Customer Terms & Conditions
Updated: 6/4/26
These Terms & Conditions ("Terms") are a binding agreement between ServiceUp, Inc. ("ServiceUp," "we," "our," or
"us") and the business entity accepting these Terms ("Customer," "you," or "your"). By clicking to accept these Terms,
creating an account, submitting a repair order, or otherwise accessing or using the Platform or Services, Customer agrees
to be bound by these Terms.
If the individual accepting these Terms is doing so on behalf of a company or other legal entity, that individual represents
and warrants that they have full authority to bind that entity to these Terms. If that individual does not have such
authority, they must not accept these Terms or use the Platform or Services.
1. Services
ServiceUp provides an online platform that enables Customer to request, manage, approve, and pay for vehicle repair,
maintenance, diagnostics, towing, transport, pickup and drop-off, and related services made available by ServiceUp
through the platform (the "Platform").
Services may include: (a) managed services in which ServiceUp arranges and manages repair and related logistics for
Customer ("Managed Services"); and (b) marketplace services in which Customer uses the Platform to manage and
facilitate repair and maintenance services performed by participating third-party providers ("Marketplace Services").
ServiceUp may update, improve, modify, or discontinue features of the Platform or Services from time to time.
2. Eligibility, Accounts, and Authorized Users
Customer may use the Platform only for its internal business purposes. Customer is responsible for all activity occurring
under its account, maintaining accurate account information, protecting the confidentiality of its credentials, and ensuring
that its employees, drivers, contractors, dispatchers, agents, and other representatives using the Platform are authorized
and comply with these Terms.
Customer authorizes ServiceUp to rely on approvals, instructions, confirmations, and other actions submitted through the
Platform by Customer's authorized users, including approvals of estimates, supplemental work, and payment transactions.
Customer is fully responsible for all such actions.
3. Repair Orders and Service Requests
Customer may submit requests for repair, maintenance, inspections, towing, transport, or related services through the
Platform. Customer is responsible for the accuracy of vehicle information, service requests, pickup and delivery
information, and any approvals given through the Platform.
For Managed Services, ServiceUp may arrange and coordinate repair and related logistics. For Marketplace Services,
ServiceUp acts as a platform provider and intermediary in connection with services performed by participating third-party
providers.
ServiceUp may accept, reject, reschedule, or cancel service requests in its discretion based on provider availability,
operational constraints, fraud concerns, credit concerns, legal requirements, or other business reasons.
4. Fees and Payment
Customer agrees to pay all fees, charges, repair costs, taxes, transaction amounts, storage charges, towing or transport
charges, diagnostics, supplements, and other amounts incurred through or in connection with the Platform or Services.
All amounts owed in connection with the Platform or Services are payable directly to ServiceUp. Customer will not pay
participating repair shops or other service providers directly for services arranged through the Platform.
Use of the Platform and Services is conditioned on Customer maintaining a valid Payment Method on file.
5. Payment Authorization and Card Transactions
Payment Method. Customer shall maintain at all times a valid credit card or other payment method approved by
ServiceUp (the "Payment Method") on file for payment of repair and maintenance services facilitated through the
Platform, including both Managed Services and Marketplace Services (collectively, "Repair Services"). Customer
authorizes ServiceUp and its third-party payment processors to store the Payment Method and process transactions using
that Payment Method.
Authorization Holds. When Customer or any authorized user approves a repair estimate, work order, or similar
authorization through the Platform, Customer authorizes ServiceUp to place a temporary authorization hold on the
Payment Method for the amount of the approved estimate or other approved amount. Authorization holds are not final
charges, but they may reduce the available credit or available balance on the Payment Method.
Final Charges. Upon completion of the Repair Services, Customer authorizes ServiceUp to charge the Payment Method
for the final amount due. The final amount charged may be greater than or less than the original estimate if additional
work, parts, storage, transport, diagnostics, taxes, fees, or other charges are approved through the Platform or otherwise
incurred in connection with the Repair Services.
Supplemental Authorizations. If additional work is identified after the initial estimate is approved, Customer authorizes
ServiceUp to place additional authorization holds and process additional charges for the full amount of such approved
supplemental work.
Authorized Users. Customer acknowledges and agrees that its employees, drivers, agents, contractors, dispatchers, fleet
managers, and other representatives may approve estimates, supplemental work, or other transactions through the
Platform on Customer's behalf. Customer is fully responsible for all such approvals and charges.
Failed Payments. If a Payment Method is declined, expires, is invalid, cannot be processed, or otherwise fails, Customer
remains fully responsible for all amounts due. ServiceUp may, without limiting any other rights or remedies, suspend or
restrict access to the Platform or Services, decline to schedule or continue Repair Services, require Customer to provide
an alternative valid Payment Method before additional services are provided, and exercise any other remedy available
under these Terms or applicable law.
Payment Processing. Customer acknowledges that ServiceUp may facilitate and process payments for Repair Services
through the Platform, including amounts payable in connection with services provided by participating third-party
providers.
Authority. The individual accepting these Terms, and each individual approving any repair estimate, supplemental work,
or other payment through the Platform, represents and warrants that they are duly authorized to bind Customer and
authorize the payment transactions contemplated by these Terms.
ServiceUp may require payment by Payment Method for any Customer, transaction, or category of Repair Services in its
discretion.
6. Marketplace Providers
Customer acknowledges that Marketplace Services may involve third-party repair shops, towing companies, transport
providers, or other service providers participating on the Platform. ServiceUp acts as a platform provider and
intermediary in connection with such Marketplace Services and is not the party performing the underlying third-party
repair or related services.
Customer agrees not to use the Platform to circumvent ServiceUp's payment flow or fee model. Customer may not use the
Platform to identify a participating provider and then bypass ServiceUp in order to avoid fees owed to ServiceUp with
respect to services sourced through the Platform.
Customer further acknowledges that providers introduced to or onboarded on the Platform may be available to other
ServiceUp customers, and Customer has no exclusive rights to any provider unless expressly agreed by ServiceUp in a
separate written agreement.
7. Customer Responsibilities and Restrictions
Customer is responsible for obtaining all rights, consents, and authorizations necessary for vehicles submitted through the
Platform and for complying with all applicable laws, rules, regulations, and contractual obligations.
Customer will not, and will not permit any third party to: (a) reverse engineer, decompile, disassemble, or otherwise
attempt to derive source code from the Platform; (b) copy, modify, distribute, sell, sublicense, lease, timeshare, or create
derivative works from the Platform; (c) use the Platform to build a competing service or for the benefit of a third party
other than in connection with Customer's own business operations; (d) interfere with or disrupt the Platform; or (e) use the
Platform in violation of applicable law.
8. Intellectual Property, Data, and Confidentiality
As between the parties, Customer owns Customer's business information and data that Customer submits to ServiceUp
through the Platform ("Customer Data"). ServiceUp owns and retains all right, title, and interest in and to the Platform, all
related software, documentation, technology, workflows, and improvements.
Customer grants ServiceUp the right to use Customer Data as necessary to provide, administer, support, improve, and
secure the Platform and Services. ServiceUp may also use aggregated and de-identified data for analytics, benchmarking,
operational, fraud prevention, machine learning, and other lawful business purposes.
Each party agrees to protect the other party's non-public business, technical, and financial information using reasonable
care and not to use or disclose such information except as necessary to perform under these Terms, enforce its rights, or
comply with applicable law.
9. Warranty Disclaimer
THE PLATFORM AND MARKETPLACE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE
MAXIMUM EXTENT PERMITTED BY LAW, SERVICEUP DISCLAIMS ALL WARRANTIES, EXPRESS,
IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
ServiceUp does not guarantee that the Platform will be uninterrupted, error-free, secure, or always available. Without
limiting the foregoing, ServiceUp does not warrant the services, work quality, timeliness, pricing, parts, guarantees, or
performance of any third-party provider.
To the extent ServiceUp directly performs Managed Services, only ServiceUp's standard repair warranty then in effect, if
any and if expressly provided to Customer, shall apply.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR
ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
SERVICEUP'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS, THE
PLATFORM, OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY CUSTOMER TO
SERVICEUP DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE
TO THE CLAIM.
ServiceUp shall not be liable for delays, failures, or damages caused by events beyond its reasonable control, including
acts of God, severe weather, natural disasters, labor disputes, supply shortages, carrier delays, governmental action,
internet outages, cyber incidents, or failures of third-party systems or providers.
11. Indemnification
Customer shall defend, indemnify, and hold harmless ServiceUp and its affiliates, and their respective officers, directors,
employees, and agents, from and against any third-party claims, damages, liabilities, losses, costs, and expenses
(including reasonable attorneys' fees) arising out of or relating to: (a) Customer's breach of these Terms; (b) Customer's
misuse of the Platform or Services; (c) Customer's violation of applicable law; or (d) any claim relating to Customer's
vehicles, operations, drivers, cargo, or authorized users, except to the extent caused by ServiceUp's gross negligence or
willful misconduct.
12. Suspension and Termination
ServiceUp may suspend or terminate Customer's access to the Platform or Services immediately if Customer fails to
maintain a valid Payment Method, any payment is overdue or fails, Customer breaches these Terms, ServiceUp
reasonably believes Customer's use presents legal, security, fraud, credit, or operational risk, or suspension or termination
is required by law, a payment processor, or a provider partner.
Customer remains liable for all amounts incurred before suspension or termination and for any open repair orders,
completed work, cancellation charges, storage charges, and related amounts.
13. Electronic Acceptance and Updates to Terms
Customer agrees that electronic acceptance of these Terms, including by click-through acceptance, electronic signature, or
comparable online assent mechanism, is intended to authenticate and bind Customer and has the same force and effect as
a handwritten signature.
ServiceUp may modify these Terms from time to time by posting updated terms or otherwise providing notice through the
Platform, by email, or by other reasonable means. Customer's continued use of the Platform or Services after the effective
date of updated Terms constitutes acceptance of the updated Terms.
14. General
These Terms are the complete and exclusive agreement between the parties regarding the Platform and Services provided
on a clickthrough basis and supersede prior or contemporaneous discussions, proposals, or understandings on the same
subject matter between ServiceUp and the accepting Customer, but do not amend or replace any separate written
agreement signed by ServiceUp and Customer unless that written agreement expressly says otherwise.
Customer may not assign these Terms without ServiceUp's prior written consent. ServiceUp may assign these Terms
without consent in connection with a merger, acquisition, financing, reorganization, sale of assets, or similar transaction.
If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect.
No waiver is effective unless in writing and signed by the waiving party. Failure to enforce any provision of these Terms
will not constitute a waiver.
These Terms are governed by the laws of the State of California, without regard to conflict-of-laws rules. Any dispute
arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in Santa Clara
County, California, and each party consents to that jurisdiction and venue.
