These Terms of Service ("Terms") constitute a legally binding agreement between you and SpruceUp Technologies Inc.("SpruceUp," "we," "us," or "our"), a British Columbia corporation, governing your access to and use of the SpruceUp platform, website at spruceup.ca, mobile applications, and all related services (collectively, the "Platform"). By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.
1. Definitions
"Customer" means any individual or entity that posts a job request on the Platform seeking cleaning, handyman, or other home services.
"Service Professional" or "Pro" means any independent contractor who subscribes to the Platform to access job leads, submit bids, and provide services to Customers.
"User" means any Customer or Service Professional who creates an account on the Platform.
"Services" means the cleaning, handyman, maintenance, or other services performed by Service Professionals for Customers.
"Subscription" means the paid recurring plan a Service Professional purchases to access the Platform.
2. Nature of the Platform
SpruceUp is a marketplace and technology platform only. SpruceUp does not provide cleaning, handyman, or any other home services. SpruceUp does not employ, control, supervise, or direct any Service Professional. All Service Professionals are independent contractors and not employees, agents, joint venturers, or partners of SpruceUp.
SpruceUp facilitates connections between Customers and Service Professionals. SpruceUp does not guarantee the quality, safety, legality, or timeliness of any Services performed. SpruceUp does not set pricing for Services — Service Professionals set their own rates and Customers accept or decline bids at their sole discretion.
No monetary obligation flows through SpruceUp between Customers and Service Professionals. All payments for Services are made directly between the Customer and the Service Professional. SpruceUp collects only Subscription fees from Service Professionals.
3. Account Registration
3.1. You must be at least 19 years of age (the age of majority in British Columbia) to create an account. By registering, you represent and warrant that you meet this requirement.
3.2. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.
3.3. You are solely responsible for safeguarding your account credentials and for any activity that occurs under your account. You must notify SpruceUp immediately of any unauthorized use of your account.
3.4. SpruceUp reserves the right to suspend or terminate any account at any time, with or without cause, and with or without notice.
4. Customer Terms
4.1. Customers may post job requests on the Platform at no cost. There is no fee, commission, or charge to Customers for using the Platform.
4.2. Upon posting a job, Customers may receive up to three (3) bids from Service Professionals. Customers are under no obligation to accept any bid.
4.3. By accepting a bid, the Customer enters into a direct contractual relationship with the Service Professional — not with SpruceUp. SpruceUp is not a party to any agreement between Customers and Service Professionals.
4.4. Customers are responsible for providing accurate information about the job location, scope, and any special conditions (pets, access codes, hazards, etc.).
5. Service Professional Terms
5.1. Service Professionals must purchase a Subscription to access job leads and submit bids. Current Subscription tiers and pricing are published on the Pricing page.
5.2. Subscriptions are billed monthly on a recurring basis via Stripe. All fees are in Canadian dollars (CAD) and are non-refundable except as required by applicable law.
5.3. Service Professionals may cancel their Subscription at any time. Cancellation takes effect at the end of the current billing period. No partial refunds are issued.
5.4. Service Professionals represent and warrant that they: (a) hold all licences, permits, and registrations required by applicable municipal, provincial, and federal law to perform the Services they offer; (b) carry adequate insurance, including commercial general liability insurance of not less than $2,000,000 per occurrence; (c) comply with all applicable WorkSafeBC requirements; (d) are legally authorized to work in Canada.
5.5. Service Professionals are solely responsible for determining and paying all applicable taxes, including GST/HST, provincial sales tax, and income tax.
5.6. SpruceUp reserves the right to vet, approve, suspend, or remove any Service Professional from the Platform at its sole discretion.
6. Prohibited Conduct
You agree not to:
- Use the Platform for any unlawful purpose or in violation of any applicable law or regulation
- Impersonate any person or entity, or misrepresent your affiliation with any person or entity
- Circumvent the Platform to avoid Subscription fees (e.g., soliciting direct contact information from posted jobs)
- Post false, misleading, or fraudulent job requests or bids
- Harass, threaten, or abuse any User
- Upload viruses, malware, or other harmful code
- Scrape, crawl, or use automated means to access the Platform without prior written consent
- Interfere with or disrupt the integrity or performance of the Platform
- Attempt to gain unauthorized access to any accounts, systems, or networks connected to the Platform
7. Intellectual Property
7.1. The Platform and all content, features, and functionality — including but not limited to text, graphics, logos, icons, images, audio, video, software, and code — are the exclusive property of SpruceUp or its licensors and are protected by Canadian and international copyright, trademark, patent, trade secret, and other intellectual property laws.
7.2. You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for its intended purpose. You may not reproduce, distribute, modify, create derivative works from, publicly display, or exploit any content from the Platform without prior written consent.
8. Disclaimer of Warranties
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SPRUCEUP DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
9. Limitation of Liability
9.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPRUCEUP, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM.
9.2. SPRUCEUP SHALL NOT BE LIABLE FOR ANY DAMAGE, INJURY, OR LOSS ARISING FROM: (a) ANY SERVICES PERFORMED BY SERVICE PROFESSIONALS; (b) ANY INTERACTION, TRANSACTION, OR DISPUTE BETWEEN CUSTOMERS AND SERVICE PROFESSIONALS; (c) THE CONDUCT OF ANY USER, WHETHER ONLINE OR OFFLINE; (d) ANY CONTENT POSTED BY USERS ON THE PLATFORM.
9.3. IN NO EVENT SHALL SPRUCEUP'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM EXCEED THE GREATER OF (a) THE TOTAL AMOUNT PAID BY YOU TO SPRUCEUP IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (b) ONE HUNDRED CANADIAN DOLLARS ($100 CAD).
10. Indemnification
You agree to indemnify, defend, and hold harmless SpruceUp, its officers, directors, employees, agents, licensors, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any third-party right, including any intellectual property, privacy, or proprietary right; (d) any Services performed or received through the Platform; (e) any dispute between you and another User.
11. Dispute Resolution
11.1. Governing Law. These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict of law principles.
11.2. Jurisdiction. Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the courts of British Columbia, sitting in Vancouver, and you irrevocably submit to the personal jurisdiction of such courts.
11.3. Disputes Between Users. SpruceUp is not responsible for and will not mediate disputes between Customers and Service Professionals. Users are encouraged to resolve disputes directly. If resolution is not possible, Users may pursue remedies through applicable legal channels.
12. Modifications to Terms
SpruceUp reserves the right to modify these Terms at any time. Material changes will be communicated via email or through a notice on the Platform at least thirty (30) days before taking effect. Your continued use of the Platform after the effective date of modified Terms constitutes acceptance of those changes. If you do not agree to the modified Terms, you must discontinue use of the Platform.
13. Termination
13.1. You may close your account at any time by contacting support. Subscription cancellations take effect at the end of the current billing period.
13.2. SpruceUp may terminate or suspend your account immediately, without prior notice or liability, for any reason, including breach of these Terms. Upon termination, your right to use the Platform ceases immediately. Sections 7–11 and 14 survive termination.
14. General Provisions
14.1. Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
14.2. Waiver. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.
14.3. Entire Agreement. These Terms, together with the Privacy Policy and Disclaimer, constitute the entire agreement between you and SpruceUp regarding the Platform.
14.4. Assignment.You may not assign or transfer these Terms without SpruceUp's prior written consent. SpruceUp may assign these Terms without restriction.
14.5. Force Majeure. SpruceUp shall not be liable for any failure or delay caused by circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, strikes, power failures, internet outages, or cyberattacks.
15. Contact
For questions about these Terms, contact us at:
SpruceUp Technologies Inc.
Vancouver, British Columbia, Canada
Email: legal@spruceup.ca