Terms & Services
SPRUCEUP ENTERPRISE MASTER TERMS OF SERVICE
Ireland and European Union Enforceable Version
Effective Date: Effective upon acceptance
These Enterprise Master Terms of Service ("Terms") constitute a legally binding agreement between:
Total Veracity Limited, trading as SpruceUp ("SpruceUp", "Company", "Platform", "we", "us", or "our"), a company registered in Ireland, and You, any individual or entity accessing or using the SpruceUp Platform, including Cleaners and Customers ("User", "Cleaner", "Customer", "you", or "your").
These Terms are designed to comply with applicable Irish law, European Union law, and international legal standards while providing maximum legal protection to SpruceUp. By accessing, registering, or using the Platform, you agree to these Terms.
1. PLATFORM ROLE AND SERVICE LIMITATION
- SpruceUp operates solely as a technology platform facilitating connections between independent Cleaners and Customers.
- SpruceUp does not provide cleaning services.
- All services are provided exclusively by independent Cleaners.
- SpruceUp is not a party to any service agreement between Cleaners and Customers.
- SpruceUp does not supervise, direct, or control Cleaners.
- Nothing in these Terms creates any employment, worker, agency, partnership, or joint venture relationship between SpruceUp and any User.
2. INDEPENDENT CONTRACTOR STATUS
- Cleaners act as independent contractors operating independent businesses.
- Cleaners retain full control over:
- Pricing
- Availability
- Service acceptance
- Methods of performing services
- Cleaners are solely responsible for:
- Tax obligations
- Insurance
- Equipment
- Legal compliance
- SpruceUp shall not be considered an employer under any applicable employment legislation.
3. PLATFORM LICENCE AND INTELLECTUAL PROPERTY
-SpruceUp grants Users a limited, revocable, non exclusive, non transferable licence to use the Platform.
Users may not:
- Copy or reproduce the Platform
- Reverse engineer the Platform
- Modify the Platform
- Exploit the Platform commercially
- All intellectual property rights remain the exclusive property of SpruceUp.
4. PAYMENT STRUCTURE AND VAT
Customers agree to pay:
- Cleaner service fees set by Cleaners
- SpruceUp platform service fee of €1 per booked hour
- VAT at the applicable rate (currently 23 percent) on SpruceUp service fees
- SpruceUp acts as limited payment collection agent for Cleaners.
- SpruceUp retains platform service fees and applicable VAT.
- SpruceUp deducts a commission of 15 percent from Cleaner earnings.
- SpruceUp may modify fee structures at any time.
5. PAYMENT PROCESSING AND FINANCIAL PROTECTION
- SpruceUp uses third party payment processors.
- SpruceUp shall not be liable for payment processor errors or failures.
- SpruceUp may withhold funds where reasonably necessary, including:
- Fraud investigations
- Chargeback disputes
- Breach of these Terms
- SpruceUp may recover financial losses caused by Users.
6. ASSUMPTION OF RISK
- You acknowledge that use of the Platform involves inherent risks.
- You assume full responsibility for risks arising from use of the Platform.
- SpruceUp shall not be responsible for the conduct of Users.
7. RELEASE AND LIMITATION OF RESPONSIBILITY
- To the extent permitted by law, you release SpruceUp from claims arising from:
- Services provided by Cleaners
- Conduct of Users
- Use of the Platform
- Nothing in these Terms excludes liability where exclusion is prohibited under applicable law, including liability for death or personal injury caused by negligence where required by law.
8. PLATFORM AVAILABILITY
- The Platform is provided on an "as is" and "as available" basis.
- SpruceUp does not guarantee uninterrupted or error free operation.
- SpruceUp may modify or suspend the Platform at any time.
9. ACCOUNT CONTROL AND ENFORCEMENT
- SpruceUp may suspend or terminate accounts where reasonably necessary, including for:
- Breach of these Terms
- Fraud or abuse
- Legal compliance
- SpruceUp may investigate violations.
- SpruceUp may cooperate with law enforcement authorities.
10. USER OBLIGATIONS
- Provide accurate information
- Comply with applicable laws
- Not misuse the Platform
- Not engage in fraud
11. FORCE MAJEURE
SpruceUp shall not be liable for failure to perform obligations due to events beyond its reasonable control, including:
- Natural disasters
- Cyberattacks
- Government action
- Infrastructure failure
12. DISCLAIMER OF WARRANTIES
To the extent permitted by law, SpruceUp provides the Platform without warranties of any kind.
13. LIMITATION OF LIABILITY
- Nothing in these Terms excludes liability where prohibited by law.
- Subject to applicable law, SpruceUp shall not be liable for:
- Indirect losses
- Loss of income
- Loss of profits
- Loss of business
- SpruceUp total liability shall not exceed the total Platform Fees paid by you in the preceding 12 months.
14. INDEMNIFICATION
You agree to indemnify SpruceUp against claims arising from your breach of these Terms or misuse of the Platform.
15. DATA PROTECTION
Personal data is processed in accordance with the SpruceUp Privacy Policy and GDPR.
16. DISPUTE RESOLUTION
- Users agree to attempt to resolve disputes informally first.
- Where permitted by law, disputes may be resolved through arbitration.
- Nothing in these Terms removes statutory rights under Irish or EU law.
17. GOVERNING LAW
These Terms shall be governed by the laws of Ireland, unless otherwise required by applicable law.
18. JURISDICTION
Courts of Ireland shall have jurisdiction, except where otherwise required by applicable consumer protection law.
19. ELECTRONIC ACCEPTANCE
Electronic acceptance constitutes legally binding agreement.
20. MODIFICATIONS
SpruceUp may update these Terms. Continued use constitutes acceptance.
21. SEVERABILITY
If any provision is invalid, remaining provisions remain enforceable.
22. SURVIVAL
Provisions relating to liability, indemnity, and dispute resolution survive termination.
23. ENTIRE AGREEMENT
These Terms constitute the entire agreement.
24. CONTACT
Total Veracity Limited
Trading as SpruceUp
Support@spruceup.ie
By using SpruceUp, you acknowledge that you have read, understood, and agreed to these Terms.