This Web site and AC Pro’s services are offered to you, conditioned on your acceptance without modification, of the following terms, conditions, and notices contained in this agreement (the “Terms and Conditions”). Your use of this Web site or submission of service requests via telephone constitutes your agreement to all such terms, conditions, and notices in effect at such time. If you have any questions regarding these Terms & Conditions, you may contact us at www.AC Pro.com. We may amend these Terms & Conditions at any time by posting a revised version of these Terms and Conditions on the AC Pro Website. These Terms & Conditions were last updated on 2/22/2012. 1. INTRODUCTION TO AC Pro. Upon your registration, you may choose your own password or AC Pro will assign you a password to access the AC Pro services through the AC Pro Web site. 2. AC Pro SERVICES. At AC Pro we are committed to making your total AC Pro experience a positive one. Upon entering your information and the request for which you would like a service professional, we will provide you with a list of service professionals in your area, if any, who may be interested in fulfilling your service need. However, we do not guarantee that we will be able to match your service needs with a service professional or that there are service professionals in your area that either are capable or willing to complete your service needs. Although we take certain steps to examine the credentials of our listed service professionals, we make no guarantees or representations regarding the skills or representations of such service professional or the quality of the job that he or she may perform for you if you elect to retain their services. AC Pro does not endorse or recommend the services of any particular service professional. It is entirely up to you to enter into a direct contract or otherwise reach agreement with a service professional, and we do not guarantee or warrant their performance on the job or the outcome or quality of the services performed. The service professionals are not employees or agents of AC Pro, nor is AC Pro an agent of the service professionals. AC Pro does not perform, and is not responsible for, any of the services requested by you in your service request. Your rights under contracts you enter into with service professionals are governed by the terms of such contracts and by applicable federal, state, provincial and local laws. Should you have a dispute with any service professional, you must address such dispute with the service professional directly, AND YOU HEREBY AGREE TO RELEASE AC Pro (AND OUR OFFICERS, DIRECTORS, AFFILIATES, EMPLOYEES AND AGENTS) AND ANY OTHER PERSON, FIRM, OR ENTITY (INCLUDING OUR BUSINESS PARTNERS SUCH AS A PRODUCT MANUFACTURER OR SUPPLIER WHO MAY EMPLOY THE AC Pro MATCHING UTILITY) FROM ANY DAMAGES OR CLAIMS (INCLUDING CONSEQUENTIAL AND INCIDENTAL DAMAGES) OF EVERY KIND OR NATURE, SUSPECTED AND UNSUSPECTED, KNOWN AND UNKNOWN, AND DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES AND YOUR DEALINGS WITH SERVICE PROFESSIONALS. 3. RESOLUTION PROCESS AND SERVICE GUARANTEE. While we cannot guarantee the work performed by a listed service professional, and while we have no obligation to you with regard to your relationship with a service professional, the AC Pro resolution process has been developed to try and assist you in resolving any workmanship problems that may arise in the course of a home improvement repair or maintenance project and which may be the fault of a service professional who you learned about through the AC Pro services. Under the circumstances more fully described herein and upon completion of all required procedures, although we have no such obligation, we may, upon your request, provide limited assistance in resolving disputes between you and a service professional. You must participate and use good faith efforts to resolve problems through the AC Pro resolution process. If, in its sole discretion, AC Pro determines that you have not participated and cooperated in good faith in the resolution process, AC Pro may terminate such Resolution Process and the Service Guarantee. Such limited assistance in no way nullifies the release and indemnification described in these Terms & Conditions. 4. INFORMATION YOU PROVIDE TO US. Upon using the AC Pro services, you will be prompted to disclose certain information about yourself and your service requirements, and you will be able to store information, such as home services records, on our Web site. Some of this information will be sent to service professionals who will need this information to respond to you or to other persons or entities in connection with our business. By providing this information to us, or by submitting a service request, you are requesting, and you expressly consent to being contacted by us and by our service professionals and providers via phone, fax, email, mail or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable “Do Not Call” list, in order that we may provide the services set forth on our site, to service your account, to reasonably address matters pertaining to your account or for other purposes reasonably related to your service request and our business, including marketing related emails. For complete details on our use of your information, please see our privacy statement. You agree that by completing a service request, you are entering into a business relationship with AC Pro and its partners and thus agree to be contacted by AC Pro and/or its partners. You promise that all information you provide will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or AC Pro has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, AC Pro has the right to refuse any current or future use of the AC Pro services (or any portion thereof) by you. You are responsible for any use of the AC Pro services by persons to whom you intentionally or negligently allow access to your password. 5. YOUR USE OF THE AC Pro SERVICES. You acknowledge and agree that your use of the AC Pro services is for your personal use and not for advertising purposes. You may not use the AC Pro website or services to recreate or compete with the AC Pro services, to solicit or harass AC Pro service professionals, or for any other purpose not contemplated herein. You agree that all of the content and information posted on the AC Pro Web site, including but not limited to Service Professional profiles, screening information, and Ratings & Reviews (including any ratings and reviews or other content posted by you), is the sole and exclusive property of AC Pro, and that you have no right to reproduce, post, publish, or otherwise use such information other than for your personal use relating to your service request. You acknowledge that a violation of the foregoing could result in significant damages, and you agree that you are liable to AC Pro for any such damages, and will indemnify AC Pro in the event of any third party claims against AC Pro based on or arising from your violation of the foregoing. We reserve the right to revoke your access to the AC Pro Web site and services at any time. All information about service professionals is confidential and for your personal use only. If it is determined or suspected by AC Pro in its sole discretion that you are misusing or attempting to misuse or circumvent the AC Pro services or system, or are using or attempting to use them for any inappropriate or non-personal purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, AC Pro reserves the right, in its sole discretion, to immediately terminate your access without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies. TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE NUMBER, ADDRESS OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO AC Pro AND ITS SERVICE PROFESSIONAL PARTNERS, AND TO CONSUMERS, AS WELL AS THE LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER, COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION IN A SERVICE REQUEST, INCLUDING BUT NOT LIMITED TO SOME ONE ELSE’S NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE NUMBER OR A RANDOM OR MADE UP NAME, ADDRESS, E-MAIL OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO AC Pro AND EACH AC Pro SERVICE PROVIDER WHO ACCEPTS SUCH SERVICE REQUESTS, FOR THE GREATER OF: (1) A MINIMUM AMOUNT OF $11,000 TO EACH OF AC Pro AND EACH OF THE AFFECTED SERVICE PROFESSIONALS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER SUBMISSION, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE, OR (2) THE ACTUAL DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE FROM SUCH INTENTIONAL, MISLEADING, HARMFUL AND FRAUDULENT ACTIVITY, PLUS REASONABLE LEGAL FEES, COST AND EXPENSES RELATING THERETO, WHICH EVER IS GREATER. 6. NOTICE SPECIFIC TO DOCUMENTS AND INFORMATION AVAILABLE ON THIS WEB SITE. Permission to use documents (such as press releases, datasheets, content, informational items and FAQs) from the AC Pro server (“Server”) is granted, provided that (1) the below copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such documents from the Web site is for your informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Educational institutions (specifically K-12, universities and state community colleges) may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission of AC Pro. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Documents specified above do not include the design or layout of the AC Pro Web site or any other AC Pro owned, operated, licensed or controlled site. Elements of AC Pro Web sites are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any AC Pro web Site may be copied or retransmitted unless expressly permitted by AC Pro. AC Pro AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THIS SERVER FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. AC Pro AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE AC Pro WEB SITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. AC Pro AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED HEREIN AT ANY TIME. 7. LINKS TO THIRD PARTY SITES. The links in the AC Pro Web site will let you leave AC Pro’s Web site. The linked sites are not under the control of AC Pro and AC Pro is not responsible for the contents or functionality of any linked site or any link contained in a linked site, or any changes or updates to such sites. AC Pro is not responsible for webcasting or any other form of transmission received from any linked site. AC Pro is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by AC Pro of the site. 8. POSTING RATINGS & REVIEWS ON AC Pro.COM AC Pro reserves the right, but not the obligation, to refuse to post or to remove any Review if AC Pro determines (in its sole discretion) that it contains or features any of the following: a. Offensive, harmful and/or abusive language, including without limitation: expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech (e.g., racist/discriminatory speech.) b. References to illegal activity. c. Reviews that do not address the goods and services of the business or reviews with no qualitative value (e.g., “work has not started yet”). d. Language that violates the standards of good taste or the standards of this Site. e. Comments concerning a different Service Professional. f. Information not related to work requested in the service request. g. Statements that are or appear to be false. h. Comments that disparage AC Pro. Further, the reviewer must provide permission to AC Pro to contact the Service Professional about his or her work request. If a dispute arises between a consumer and professional, the rating submitted may be held in pending status until resolution is reached. Ratings & Reviews are not endorsed by AC Pro.com All Ratings and Reviews of a Service Professional displayed to you reflect the opinions of other consumers, and do not reflect or represent the opinions or representations of AC Pro. AC Pro disclaims any and all representations or warranties with regard to the Ratings and Reviews. Reviews do not reflect the views of AC Pro; its parent, subsidiary or affiliated companies; or its employees, officers, directors, or shareholders. AC Pro does not assume responsibility or liability for any Review or for any claims, damages, or losses resulting from any use of the Site or the materials contained therein. 9. INDEMNIFICATION. YOU AGREE TO INDEMNIFY AC Pro, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, CO-BRANDERS, AND OTHER PARTNERS AND HOLD THEM EACH HARMLESS FROM ANY AND ALL CLAIMS OR DEMANDS, INCLUDING ATTORNEY’S FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING FROM YOUR USE OF THE AC Pro SERVICES OR IN CONNECTION WITH THE AC Pro WEB SITE OR YOUR VIOLATION OF THESE TERMS AND CONDITIONS, OR ARISING FROM YOUR VIOLATION OF ANY RIGHTS OF A THIRD PARTY. 10. GENERAL PROVISIONS. You acknowledge and agree that the AC Pro services are provided to you on an “AS IS” basis without any warranty whatsoever, and your sole and exclusive remedy, and AC Pro’s sole obligation to you or any third party for any claim arising out of your use of the AC Pro services or the AC Pro Web site, is that you are free to discontinue your use of the AC Pro services or the AC Pro Web site at any time. EXCEPT AS EXPRESSLY SET FORTH HEREIN, AC Pro EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND YOU AGREE THAT AC Pro SHALL HAVE NO LIABILITY FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL (INCLUDING LOST PROFIT), EXEMPLARY OR PUNITIVE DAMAGES (EVEN IF AC Pro HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) ARISING OUT OF THIS AGREEMENT OR ANY CONSEQUENCES WHICH FLOW FROM IT. SOME STATES AND PROVINCES DO NOT ALLOW LIMITATIONS ON OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH STATES AND PROVINCES, THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. The Terms and Conditions will inure to the benefit of AC Pro’s successors, assigns and licensees. If any provision of these Terms and Conditions shall be deemed unlawful, void or unenforceable, for any reason, by any court of competent jurisdiction that provision shall be modified in order to make it enforceable, while maintaining the spirit of the provision. Alternatively, if modification is not possible, such provision shall be stricken and shall not affect the validity and enforceability of the remaining terms. The failure of AC Pro to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the AC Pro services or the Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect. These Terms and Conditions are governed by the laws of the States of California or Nevada as such laws are applied to agreements entered into and to be performed entirely in the States of California or Nevada and between California or Nevada residents. You agree to submit to jurisdiction in California or Nevada that any claim arising out of or related to these Terms and Conditions will be brought solely in a court in San Bernardino County, California or Clark County, Nevada.