Terms of Service

1. OVERVIEW AND ACCEPTANCE

1.1 About AdaptClean

AdaptClean (“Platform”) is an online marketplace operated by Adaptensor, Inc., a Delaware corporation (“Company,” “we,” “us,” or “our”). The Platform connects property owners, managers, and businesses (“Clients” or “Property Owners”) with independent cleaning service professionals (“Service Providers” or “Cleaners”). Together, Clients and Service Providers are referred to as “Users” or “you.”

1.2 Platform Services Only

ADAPTCLEAN IS A TECHNOLOGY PLATFORM ONLY. We do not provide cleaning services, employ cleaners, or act as a cleaning company. We merely facilitate connections between Clients and independent Service Providers. All cleaning services are provided solely by independent Service Providers who are not employees, agents, joint venturers, or partners of Adaptensor, Inc.

1.3 Agreement

By creating an account, accessing, or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service (“Terms”), our Privacy Policy, and any additional terms, guidelines, or rules posted on the Platform.

2. USER ACCOUNTS AND ELIGIBILITY

2.1 Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Platform. By using the Platform, you represent and warrant that you meet these requirements.

2.2 Account Registration

To access certain features, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your account credentials and for all activities that occur under your account.

2.3 Account Types

• Client Accounts: For property owners, managers, or businesses seeking cleaning services.
• Service Provider Accounts: For independent cleaning professionals offering their services.
• Company Accounts: For cleaning companies managing multiple Service Providers.

3. SERVICE PROVIDER TERMS

3.1 Independent Contractor Status

SERVICE PROVIDERS ARE INDEPENDENT CONTRACTORS, NOT EMPLOYEES OF ADAPTENSOR, INC. Nothing in these Terms creates an employment, agency, partnership, or joint venture relationship between Service Providers and Adaptensor, Inc. Service Providers are solely responsible for determining how, when, and where they provide services, and for all aspects of their business operations.

3.2 Service Provider Responsibilities

Service Providers agree to:

• Provide services in a professional, timely, and workmanlike manner
• Maintain all required business licenses, permits, and certifications
• Maintain adequate liability insurance coverage (minimum $1,000,000 recommended)
• Comply with all applicable federal, state, and local laws and regulations
• Report and pay all applicable taxes, including self-employment taxes
• Provide accurate availability and service information
• Communicate professionally with Clients
• Report any damage, safety concerns, or issues to Clients promptly

3.3 Background Checks

While the Platform may offer optional background check integrations, AdaptClean does not guarantee the accuracy, completeness, or reliability of any background check information. Clients are encouraged to conduct their own due diligence and verification before engaging any Service Provider. AdaptClean makes no representations or warranties regarding the character, integrity, or trustworthiness of any Service Provider.

3.4 Insurance Requirements

Service Providers are strongly encouraged to maintain their own liability insurance. Any insurance verification badges or indicators on the Platform are based on information provided by Service Providers and are not independently verified by AdaptClean unless explicitly stated. AdaptClean does not provide insurance coverage for Service Providers or their services.

4. CLIENT TERMS

4.1 Client Responsibilities

Clients agree to:

• Provide accurate property information and access instructions
• Ensure properties are safe and accessible for Service Providers
• Disclose any hazards, pets, security systems, or special circumstances
• Be present or provide appropriate access at scheduled times
• Pay for services as agreed through the Platform
• Communicate professionally with Service Providers
• Review and approve or dispute work in a timely manner

4.2 Service Selection

Clients are solely responsible for selecting Service Providers. While the Platform may display ratings, reviews, and other information, AdaptClean does not endorse, recommend, or guarantee any Service Provider. Clients should exercise their own judgment and due diligence when selecting and engaging Service Providers.

4.3 Property Access

By providing property access information (keys, codes, instructions) through the Platform, Clients acknowledge that they are doing so at their own risk. AdaptClean encrypts and securely stores such information but is not liable for any unauthorized access, theft, or damages arising from the disclosure of access information to Service Providers.

5. PAYMENTS AND FEES

5.1 Payment Processing

All payments are processed through third-party payment processors (currently Stripe and Crypto.com). By using the Platform, you agree to the terms of these payment processors. AdaptClean is not responsible for payment processing errors, delays, or issues caused by third-party processors.

5.2 Escrow System

Payments may be held in escrow until services are completed and approved. Clients have a limited time (typically 24-48 hours) to review and approve completed work or raise disputes. After this period, funds are automatically released to Service Providers.

5.3 Platform Fees

AdaptClean charges a platform fee (currently 10-15%) on each transaction. Fees are subject to change with notice. Current fee schedules are available on the Platform.

5.4 Refunds and Disputes

Refund eligibility is determined on a case-by-case basis. Disputes between Clients and Service Providers should first be resolved directly between the parties. AdaptClean may, at its sole discretion, mediate disputes but is under no obligation to do so. AdaptClean's decision on disputes is final.

5.5 Taxes

Users are solely responsible for determining and paying any applicable taxes. Service Providers are responsible for reporting and paying all income and self-employment taxes. AdaptClean may report payments to tax authorities as required by law.

7. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Adaptensor, Inc., its officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys' fees, arising from or related to:

• Your use of the Platform
• Your violation of these Terms
• Your violation of any rights of a third party
• Any services you provide or receive through the Platform
• Any content you submit, post, or transmit through the Platform
• Any dispute between you and another User
• Any negligent or wrongful conduct

8. DISPUTE RESOLUTION AND ARBITRATION

8.1 Informal Resolution

Before initiating any legal proceeding, you agree to first contact us at legal@adaptensor.com and attempt to resolve any dispute informally for at least thirty (30) days.

8.2 Binding Arbitration

ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL BE RESOLVED BY BINDING ARBITRATION administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules. The arbitration shall be conducted in English, in the State of Delaware or another mutually agreed location.

8.3 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration.

8.4 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights.

9. INTELLECTUAL PROPERTY

The Platform and all content, features, and functionality are owned by Adaptensor, Inc. and are protected by copyright, trademark, and other intellectual property laws. “AdaptClean” and the AdaptClean logo are trademarks of Adaptensor, Inc. You may not use our trademarks without prior written permission.

10. TERMINATION

We may terminate or suspend your account and access to the Platform immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Platform will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. GOVERNING LAW

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any legal action or proceeding not subject to arbitration shall be brought exclusively in the state or federal courts located in Delaware.

12. CHANGES TO TERMS

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on the Platform and updating the “Last Updated” date. Your continued use of the Platform after such changes constitutes your acceptance of the new Terms.

13. MISCELLANEOUS

13.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and Adaptensor, Inc. regarding your use of the Platform.

13.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

13.3 No Waiver

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of such right or provision.

13.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

14. CONTACT INFORMATION

For questions about these Terms of Service, please contact us at: