This Terms of Service Agreement (“Agreement”) is for you and Huddle (defined below) that governs Your use of Huddle’s website, applications, and other offerings from Huddle (collectively the “Huddle Platform”) which connects networks of independent, professional builders to companies with project needs. When used in these terms “Huddle”, “we”, “us”, or “our” refers to the Huddle entity legally known as “Huddle Works INC” (“Huddle”) To use the Marketplace Platform as a Customer or Builder, You must agree to Huddle's Terms of Service Agreement, which can be found herein.

The Huddle Platform offers an online venue that enables users (“Members”) to publish, offer, search for, and book projects. Members who publish and offer projects (“Projects”) are “Customers” and Members who search for, book, or use services are “Builders.” You must register an account to access and use many features of the Huddle Platform, and must keep your account information accurate.

As the provider of the Huddle Platform, Huddle does not own, control, offer or manage any Projects. Huddle is not a party to the contracts entered into directly between Customer and Builder, nor is Huddle a recruiting firm or design agency. Huddle is not acting as an agent in any capacity for any User. To learn more about Huddle’s role see Section 8 and 14.

TO ACCESS AND USE HUDDLE’S ] PLATFORM, YOU MUST REVIEW AND ACCEPT THE TERMS OF THIS AGREEMENT BY CLICKING ON THE “I ACCEPT” BUTTON AT THE END OF THE TEXT. ONCE ACCEPTED, THIS AGREEMENT BECOMES A BINDING LEGAL COMMITMENT BETWEEN YOU AND HUDDLE WORKS, INC. (“HUDDLE”). IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU SHOULD NOT CLICK THE “I ACCEPT” BUTTON.

YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH HUDDLE, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT BEHALF OF THE CLIENT YOU HAVE NAMED AS THE USER, AND TO BIND THAT COMPANY TO THE TERMS OF THIS AGREEMENT. THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU REGISTER. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU SHOULD NOT CLICK THE “I ACCEPT” BUTTON.

1. Definitions

The following terms shall have the meanings set forth below. Capitalized terms not defined in this Section shall have the meanings assigned to them where used in this Agreement.

“Builder” means an individual, who provides Builder Services to Customers, including as part of teams.

“Builder Services” means services Builders provide to Customers.

“Members” means users of the Services and includes both Customers and Builders.

“Contract” means a legal agreement between a Builder (or team of Builders) and a Customer setting forth the terms for the provision of Builder Services in connection with a Project.

“Customers” means individuals or entities who use the Matching Services to seek and purchase Builder Services for Projects.

“Confidential Information” shall mean all written or oral information, disclosed by or on behalf of either Huddle or You to the other that has been identified as confidential or that by the nature of the information or circumstances surrounding disclosure would be reasonably understood to be confidential or proprietary.

“Matching Services” means the services provided by Huddle whereby a Builder and Customer are matched for the potential provision of Builder Services to Customer for one or more Projects.

“Permitted User” means a person that a user grants permission to act on a user’s behalf and whose actions a user takes full responsibility for.

“Project” means an assignment or project advertised through, or otherwise submitted to, the Services for which a Customer seeks Builder Services.

“Project Fees” means the compensation owed by a Customer to Builder for Builder Services for a Project on a time and materials or fixed fee basis.

“Project Order” means the services order generated by Huddle when a Customer and Builder confirm with Huddle that they have entered into a Builder Contract.

“Services” means the service provided by Huddle whereby Customers can list, advertise, or otherwise submit Projects, find matches for Projects, and coordinate payments for Projects, and Builders can post their credentials and submit proposals for Projects.

“Service Fee” means the portion of the Project Fees, retained by Huddle as compensation for the Services, as set forth on each Project Order.