Last updated: May 25, 2026
Standing Terms Between Jack Services, Inc. and Service Professionals
This Master Pro Agreement (“Agreement”) is entered into between Jack Services, Inc., a Delaware corporation (“Jack”), and the service professional identified during onboarding (“Pro”). This Agreement governs the standing relationship under which Pro accepts and performs jobs that Jack arranges on behalf of homeowners. Each individual job is documented by a Statement of Work (a “SOW”) issued under this Agreement.
1.1 Jack is the homeowner's agent. Jack acts as the homeowner's authorized agent in arranging and managing residential services. Each homeowner who books work through Jack appoints Jack as their limited agent under a separate agreement (the Jack Service Agreement or the Jack Membership Agreement, as applicable). Jack arranges work, signs SOWs on the homeowner's behalf, collects payment from the homeowner as paying agent, and remits funds to Pro.
1.2 Jack is not a contractor and not a marketplace. Jack is not a general contractor, construction contractor, home improvement contractor, or trade professional. Jack does not perform construction work and is not a party to the SOW. Jack is also not a marketplace or lead-generation service. Pro does not buy leads from Jack. Pros do not bid on jobs. Jack assigns work to Pro under the standing commercial terms of this Agreement.
1.3 The construction contract is between Pro and the homeowner. Each SOW is a binding agreement between Pro and the homeowner for the work described in that SOW. Jack signs the SOW on the homeowner's behalf as the homeowner's agent. Jack is not a party to the SOW. Pro looks to the homeowner (and to Jack only as the homeowner's paying agent) for payment for the work.
1.4 Independent contractor. Pro is an independent contractor of the homeowner and an independent contracting party with Jack. Nothing in this Agreement creates an employment, partnership, joint venture, or franchise relationship between Pro and Jack. Pro is not an employee, agent, partner, or joint venturer of Jack. Pro will not represent itself to any third party as an employee or agent of Jack.
2.1 Dispatch. Jack will dispatch jobs to Pro through the Jack platform. Each dispatch will identify the homeowner's location, scope of work, target schedule, and the price Jack proposes for the job. Pro may accept or decline any dispatch.
2.2 Acceptance. Pro accepts a job by accepting the dispatch through the Jack platform. Upon acceptance, the SOW for the job becomes binding between Pro and the homeowner, signed by Jack on the homeowner's behalf. Pro's acceptance is also Pro's acknowledgment that the job is within the scope of Pro's license, insurance, and competence.
2.3 No exclusivity. This Agreement is non-exclusive. Pro may perform work for other customers and platforms. Jack may dispatch jobs to other Pros.
2.4 No guaranteed volume. Jack does not guarantee any minimum number of jobs, revenue, or hours to Pro. Pro acknowledges that Jack's dispatch decisions are based on Jack's operational judgment, including geography, scope match, Pro performance, and homeowner needs.
3.1 Licensing. Pro represents and warrants that Pro holds, and will maintain throughout the term of this Agreement, all licenses, registrations, certifications, and bonds required by federal, state, and local law for the trades and types of work Pro performs under this Agreement, including (where applicable) Oregon Construction Contractors Board (CCB) licensure or the equivalent in other operating jurisdictions. Pro will provide Jack with copies of all such licenses, registrations, certifications, and bonds before performing any work, and will notify Jack within five (5) business days of any change in license status, suspension, revocation, complaint, or disciplinary action.
3.2 Insurance. Pro will maintain, at Pro's sole expense, the following insurance coverage with carriers reasonably acceptable to Jack:
3.3 Certificates and additional insured. Pro will deliver Certificates of Insurance to Jack before performing any work, naming Jack Services, Inc. as an additional insured on the Commercial General Liability policy on a primary and non-contributory basis. Pro will provide updated certificates upon renewal and will give Jack at least thirty (30) days' written notice of any cancellation, non-renewal, or material change in coverage.
3.4 Background and qualifications. Pro authorizes Jack to conduct, directly or through a third party, a background check on Pro and its principals as a condition of onboarding and at reasonable intervals during the term of this Agreement, in accordance with applicable law. Pro will provide such information and consents as are reasonably required to complete background checks.
3.5 Performance standards. Pro will perform all work:
3.6 Communication and documentation. For each job, Pro will:
3.7 No subcontracting without consent. Pro will not subcontract any portion of the work without Jack's prior written consent, which Jack may grant or withhold in its reasonable discretion. Any approved subcontractor must meet the licensing, insurance, and background-check requirements of this Agreement, and Pro remains fully responsible for the work and conduct of any approved subcontractor.
3.8 Conduct on premises. Pro will conduct itself professionally on the homeowner's premises, including: arriving on time and in clean attire identifiable as the Pro's business; respecting the homeowner's home, family, and property; not consuming alcohol or controlled substances on the premises; not smoking inside the home; and complying with any reasonable house rules communicated by the homeowner.
4.1 Pricing. The price for each job is the price set forth in the SOW for that job, which is established through Jack's pricing process and accepted by Pro upon dispatch acceptance. Pro will not solicit or accept any additional payment from the homeowner outside the Jack platform, including for the same job, additional work, tips, or any other purpose, except as expressly contemplated in Section 4.5 (Change Orders) or as Jack otherwise authorizes in writing.
4.2 Jack collects from the homeowner as paying agent. Jack collects payment from the homeowner as the homeowner's authorized paying agent. Pro authorizes Jack to receive funds owed to Pro from the homeowner and to remit those funds to Pro net of Jack's service fee under Section 4.4. Pro acknowledges that Jack's collection of homeowner funds constitutes payment by the homeowner to Pro to the extent of the amount collected.
4.3 Payment timing. Jack will remit payment to Pro within 1 business day after the homeowner's payment to Jack clears, subject to Section 4.6 (Holdback). Payment will be made by ACH or other electronic method to the account Pro designates. Pro is responsible for keeping its payment information current in the Jack platform.
4.4 Jack's service fee. Jack retains a service fee for arranging, coordinating, and managing each job. Jack's service fee is collected from the homeowner separately from Pro's price and is not deducted from amounts owed to Pro. The Pro receives the full price for the work as set out in the SOW, less only any holdback under Section 4.6, any chargebacks under Section 4.7, or amounts owed by Pro to Jack under this Agreement.
4.5 Change orders. If conditions discovered during the work require additional scope or materials beyond the SOW, Pro will stop work, document the issue, and contact Jack through the platform. Jack will obtain authorization from the homeowner and (if approved) issue a change order amending the SOW. Pro will not perform out-of-scope work or charge the homeowner for it without an authorized change order.
4.6 Holdback. Jack may hold back up to 10% of the price for any job, for up to 7 days after job completion, pending homeowner confirmation that the work is complete and the absence of warranty claims under Section 5. The holdback will be released and remitted to Pro after the holdback period if no warranty claim or homeowner dispute has been raised.
4.7 Chargebacks and refunds. If a homeowner successfully charges back a payment, obtains a refund, or otherwise has a payment reversed in whole or in part, Jack may deduct the corresponding amount from future payments to Pro or invoice Pro for the amount, after notice and a reasonable opportunity for Pro to provide information about the work and respond to the dispute.
5.1 Pro's workmanship warranty. Pro warrants its workmanship for a period of 1 year from completion of the work (the “Pro Warranty”). The Pro Warranty covers defects in the Pro's workmanship and labor and obligates Pro to remediate workmanship defects at Pro's sole cost. The Pro Warranty does not cover: (a) defects in materials supplied by the homeowner; (b) defects in materials specified by the homeowner; (c) ordinary wear and tear; (d) damage caused by misuse, abuse, or third parties; (e) work outside the SOW; or (f) pre-existing conditions not caused by Pro's work.
5.2 Honoring the Pro Warranty. If Jack notifies Pro of a workmanship defect during the Pro Warranty period, Pro will:
5.3 Pro support of Member Workmanship Warranty. Jack offers some homeowners (its “Members”) a workmanship warranty that extends for the life of the Member's membership, capped at five (5) years from job completion (the “Member Workmanship Warranty”). The Member Workmanship Warranty is an obligation of Jack to its Members, not an obligation of Pro. However, if a workmanship defect on a job Pro performed is reported during the Pro Warranty period, Pro is obligated under Section 5.2 to remediate at Pro's cost. After the Pro Warranty period expires, Jack may engage Pro or another qualified pro to perform any further remediation, and Pro will have no further warranty obligation for that job except as required by applicable law or by industry-standard implied warranties that cannot be disclaimed.
5.4 Failure to honor warranty. If Pro fails to remediate a covered workmanship defect within the time required by Section 5.2, Jack may engage another qualified pro to perform the remediation and may invoice Pro, or deduct from future payments to Pro, the reasonable cost of the remediation, after notice to Pro and a reasonable opportunity to cure.
6.1 Non-circumvention of Jack-introduced homeowners. Pro acknowledges that Jack invests significant resources in identifying, qualifying, acquiring, and managing the homeowner relationships that result in jobs offered to Pro, and that those homeowner relationships are valuable assets of Jack's business. Pro agrees that, during the term of this Agreement and for a period of 12 months after termination, Pro will not, directly or indirectly:
6.2 What is permitted. Section 6.1 does not prohibit Pro from: (a) general advertising or marketing not specifically directed at Jack-Introduced Homeowners; (b) responding to a Jack-Introduced Homeowner's unsolicited request for unrelated services that Jack does not offer or arrange; or (c) continuing pre-existing relationships with homeowners that predate Pro's first introduction through Jack, provided Pro has documented evidence of the prior relationship.
6.3 Non-solicitation of Jack staff. During the term of this Agreement and for 12 months after termination, Pro will not, directly or indirectly, solicit for employment or contracting any employee or contractor of Jack with whom Pro had material contact through the Jack relationship. General advertising not targeted at Jack personnel does not violate this Section.
6.4 Liquidated damages. The parties acknowledge that the actual damages from a breach of Section 6.1 are difficult to calculate. As liquidated damages and not as a penalty, Pro will pay Jack the greater of (a) $1,500 or (b) two times the price of the diverted job, for each instance of a breach of Section 6.1. The parties agree this amount represents a reasonable estimate of Jack's harm. Liquidated damages are in addition to Jack's right to terminate this Agreement and any other remedies available at law or equity, including injunctive relief.
7.1 Confidential information. In the course of the relationship, Pro may receive information that is confidential or proprietary to Jack or to Jack's Members and homeowners, including pricing, customer lists, dispatch logic, platform features, business strategy, homeowner contact information, home access details, alarm codes, gate codes, and home contents (“Confidential Information”). Pro will hold Confidential Information in strict confidence; will not use it except to perform under this Agreement; and will not disclose it to any third party except employees or approved subcontractors of Pro who have a need to know and are bound by confidentiality obligations at least as protective as those in this Agreement.
7.2 Homeowner data. Pro acknowledges that homeowner names, addresses, contact information, and home information are particularly sensitive. Pro will not retain homeowner contact information after the job is complete other than as needed to satisfy Pro Warranty obligations and applicable record-keeping laws, will not use homeowner information for marketing or any purpose other than performing under this Agreement, and will not export homeowner information from the Jack platform.
7.3 Customer ownership. The homeowners that Pro is introduced to through Jack are Jack's customers. Pro acknowledges that all goodwill associated with the homeowner relationship inures to Jack. This Section 7.3 is not intended to limit Pro's ability to fulfill its Pro Warranty obligations or comply with applicable law.
7.4 Photos and content. Pro grants Jack a non-exclusive, worldwide, royalty-free license to use the photographs, descriptions, and other content Pro uploads to the Jack platform for purposes of operating the Jack platform, marketing, training Jack's AI systems, and improving the Jack service. Pro represents that it has the rights necessary to grant this license, including any necessary consents from individuals depicted.
8.1 Pro indemnification. Pro will defend, indemnify, and hold harmless Jack, its affiliates, and their respective officers, directors, employees, and agents from and against any and all third-party claims, demands, suits, judgments, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) the work performed by Pro under any SOW, including bodily injury, property damage, and construction defect claims; (b) Pro's breach of this Agreement; (c) Pro's violation of any law or regulation; (d) Pro's negligence, willful misconduct, or fraud; (e) any claim that Pro is or was an employee of Jack or that Jack is liable for any employment-related claim of Pro or Pro's employees or contractors; or (f) any claim by a homeowner that arises from Pro's work and is not solely caused by Jack's gross negligence or willful misconduct.
8.2 Jack indemnification. Jack will defend, indemnify, and hold harmless Pro from and against any third-party claim arising out of (a) Jack's gross negligence or willful misconduct in coordinating the job, or (b) any claim that Jack's platform or marketing materials infringe a third party's intellectual property rights, except to the extent caused by content Pro provided.
8.3 Procedure. The party seeking indemnification will give the indemnifying party prompt written notice of the claim, sole control of the defense (subject to the indemnified party's right to participate at its own expense), and reasonable cooperation. The indemnifying party may not settle a claim that imposes any non-monetary obligation on the indemnified party without the indemnified party's prior written consent.
PLEASE READ THIS SECTION CAREFULLY.
9.1 Cap. EXCEPT FOR EACH PARTY'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 8, BREACHES OF SECTION 6 (NON-CIRCUMVENTION) OR SECTION 7 (CONFIDENTIALITY), AND LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD: EACH PARTY'S TOTAL LIABILITY TO THE OTHER UNDER THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE BETWEEN THE PARTIES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
9.2 Excluded damages. EXCEPT FOR INDEMNIFICATION OBLIGATIONS, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS OR LOST GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.1 Term. This Agreement begins on the date Pro accepts it and continues until terminated under this Section 10.
10.2 Termination for convenience. Either party may terminate this Agreement at any time, with or without cause, by giving the other party at least 30 days' written notice.
10.3 Termination for cause. Jack may terminate this Agreement immediately upon written notice if: (a) Pro materially breaches this Agreement and fails to cure within 10 days of notice (or immediately if the breach is not curable); (b) Pro's license, registration, or insurance lapses or is revoked; (c) Pro engages in conduct that Jack reasonably believes presents a safety risk to homeowners or harm to Jack's reputation; or (d) Pro becomes insolvent or files for bankruptcy. Pro may terminate this Agreement immediately upon written notice if Jack materially breaches this Agreement and fails to cure within 10 days of notice.
10.4 Effect of termination. On termination: (a) Pro will complete any jobs Pro has accepted but not yet completed, unless Jack reassigns the job; (b) Pro's Pro Warranty obligations under Section 5 survive for the remainder of the warranty period for each completed job; (c) Section 6 (non-circumvention) survives for the period stated; (d) Section 7 (confidentiality) survives indefinitely; and (e) Sections 8, 9, 11, and 12 survive.
11.1 Informal resolution. Before either party brings a formal claim, the parties will attempt in good faith to resolve any dispute by direct discussion for at least thirty (30) days.
11.2 Arbitration. Any dispute arising out of or relating to this Agreement that cannot be resolved informally will be resolved by binding arbitration administered by JAMS under its Commercial Arbitration Rules, by a single arbitrator, in Multnomah County, Oregon. The arbitrator's decision will be final and may be entered in any court of competent jurisdiction.
11.3 Injunctive relief. Notwithstanding Section 11.2, either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to enforce Section 6 (non-circumvention) or Section 7 (confidentiality), or to prevent imminent and irreparable harm.
11.4 Class waiver. The parties waive the right to bring or participate in any class action, collective action, or representative action against the other under this Agreement. Disputes will be resolved on an individual basis only.
12.1 Governing law. This Agreement is governed by the laws of the State of Oregon, without regard to its conflict-of-laws principles. The Federal Arbitration Act governs Section 11.
12.2 Entire agreement. This Agreement, together with any SOW issued under it and any written exhibits or amendments, is the entire agreement between Jack and Pro and supersedes any prior or contemporaneous understanding. In the event of a conflict between this Agreement and an SOW, this Agreement controls except to the extent the SOW expressly amends a specific provision of this Agreement.
12.3 Amendments. Jack may amend this Agreement from time to time. Jack will give Pro at least 30 days' notice of any amendment through the Jack platform and by email. For material amendments — including changes to Sections 4 (Payment), 5 (Warranty), 6 (Non-Circumvention), 8 (Indemnification), 9 (Limitation of Liability), or 11 (Dispute Resolution) — Pro must affirmatively accept the amended Agreement through the Jack platform before continuing to accept jobs. For non-material amendments, Pro's continued acceptance of jobs after the effective date will constitute acceptance of the amendment. If Pro does not agree to an amendment, Pro may terminate this Agreement under Section 10.2 without further obligation other than to complete jobs already accepted.
12.4 Assignment. Pro may not assign this Agreement, in whole or in part, without Jack's prior written consent. Jack may assign this Agreement to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets, on notice to Pro.
12.5 Severability. If any provision is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be construed to the maximum extent permitted by law to give effect to the parties' intent.
12.6 Waiver. A party's failure to enforce a provision is not a waiver of that or any other provision.
12.7 Notices. Notices to Jack: Jack Services, Inc., 7784 SW Capitol Highway, Portland, Oregon 97219, Attn: Legal, with email copy to legal@jackservices.com. Notices to Pro: at the address and email Pro maintains in the Jack platform. Notices through the Jack platform are deemed delivered upon transmission.
12.8 Force majeure. Neither party is liable for delay or failure to perform caused by events beyond reasonable control, including natural disasters, government actions, war, civil unrest, fire, flood, or pandemic. The affected party will use reasonable efforts to resume performance promptly.
12.9 No third-party beneficiaries. Except as expressly stated, this Agreement does not create any third-party beneficiary rights. The homeowner is a third-party beneficiary of Pro's obligations under Sections 3 and 5 to the extent of the work performed for that homeowner.
12.10 Electronic acceptance. This Agreement is accepted electronically through the Jack platform. Pro consents to receive this Agreement and all related notices, amendments, SOWs, invoices, and records electronically. Pro's electronic acceptance has the same legal effect as a handwritten signature under the federal Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state Uniform Electronic Transactions Act (UETA) law. Pro may request a paper copy of any executed Agreement, SOW, or notice at any time by contacting Jack at the address in Section 12.7.
By checking the box and clicking “I agree” during the Jack onboarding process, Pro acknowledges that:
The following information will be provided by Pro during onboarding and is incorporated into this Agreement:
At acceptance, Jack will record and retain: