths, including but not limited to, monthly, quarterly, or annual periods, as selected by Homeowner at enrollment. The length of the billing period Homeowner selects is Homeowner's "Subscription Term." Unless this Agreement is terminated under this Section 9, Section 7(e), Section 17(b), or Section 19(d)(iv), or PreFix gives notice of non-renewal under Section 9(f), it renews automatically at the end of each Subscription Term for a new Subscription Term of the same length, as described in Section 9(h).
(c) Termination by Homeowner. Homeowner may terminate this Agreement effective as of the end of the current Subscription Term by giving PreFix written notice at least fifteen (15) days before the end of that Subscription Term. If Homeowner gives notice less than fifteen (15) days before the end of the current Subscription Term, the termination takes effect at the end of the following Subscription Term. The Services continue, and Homeowner remains responsible for applicable fees, through the effective date of termination. Homeowner's termination notice must be given in writing in the manner provided in Section 19(b). PreFix may, in its discretion and without obligation, waive all or part of the notice requirement in this Section 9(c) or credit or refund fees for any period after the date Homeowner requests termination. Nothing in this Section gives Homeowner a right to a refund or credit, and PreFix's decision in one case does not obligate PreFix in any other, except as required by applicable law.
(d) Termination or Suspension by PreFix. PreFix may suspend or terminate this Agreement at any time (i) under Section 4, or for conduct or situations that PreFix reasonably determines pose a safety risk to PreFix personnel or Contractor Network members or that constitute fraud or abuse of the Service, (ii) for Homeowner's non-payment, or (iii) if Homeowner has not completed the initial home enrollment visit that PreFix schedules for new members (the "Enrollment Visit") within a reasonable period of the Subscription Start Date or has not requested or scheduled any Services since the Subscription Start Date. PreFix is not required to exercise its right under clause (iii), and a decision not to do so at any time does not waive that right. PreFix may provide written notice of the suspension or termination in accordance with Section 19(a), stating the reason, at the time it takes effect or within a reasonable time afterward. Prepaid fees are treated as provided in Section 9(e).
(e) Prepaid Fees. Except as stated in this Section 9(e) or as required by applicable law, prepaid fees are non-refundable. If this Agreement terminates under Section 7(e) or Section 17(b), or PreFix terminates it under Section 4 (for a reason other than Homeowner's fraud, abuse, or non-payment), Section 9(d)(iii), or Section 19(d)(iv), PreFix may refund the portion of any prepaid fees allocable to the period after the termination date.
(f) Non-Renewal by PreFix. PreFix may decline to renew this Agreement at the end of the current Subscription Term by giving Homeowner written notice in accordance with Section 19(a) before the end of that Subscription Term.
(g) Changing Plans. Homeowner may request a change to a different Plan by notifying PreFix in the manner provided in Section 19(b). A change takes effect only when PreFix confirms it in writing, stating the new Plan, its fees, and its effective date. If the new Plan has higher fees, the change takes effect on the date PreFix confirms, and PreFix may charge the difference in fees for the remainder of the current Subscription Term, prorated by day. If the new Plan has lower fees or a reduced scope of Services, the change takes effect at the start of the next Subscription Term unless PreFix agrees in writing to an earlier date, and no refund or credit is due for the current Subscription Term. A change of Plan does not change the length of the Subscription Term unless PreFix's written confirmation says otherwise.
(h) Automatic Renewal.
(i) Renewal Fee. At each renewal, PreFix will charge Homeowner, using the payment method on file, the membership fee for Homeowner's Plan that applies at the start of the new Subscription Term, which is the fee Homeowner is then paying unless PreFix has given notice of a different fee under Section 21.
(ii) Renewal Reminder. For any Subscription Term of six (6) months or more, PreFix will send Homeowner a reminder by email to the email address associated with Homeowner's Account not less than forty five (45) days before the end of that Subscription Term, stating that this Agreement will renew automatically, the renewal fee and the date it will be charged, and how to cancel.
(iii) Cancellation. Homeowner may cancel in any manner provided in Section 19(b). If Homeowner enrolled online, PreFix will also make cancellation available through PreFix HomeHub or Homeowner's Account.
(iv) Applicable Law. If applicable law requires a different reminder, a shorter cancellation notice period, or an additional cancellation method, that law applies in place of any conflicting term of this Section 9, and Homeowner may cancel accordingly.
Treatment of Confidential Information
10. PreFix shall not use Confidential Information except as necessary to (a) deliver the Service and carry out PreFix operations related to the provision of the Services, (b) market and offer PreFix’s own services to Homeowner, or (c) otherwise as permitted by this Agreement or the Privacy Policy. PreFix shall not disclose Confidential Information to any third party, except to: (i) collaborators, vendors, and service providers that support PreFix operations; (ii) actual or prospective lenders, investors, and acquirers, and their advisors, in connection with a financing, merger, acquisition, sale of assets, or similar transaction; (iii) auditors, insurers, and legal, accounting, tax, and other professional advisors; (iv) as required by law, legal process, or a governmental or regulatory authority; or (v) as otherwise permitted by this Agreement. PreFix shall take reasonable security precautions, at least as great as the precautions it takes to safeguard its own confidential information, to prevent unauthorized disclosure of the Confidential Information.
11. The Parties agree that it is necessary to provide Confidential Information to PreFix for the purposes of carrying out the Service. Homeowner shall likewise treat as confidential, and shall not disclose to any third party without PreFix’s prior written consent, any of PreFix’s non-public business terms disclosed to Homeowner in connection with the Service, including negotiated Contractor Network rates, Third Party Product discount terms, and any partner or promotional program terms not generally published by PreFix.
Privacy Policy
12. In addition to this Agreement, the PreFix Privacy Policy at https://www.prefixinc.com/priv... ("Privacy Policy") applies to how PreFix may process information (including without limitation Service-Related Information) provided as part of the Services. Homeowner acknowledges and agrees that by accessing or using the Services, PreFix may receive certain information about Homeowner, including personal information, as set forth in the Privacy Policy, and PreFix may collect, use, disclose, store, share, and process such personal information in accordance with such Privacy Policy.
Ownership
13. Homeowner grants PreFix a license to collect, use, and analyze information about Homeowner's home, equipment, and use of the Service ("Service-Related Information") in order to operate, support, and improve the Service, including as PreFix's products and services evolve over time. This license is worldwide and sublicensable, meaning PreFix may permit a vendor, partner (other than a Program Partner, which is governed by Section 14(b)), or successor to exercise it on PreFix's behalf or in connection with a use otherwise permitted under this Agreement. This license continues for as long as PreFix retains the applicable Service-Related Information, including after termination of this Agreement, with no compensation owed to Homeowner.
PreFix may use Service-Related Information to create data that has been anonymized and aggregated so that it no longer identifies Homeowner or Homeowner's home ("Anonymized Data"). PreFix may analyze, use, share, and license Anonymized Data, including with or to other companies and in exchange for compensation to PreFix, for any lawful business purpose, such as understanding how homes and equipment perform over time and improving PreFix's products, pricing, and services. PreFix will take reasonable steps to ensure Anonymized Data cannot be traced back to an individual Homeowner.
14. (a) PreFix and its assignees may include Service-Related Information in market research and in presentations so long as the Service-Related Information so included in no way identifies any individual Homeowner’s identity or the address of Homeowner’s Premises.
(b) Sharing with Program Partners. PreFix may share Service-Related Information with a third-party company with which PreFix has a co-branded, affinity, or similar commercial partnership (each, a "Program Partner"), but only: (i) as described in a separate disclosure specific to the applicable Program Partner program, presented to Homeowner at or before Homeowner’s enrollment in that program; and (ii) with Homeowner’s affirmative acceptance of that specific disclosure. This Section 14(b) does not authorize sharing Service-Related Information with a Program Partner solely on the basis of the general Privacy Policy referenced in Section 12.
15. Homeowner’s grant of the license to PreFix in Section 13 with respect to Service-Related Information collected from Homeowner’s Premises is in consideration for the mutual covenants contained in this Agreement, including these specific covenants by PreFix. PreFix will treat Homeowner’s Service-Related Information as Confidential Information, except to the extent otherwise permitted herein.
16. Homeowner may provide feedback to PreFix concerning the Service, as applicable, while this Agreement is in effect and from time to time as reasonably requested by PreFix, including, without limitation, identification of improvements ("Feedback"). PreFix will have the rights to use all such Feedback related to the Service, including but not limited to the right to improve or enhance its products and services. Homeowner hereby assigns and agrees to assign to PreFix all of its right, title, and interest in and to any such Feedback provided to PreFix. To the extent that the foregoing assignment is ineffective for whatever reason, Homeowner hereby grants and agrees to grant to PreFix a non-exclusive, perpetual, irrevocable, royalty-free, worldwide right and license to use, reproduce, disclose, sublicense, distribute, modify and otherwise exploit such Feedback without restriction.
Assignment
17. (a) PreFix may assign or transfer this Agreement, in whole or in part, including Homeowner's membership, to another party without Homeowner's prior consent, including in connection with a change in the company or entity that provides the Services. Homeowner may not assign or transfer this Agreement without PreFix's prior written consent.
(b) Sale or Transfer of Premises. Homeowner's membership is personal to Homeowner and is not transferable to a subsequent owner of the Premises. If Homeowner sells or otherwise transfers title to the Premises, Homeowner must notify and provide documentation of the transfer to PreFix as provided in Section 19(b) at least thirty (30) days before the transfer or, if that is not possible, as soon as Homeowner knows of the transfer. This Agreement will terminate on the date of the transfer, and the Services at the Premises will end on that date. Prepaid fees will be treated as provided in Section 9(e). A subsequent owner of the Premises who wishes to receive the Services must enter into a new agreement with PreFix.
(c) Change in Occupancy. If Homeowner continues to own the Premises but no longer resides there (for example, because Homeowner rents the Premises to others), this Agreement continues, and Homeowner remains responsible for fees and for ensuring that PreFix has access to the Premises and that the site requirements in Section 7(a) are met, including by any occupants.
Severability; Survival; Effect of Termination
18. (a) Severability. If any provision of this Agreement is held to be illegal, invalid, or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable or, if modification is not possible, severed from this Agreement, in either case without affecting the validity or enforceability of the remaining provisions. Any modified or substitute provision shall reflect the original intent of the Parties as closely as possible.
(b) Effect of Termination. When this Agreement terminates, PreFix's obligation to provide the Services ends and Homeowner's access to PreFix HomeHub ends. Termination does not relieve either Party of obligations that accrued before the termination date, including Homeowner's obligation to pay fees and charges incurred through that date.
(c) Survival. Sections 10, 11, 13 through 16, 18, 19, 20, 21, 22, and 23, and any other provision that by its nature is intended to survive, survive termination of this Agreement.
Notices
19. All notices and requests under this Agreement must be in writing. Except as provided in Section 21, any change to this Agreement must be in writing and mutually agreed upon to be effective. A change made by PreFix under Section 21 takes effect as provided in Section 21 and does not require Homeowner's acknowledgment, signature, or reply.
(a) Notices from PreFix. PreFix may give notice to Homeowner by email to the email address associated with Homeowner's Account, through Homeowner's Account or PreFix HomeHub, by posting as described in Section 21, or by mail to the mailing address on file. A notice from PreFix is deemed given and effective when PreFix sends it by email, makes it available in Homeowner's Account or PreFix HomeHub, or posts it, or on the date PreFix mails it by certified or registered mail, whether or not Homeowner opens, reads, or acknowledges the notice; provided that a notice of a change that Section 21 requires PreFix to give by email or other direct written notice is not given by posting alone. Homeowner is responsible for keeping the email and mailing addresses on file with PreFix current.
(b) Notices from Homeowner. Homeowner may give notice to PreFix, including a termination notice under Section 9(c), a Notice of Dispute under Section 23(a), or an opt-out notice under Section 23(j), by (i) email to [email protected], (ii) submission through PreFix HomeHub, where PreFix makes that option available for that type of notice, or (iii) certified or registered mail to the PreFix address below. A notice from Homeowner is effective: for email, on the date and time it is sent, unless Homeowner receives a delivery-failure message; for PreFix HomeHub, when it is submitted; and for mail, on the date it is postmarked. Any deadline in this Agreement that runs from the date of a notice is measured from the date the notice is effective under this Section 19.
(c) Addresses. PreFix's address for notices is: PreFix Inc., 611 S. Congress Ave., Suite 505, Austin, TX 78704, Attn: PreFix Operations, [email protected]. Homeowner's address for notices is the mailing address and email address on file with PreFix in Homeowner's Account.
(d) Electronic Records and Signatures.
(i) Consent. Homeowner agrees to enter into this Agreement and to receive this Agreement, the Plan Description, the Privacy Policy, notices, disclosures, invoices, receipts, renewal reminders, and other communications relating to the Services (together, "Electronic Records") electronically, including by email, through Homeowner's Account or PreFix HomeHub, and by posting on PreFix's website. Homeowner gives this consent electronically as part of enrollment and confirms that Homeowner can access Electronic Records in the forms PreFix uses. Electronic delivery is a condition of receiving the Services: Homeowner may not choose to receive Electronic Records on paper instead, although Homeowner may request paper copies under Section 19(d)(iii). If Homeowner does not consent to electronic delivery, PreFix cannot provide the Services.
(ii) Signatures. Homeowner's continued use of the Service, click-through acceptance, typed name, or other electronic act showing assent, including enrolling in a Plan, accepting this Agreement or an amendment, or authorizing a payment, is Homeowner's signature and has the same legal effect as a handwritten signature. Electronic Records satisfy any legal requirement that a record be in writing, and no Electronic Record or signature may be denied legal effect solely because it is electronic.
(iii) Paper Copies. Homeowner may request a paper copy of any Electronic Record at any time, including after giving consent, by contacting PreFix as provided in Section 19(b). PreFix will mail the paper copy to the mailing address in Homeowner's Account within a reasonable time and at no charge to Homeowner. A request for a paper copy does not withdraw Homeowner's consent to receive Electronic Records.
(iv) Withdrawing Consent. Homeowner may withdraw consent to receive Electronic Records by notice to PreFix under Section 19(b). Because the Services are provided and managed online, PreFix may be unable to continue the Services after consent is withdrawn. In that case, PreFix may terminate this Agreement by written notice sent by mail to the mailing address on file as provided in Section 19(a), effective on the date stated in the notice or, if later, the date the withdrawal takes effect, and prepaid fees will be treated as provided in Section 9(e). Withdrawal of consent does not affect the validity of any Electronic Record provided or signature given before the withdrawal takes effect.
(v) Requirements. To access and keep Electronic Records, Homeowner needs a device with internet access, a current web browser, a working email address, and software that can open PDF files. Homeowner must keep the email address and other contact information in Homeowner's Account current and must tell PreFix if Homeowner can no longer access Electronic Records. If a change in these requirements creates a material risk that Homeowner will be unable to access Electronic Records, PreFix will tell Homeowner the revised requirements before the change takes effect, and Homeowner may withdraw consent under Section 19(d)(iv) without any condition, consequence, or fee other than those stated in Section 19(d)(iv).
Disclaimer of Warranties; Limitation of Liability
20. (a) PreFix warrants the Core Services performed by the Home Manager Team against defects in manufacturing, materials and workmanship under normal application, installation, use and service conditions for a period of thirty (30) days from the date of the Service, or for any longer period that PreFix identifies in writing for a particular Service, such as in the estimate, invoice, or work order for that Service (in either case, the "Warranty Period"). If, during the Warranty Period, the Service does not comply with this limited warranty, then PreFix will, at its sole option, reperform the Service. If the Service is reperformed under this warranty, the remainder of the Warranty Period will apply to the reperformed Service. Under no circumstances will the Warranty Period be extended as a result of the Service being reperformed. Refunds or repair credits for applicable Services that do not conform to this limited warranty will only be provided in the event that PreFix is unable to reperform the Services as provided in this Section 20(a). In the event that PreFix issues Homeowner a repair credit, the credit (i) can only be applied towards future Services provided by PreFix, and excludes subscription and other miscellaneous fees (such as late fees), (ii) has no cash value, (iii) is non-transferable, (iv) expires on the expiration date stated in PreFix's written notice of the credit (which may be by email or in Homeowner's Account) or, if no date is stated, twelve (12) months after the date it is issued, and (v) is forfeited if this Agreement terminates before the credit is used. This Section 20(a) does not apply to work performed by a Contractor Network member, which is addressed in Section 20(k), or to Third Party Products, which are addressed in Section 6(f).
(b) Except for the limited warranty in Section 20(a), and to the maximum extent permitted by applicable law, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, AND PREFIX EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. Homeowner's use of the Services is at Homeowner's own risk except as provided in Section 20(a).
(c) PreFix makes no warranty, representation, or guarantees that: (i) The Services will meet your requirements; (ii) Access to the Services will be uninterrupted, timely, secure, virus-free, or error-free; or (iii) The information and any results that may be obtained from access to or use of the Services will be accurate, reliable, current, or complete.
(d) PreFix makes no warranty, representation, or guarantee with respect to Third Party Services (which are not covered by the limited warranty in Section 20(a)), and PreFix specifically disclaims any warranty, representation, or guarantee with respect to the quality, safety, legality, or other characteristics of Third Party Services and the conduct of any Third Party Services provider.
(e) PreFix expressly disclaims any and all warranties, express or implied, relating to (i) PreFix's evaluation of the suitability of the Premises under Section 4, (ii) PreFix's screening of Contractor Network members and recommendation of Third Party Services providers as described in Section 6(d), and (iii) any criteria, procedures, or information used or presented in connection with clause (i) or (ii), including any warranties of merchantability or fitness for a particular purpose.
(f) All content made available through the Services is provided for informational purposes only. Homeowner is solely responsible for confirming the accuracy of all content before taking or omitting any action.
(g) This disclaimer of warranty may not be valid in some jurisdictions, and you may have warranty rights under the law, which may not be waived or disclaimed. Other than the express limited warranty in Section 20(a), any such warranty extends only for thirty (30) days from the date of the applicable Service (unless applicable law provides otherwise).
(h) Limitation of Liability and Indemnity.
Exclusion of Certain Damages. In this Section 20, "PreFix Parties" means PreFix and its affiliates, and each of their officers, directors, employees, agents, partners, and licensors; Contractor Network members and providers of Third Party Services are not PreFix Parties. PreFix and the PreFix Parties shall not be liable for any lost profits, loss of data or goodwill, or cost of cover, or for any indirect, incidental, special, exemplary, punitive, or consequential damages, including damages arising from any type or manner of commercial, business, or financial loss, even if PreFix had actual or constructive knowledge of the possibility of such damages and regardless of whether such damages were foreseeable.
Cap on Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, AND SUBJECT TO SECTION 20(p), THE TOTAL LIABILITY OF PREFIX AND THE PREFIX PARTIES TO HOMEOWNER FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING THE NEGLIGENCE OF PREFIX OR THE PREFIX PARTIES), STATUTE, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF (i) THE TOTAL FEES PAID BY HOMEOWNER TO PREFIX IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED DOLLARS ($100.00). HOWEVER, FOR DIRECT PHYSICAL DAMAGE TO THE PREMISES CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OF THE HOME MANAGER TEAM IN PERFORMING CORE SERVICES, THE LIABILITY OF PREFIX AND THE PREFIX PARTIES FOR EACH OCCURRENCE WILL NOT EXCEED THE GREATER OF THE AMOUNT STATED IN THE PRECEDING SENTENCE AND THE PER-OCCURRENCE LIMIT OF THE COMMERCIAL GENERAL LIABILITY INSURANCE POLICY THAT PREFIX MAINTAINS ON THE DATE OF THE OCCURRENCE (THE "CGL LIMIT"). IF PREFIX DOES NOT MAINTAIN SUCH A POLICY ON THAT DATE, THE CGL LIMIT IS ZERO FOR PURPOSES OF THIS PARAGRAPH.
Indemnification by Homeowner. Homeowner shall defend, indemnify and hold harmless the PreFix Parties from and against all claims, losses, damages, costs, liabilities, and expenses, including reasonable attorneys' fees, to the extent resulting from or arising out of any third-party claim, demand, or action due to: (i) Service-Related Information provided by Homeowner to PreFix; (ii) Homeowner's violation of this Agreement, any law or regulation, or any rights (including intellectual property rights) of another party; or (iii) Homeowner's use of the Services, except as expressly permitted in this Agreement. Homeowner shall also defend, indemnify, and hold harmless the PreFix Parties from all claims arising from the condition of the Premises, unsafe site conditions, pets, occupants, guests, invitees, or the acts and omissions of third parties not under PreFix's direct control. Homeowner's obligations under this paragraph do not apply to the extent a claim results from the negligence or willful misconduct of PreFix or the Home Manager Team.
(i) PreFix expressly disclaims any and all liability for the presence, growth, remediation, or spread of mold, mildew, or other fungal conditions at Homeowner’s Premises. For the avoidance of doubt, PreFix shall have no liability with respect to: (A) pre-existing mold or fungal conditions present at the Premises prior to the commencement of any Service; (B) mold or fungal growth arising from Homeowner’s maintenance practices, lifestyle, structural conditions, or third-party contractor work; or (C) any mold condition that is not causally and directly linked to a defect in a Service performed by the Home Manager Team, as shown by PreFix’s service records or Homeowner’s documentation under Section 20(o). Homeowner waives any right to bring any claim, action, or proceeding against PreFix arising out of or related to mold or fungal conditions that do not fall within the narrow exception set forth in this Section. Where a mold condition is causally and directly linked to a defect in a Service performed by the Home Manager Team, so that clause (C) does not exclude it, PreFix's responsibility is limited to the reasonable cost of remediating the mold directly resulting from that defect, is governed by Section 20(o), and is subject to Section 20(h); the gross negligence requirement in Section 20(l) does not apply to that remediation.
(j) PreFix shall not be liable for any pre-existing condition, latent defect, concealed condition, normal wear and tear, deterioration, corrosion, structural defect, code violation, or damage existing prior to the performance of any Service, whether known or unknown.
(k) Contractor Network members are independent contractors and not employees, agents, joint venturers, or representatives of PreFix. PreFix does not supervise or control the means or methods by which Contractor Network members perform their work. Except as PreFix may expressly agree in writing for a specific engagement, PreFix’s liability with respect to work performed by a Contractor Network member is limited to PreFix’s own referral conduct (that is, PreFix’s screening and facilitation of the referral described in Section 6(d)), and PreFix is not liable for the acts, omissions, workmanship, or conduct of any Contractor Network member, including any property damage, personal injury, or failure to complete work in a workmanlike manner. Homeowner’s recourse for issues arising from Contractor Network work is against the applicable Contractor Network member directly, including under that Contractor Network member’s own insurance described in Section 6(g). This Section 20(k) does not limit PreFix’s responsibility for Home Manager Team work, which is addressed separately in Sections 20(a) and 20(o), subject to Section 20(h).
(l) PreFix shall not be liable for consequential damages arising from water intrusion, flooding, or leakage, including loss of use, displacement expenses, or diminution in property value, except to the extent directly caused by PreFix’s gross negligence or willful misconduct. The reasonable cost to repair or replace physical property damage directly caused by the negligent acts or omissions of the Home Manager Team in performing Core Services, including the cost of drying out and restoring the directly affected area, is not consequential damage for purposes of this Section 20(l) and is addressed by Section 20(o), subject to Sections 20(h) and 20(i).
(m) PreFix shall not be liable for delays, interruptions, or failures caused by events beyond its control, including weather related events, utility outages, supply shortages, labor shortages, governmental actions, pandemics, natural disasters, or acts of third parties.
(n) Subject to Section 20(p), the foregoing limitations, exclusions, and disclaimers shall apply regardless of whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability, or otherwise, and whether or not the party has been advised of the possibility of such loss or damage. Insofar as applicable law prohibits any limitation on liability herein, the Parties agree that such limitation will be automatically modified, but only to the extent so as to make the limitation compliant with applicable law. The Parties agree that the limitations on liabilities set forth herein are agreed allocations of risk, and such limitations will apply notwithstanding the failure of the essential purpose of any limited remedy.
(o) Damage Claims Process. If Homeowner believes that damage to the Premises resulted from a visit by the Home Manager Team or a Contractor Network member, Homeowner should notify PreFix in writing as provided in Section 6(c) and provide reasonable documentation of the claimed damage (for example, photographs and a description of the affected item or area). The effect of late notice is as stated in Section 6(c). For claims involving the Home Manager Team, PreFix will investigate and respond in accordance with this Section 20(o). If PreFix is legally responsible for damage directly caused by the negligent acts or omissions of the Home Manager Team in performing Core Services, PreFix will have the option, in its sole discretion, to repair, replace, or reimburse the reasonable cost of that damage, subject to Sections 20(h), 20(i), 20(l), and 20(p). For claims involving a Contractor Network member, PreFix will refer Homeowner to that Contractor Network member and reasonably assist in facilitating the claim, but PreFix’s own liability, if any, remains governed by Section 20(k). No claim will be recognized for damage attributable to a pre-existing condition, latent defect, or equipment that was already failing before the applicable visit, consistent with Section 20(j).
(p) Limits on Limitations. Nothing in this Agreement limits or excludes PreFix's liability for (i) death or bodily injury caused by the negligence of PreFix or the Home Manager Team, (ii) fraud or willful misconduct, or (iii) any other liability that cannot be limited or excluded under applicable law. The limitations and exclusions of liability and damages in this Section 20 do not apply to the extent they would limit or exclude that liability.
No Waiver; Amendment; Exclusive Agreement
21. (a) No Waiver. No failure or delay by any of the Parties in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder.
(b) Amendments. PreFix reserves the right to modify, supplement, or amend this Agreement at any time and in its sole discretion by posting an updated version on PreFix's website or by otherwise notifying Homeowner in writing (including by email).
(i) Material Changes. For any material change, including any change that reduces Homeowner's rights, increases Homeowner's obligations, or changes pricing applicable to Homeowner or Homeowner's Plan (other than an adjustment under Section 7(e)), and for any change to Section 22 or Section 23, PreFix will give Homeowner notice by email or other direct written notice, and the change will take effect for Homeowner at the start of the first Subscription Term that begins at least forty five (45) days after PreFix sends that notice.
(ii) Changes Required by Law. A change that PreFix determines is required by law may take effect on the date stated in the notice, even if the change is also described in clause (i), except that this clause (ii) does not apply to any change to Section 22 or Section 23.
(iii) Other Changes. Any change not described in clause (i) or (ii) takes effect on the date PreFix posts it or the date stated in the notice, whichever is later.
(iv) Sections 22 and 23. Any change to Section 22 or Section 23 is also subject to Section 23(l), which provides that the change will not apply to any Claim that arose, or was known to either Party, before the change takes effect.
(v) Acceptance; Right to Terminate. Homeowner's continued use of the Services after a change takes effect constitutes acceptance of the change. It is Homeowner's responsibility to review this Agreement periodically. If Homeowner does not agree to a material change, Homeowner may terminate this Agreement under Section 9(c) effective at the end of the Subscription Term immediately before the change takes effect.
(vi) Other Amendments. Except as provided in clauses (i) through (v) above, this Agreement may not be otherwise modified, supplemented, or amended orally, but may only be modified, supplemented, or amended by a writing agreed to by PreFix and Homeowner, which may be by email or electronic acceptance as provided in Section 19(d).
(c) Entire Agreement. This Agreement, together with the Plan Description, the Privacy Policy, any program-specific disclosures or supplemental terms accepted by or provided to Homeowner under this Agreement, and any estimate, invoice, work order, or written credit notice issued by PreFix for Services (including any longer Warranty Period stated in one of them), constitutes the entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior or contemporaneous oral or written agreements or understandings between the Parties regarding such subject matter.
Governing Law
22. (a) General Rule. This Agreement, and any dispute or Claim arising out of or relating to it, shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act (the "FAA"), other applicable federal law, and the internal laws of the State of Texas, without regard to conflict-of-laws principles, regardless of the state in which Homeowner's Premises is located. The Parties agree that neither the United Nations Convention on Contracts for the International Sale of Goods, nor the Uniform Computer Information Transaction Act (UCITA), shall apply to this Agreement.
(b) Mandatory Consumer Protections. If the law of the state in which Homeowner's Premises is located grants Homeowner a consumer protection, disclosure, cancellation, or other right that cannot be waived or superseded by contract or by the choice of Texas law under Section 22(a), then that mandatory right will apply to Homeowner notwithstanding Section 22(a), but only to the minimum extent required by that state's law. All other provisions of this Agreement, including Section 22(a) as to all other matters, remain in full force and effect. This Section 22(b) is self-executing: it applies automatically as PreFix begins operating in a new state and does not require an amendment to this Agreement.
(c) Supplemental State Terms. PreFix may, at its discretion, adopt additional supplemental terms for a particular state if PreFix determines doing so is necessary or advisable in light of that state's law, subject to the notice requirements of Section 21. Any such supplemental terms will be provided to affected Homeowners in that state and will control over any conflicting provision of this Agreement solely with respect to Homeowners whose Premises is located in that state. Any supplemental term that changes Section 22 or Section 23 is subject to Section 23(l). Adoption of supplemental terms for one state does not require or imply any change to this Agreement as applied to Homeowners in any other state.
(d) Venue. If any Claim is litigated in court rather than arbitrated (for example, because Homeowner opts out of arbitration under Section 23(j) or because a court finds the Arbitration Agreement unenforceable as to that Claim), the Claim must be brought in the state or federal courts located in the county where the Premises is located, and each Party consents to personal jurisdiction in those courts.
Binding Arbitration and Class Action Waiver
23. THIS SECTION 23 (THE "ARBITRATION AGREEMENT") AFFECTS YOUR LEGAL RIGHTS. PLEASE READ IT CAREFULLY.
(a) Informal Dispute Resolution. Before either Party commences arbitration or files an action in small claims court, that Party must first send the other a written notice describing the dispute and the relief sought (a "Notice of Dispute"). Notice to PreFix must be sent in accordance with Section 19. The Parties will then have sixty (60) days to attempt to resolve the dispute informally, including through a telephone or video conference if either Party requests one. Neither Party may commence arbitration or file in small claims court until this informal resolution period has expired without resolution. Any statute of limitations or other time limit that applies to a Claim described in a Notice of Dispute is tolled from the date the Notice of Dispute is received until the informal resolution period expires or the Parties agree in writing that it has ended, whichever is earlier, so that neither Party loses any right to bring that Claim because of the waiting period in this Section 23(a).
(b) Arbitration of Claims. Homeowner and PreFix mutually agree that any dispute, claim, or controversy (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory) arising out of or relating to this Agreement or the Services or the breach, termination, enforcement, interpretation, or validity thereof (hereinafter "Claim" or "Claims") shall be settled by binding arbitration before a single arbitrator. The arbitration shall be administered by JAMS in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the "JAMS Streamlined Arbitration Rules") in effect on the date the arbitration is filed, and will be governed by the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness (the "JAMS Minimum Consumer Standards"). Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitrator can award any damages or relief on Homeowner's individual Claim that a court of law could, including individual injunctive relief and attorneys’ fees when available under the governing law. Except as provided in Section 23(e), the arbitrator, and not a court, will decide whether a Claim is subject to arbitration, including questions about the scope, applicability, and enforceability of the Arbitration Agreement. Any Claim will be decided by an arbitrator, rather than by a judge or jury, and an arbitration award will be final and binding on Homeowner and PreFix, without any right of appeal. Court review of an arbitration award will be very limited. With the exception of Section 23(d) below and subject to Section 23(j), Homeowner and PreFix hereby waive the right to assert any Claim in any court. As set out in Section 23(e) below, all arbitrations will be conducted on an individual basis, and there shall be no class or collective actions in arbitration.
(c) Other Claims Subject to Arbitration. In addition to Claims brought by either Homeowner or PreFix, Claims made by or against an employee, agent, representative, affiliated company, or subsidiary of PreFix will be subject to arbitration as described herein.
(d) Exceptions. PreFix agrees not to invoke its right to arbitrate any individual Claim Homeowner brings in small claims court or an equivalent court with jurisdiction, so long as the Claim is pending only in that court.
(e) Individual Claims Only. Claims may be submitted to arbitration on an individual basis only. Claims subject to the Arbitration Agreement may not be joined or consolidated in arbitration with any Claim of any other person or be arbitrated on a class basis, in a representative capacity, on behalf of the general public, or on behalf of any other person, unless otherwise agreed to by the Parties in writing. Homeowner acknowledges and agrees that Homeowner is waiving any ability to join or consolidate Homeowner's Claim in arbitration with the Claim of any other person and to bring any Claim on a class basis, in a representative capacity, on behalf of the general public, or on behalf of any other person. Further, unless Homeowner and PreFix both otherwise agree in writing, the arbitrator may not consolidate Homeowner’s Claim with that of any other person, and may award relief only in favor of Homeowner’s individual Claim. The arbitrator may not award relief for or against any other party, whether directly or indirectly. If a court of competent jurisdiction deems this paragraph to be unenforceable with respect to any Claim, then the entirety of the Arbitration Agreement will be deemed void with respect to such Claim. Except as provided in the preceding sentence, the Arbitration Agreement will survive any termination of this Agreement. Related Homeowner accounts are considered as one person, and PreFix, its employees, officers, directors, agents, and affiliates are considered as one person. A court, and not the arbitrator, will decide whether the individual-claims requirement and the waiver of class, consolidated, and representative proceedings in this Section 23(e) are enforceable.
(f) Arbitration Fees. If Homeowner initiates arbitration, PreFix will advance any arbitration fees, including any required deposit. PreFix will also be responsible for payment and/or reimbursement of any arbitration fees which exceed either (1) the amount of filing fees Homeowner would have incurred if Homeowner's Claim had been brought in the state or federal court nearest Homeowner’s residence with jurisdiction, or (2) US$250, whichever is lesser. If PreFix initiates or elects arbitration, PreFix will pay the entire amount of the arbitration fees, including any required deposit. Regardless of who initiates arbitration, PreFix will pay all other arbitration-related costs, including any remaining JAMS Case Management Fee and all professional fees for the arbitrator’s services.
(g) Arbitration Procedure. A single arbitrator will resolve the Claims. The place of arbitration will be the State in which the Premises is located. Homeowner has the right to an in-person arbitration hearing for Homeowner’s Claim should Homeowner so choose. Any such hearing will take place within the federal judicial district in which the Premises is located, or in a reasonably convenient location as agreed by the Parties. The arbitration will be conducted in English. The arbitrator will be either a retired judge or an attorney with at least ten years of experience and will be selected by the Parties; provided, however, that if the Parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then JAMS will appoint the arbitrator in accordance with the JAMS Streamlined Arbitration Rules. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity, but may not grant any form of relief identified in Section 23(e) without the express written consent of both Parties. Discovery or exchange of non-privileged information relevant to the dispute will be allowed, keeping in mind the reasonable need for the requested information, the availability of other discovery options, and the burdensomeness of the request on the opposing Party. The arbitrator’s award will address all claims properly brought before the arbitrator and will include the essential findings and conclusions upon which the award is based. This Arbitration Agreement is made pursuant to a transaction involving interstate commerce and will be governed by the FAA. Homeowner may obtain copies of the current JAMS Streamlined Arbitration Rules, forms, and instructions for initiating an arbitration with JAMS by contacting JAMS online at www.jamsadr.com. Where there is a conflict or inconsistency between the JAMS Streamlined Arbitration Rules and procedures and the Arbitration Agreement, the Arbitration Agreement will govern.
(h) Confidentiality. Homeowner and PreFix agree that any arbitration proceedings initiated hereunder shall be kept in strict confidence, meaning that Homeowner and PreFix agree not to disclose or cause to be disclosed to any third party the dispute(s) to be arbitrated hereunder, or any of the underlying facts, circumstances, documents, and other materials relating to such dispute(s), except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law.
(i) Severability. Except as provided in Section 23(e), any provision of this Arbitration Agreement deemed unenforceable by a court of competent jurisdiction may be severed, and the remainder of the Arbitration Agreement shall be given full force and effect.
(j) 30-Day Right to Opt Out. Homeowner may opt out of the Arbitration Agreement by sending PreFix written notice of that decision, in the manner set out in Section 19, within thirty (30) days after the date Homeowner first becomes subject to this Arbitration Agreement. The notice must include Homeowner’s name, the address and email address associated with Homeowner’s Account, and a clear statement that Homeowner is opting out of the Arbitration Agreement. If Homeowner opts out, the remainder of this Agreement continues to apply.
(k) Batch Arbitration. If twenty five (25) or more Claims of a substantially similar nature are filed against PreFix by or with the assistance of the same law firm, group of law firms, or organizations acting in coordination within any rolling 12-month period, the Parties agree that such Claims constitute a "Mass Arbitration" and shall be administered by JAMS in batches pursuant to the JAMS Mass Arbitration Procedures and Guidelines then in effect, with one arbitrator, one set of filing and administrative fees, and one procedural calendar per batch, to the extent such procedures are available and applicable under JAMS's rules at the time the Claims are filed. If the JAMS Mass Arbitration Procedures and Guidelines are unavailable or inapplicable for any reason, the Parties agree to work in good faith with JAMS to establish a comparable batching or staging process for the affected Claims consistent with the purposes of this Section 23(k). Batching under this Section 23(k) is administrative only. It does not join or consolidate any Claims, does not limit the individual-Claim requirements of Section 23(e), and each Claim will be decided on its own facts and result in its own award. To the extent the JAMS Mass Arbitration Procedures and Guidelines permit, the arbitrator for a batch will be selected in accordance with Section 23(g). Batching will not increase any amount Homeowner would pay under Section 23(f) if the Claim were arbitrated alone, and PreFix remains responsible for all other fees and costs that JAMS assesses for the batch, as provided in Section 23(f).
(l) Changes to this Section 23. No amendment to Section 22 or this Section 23 will apply to any Claim that arose, or was known to either Party, before the effective date of the amendment. Those Claims will be governed by the versions of Section 22 and this Section 23 in effect immediately before the amendment took effect. Any such amendment takes effect only as provided in Section 21. PreFix is bound by this Section 23 to the same extent as Homeowner.
[SD1]@Alex Newman might be worth calling out safe access and the homeowner to inform us of any known hazards.
[SD2]@Alex Newman this should be rephrased. I don't think it's reasonable to ask a homeowner to disclose their whole security setup/or if they have maybe even a PreFix installed Ring doorbell and clearly visible security cameras. At the same time you want to prevent someone filming our people when they are doing their job.
[GU3]We shouldn't call it interest and compounded would result in 80% annual, above what's permitted by statute in both Texas (10%) and Colorado (45%)
[GU4]Sections 21 and 23 together may make the arbitration agreement unenforceable in Texas. Section 21 lets PreFix change the Agreement at any time, and nothing says those changes apply only going forward. Texas courts and the Fifth Circuit have treated arbitration agreements as illusory when one party can change them on its own without that limit (In re Halliburton, Tex. 2002; Carey v. 24 Hour Fitness, 5th Cir. 2012). Adding a sentence like the following would fix most of the risk: "changes to Section 23 won't apply to claims arising or known before the change, and require 30 days' notice." Without it, your class-action waiver is at risk too.