These Terms of Service govern your use of the Helpero Platform, including the Helpero mobile app and website. By creating an account or submitting a service request, you agree to be bound by these Terms in full.

1. Definitions and Interpretation

The capitalized terms below have the meanings set out in this section wherever they appear in these Terms. All other capitalized terms are defined where they first appear.

Interpretation: "Including" means "including without limitation." Headings are for convenience only. "Days" means calendar days unless "business days" is specified. References to statutes include all amendments and successor legislation. In any conflict between these Terms and a referenced policy, these Terms prevail unless the policy expressly states otherwise.

2. The Helpero Platform — Role and Limitations

2.1 Helpero is a Technology Marketplace

Helpero operates a technology-enabled on-demand marketplace that connects Customers with independent Service Providers who offer home services, trades, and property maintenance. Through the App — in a workflow similar to on-demand service apps — Customers submit Service Requests, receive matches with available Service Providers, track service delivery, and process payments. Helpero's role is exclusively that of a technology platform operator and marketplace facilitator.

2.2 What Helpero Does Not Do

Helpero is not a trade or home services company. Helpero does not:

• perform any of the Services listed on the Platform;
• employ, hire, supervise, or direct any Service Provider;
• control the manner, means, methods, tools, or timing of how Service Providers perform their work;
• act as a general contractor, subcontractor, or agent for the performance of any Service;
• provide a warranty, guarantee, or assurance of workmanship with respect to any Service.

2.3 Your Direct Contract is with the Service Provider

When a Booking is confirmed, your contract for the actual performance of the Service is with the Service Provider — not with Helpero. Helpero acts solely as a technology marketplace and limited payment collection agent for Service Providers. Helpero facilitates the connection and manages the booking and payment workflow, but is not a party to the service contract between you and the Service Provider and is not responsible for its performance.

2.4 Platform Quality Mechanisms

Although Helpero does not direct how Services are performed, Helpero maintains marketplace quality mechanisms including Service Provider vetting, background screening, rating and review systems, performance monitoring, and complaint investigation processes. These mechanisms are marketplace tools and do not create any employment, agency, or supervisory relationship between Helpero and any Service Provider.

WHO YOU ARE CONTRACTING WITH

When you book through Helpero, the person performing your service is an independent professional, not a Helpero employee. Think of Helpero as the platform that connects you — similar to how an on-demand app connects you with a service provider. Your service contract is with the Service Provider. Helpero's role is to make the connection, process your payment, and support you if something goes wrong.

2.5 No Employment, Agency, or Joint Venture

Nothing in these Terms creates any employment relationship, agency, partnership, joint venture, franchise, or fiduciary relationship between you and Helpero, or between you and any Service Provider. Helpero has no authority to bind any Service Provider to obligations beyond those set out in the Service Provider Agreement.

3. Account Registration and Eligibility

3.1 Who May Register

To create an Account and use the Platform, you must at all times:

• be at least 18 years of age;
• be a Canadian resident or a business entity lawfully operating in Canada;
• have full legal capacity to enter into and be bound by binding contracts;
• not be subject to a prior Account ban or suspension for violation of these Terms;
• be using the Platform in compliance with all applicable laws and regulations.

By registering, you represent and warrant that you meet all eligibility requirements. Helpero may verify eligibility at any time.

3.2 Accurate Registration Information

You agree to provide accurate, complete, and current information when creating your Account and to keep it updated. Providing false, fraudulent, or misleading registration information is a material breach of these Terms and may result in immediate Account termination.

3.3 Account Security

You are solely responsible for safeguarding your Account credentials and for all activity under your Account. You agree to: keep your password confidential; use a strong unique password; log out of shared or public devices; and notify Helpero immediately at support@helpero.ca if you suspect unauthorized Account access. Helpero is not liable for losses from unauthorized access resulting from your failure to maintain security.

3.4 One Account Per User

Each person or business may hold only one active Account. Creating multiple Accounts to circumvent a ban, suspension, or restriction is a material violation of these Terms and may result in permanent closure of all associated Accounts.

3.5 Suspension and Termination by Helpero

Helpero may suspend, restrict, or terminate your Account at any time if Helpero reasonably determines that you have: violated any provision of these Terms or any applicable law; engaged in fraudulent, abusive, or harmful conduct toward any Service Provider or user; provided false or misleading information; initiated fraudulent chargebacks; posed a safety risk; or engaged in conduct that damages the Platform community or integrity. Helpero will provide prior notice where reasonably practicable; immediate termination without notice may occur to protect safety, prevent harm, or comply with law.

3.6 Voluntary Account Closure

You may close your Account at any time by contacting support@helpero.ca. Closure does not discharge obligations incurred before closure, including payment obligations or indemnification. Helpero retains and handles your personal information following closure as described in the Privacy Policy.

4. Accessing the Platform — App and Website

4.1 Platform Access Licence

Subject to your compliance with these Terms, Helpero grants you a limited, personal, non-exclusive, non-transferable, revocable licence to download and use the App on a compatible device you own or control, and to access and use the Platform, solely for requesting and managing Services as a registered Customer.

4.2 Device and Software Requirements

You are responsible for obtaining and maintaining compatible devices, software, operating systems, and telecommunications access required to use the App and Platform. Helpero may require App updates from time to time for continued access. Helpero does not warrant that the Platform will function on all devices or operating system versions.

4.3 App Store Terms

If you download the App from the Apple App Store or Google Play Store, additional terms imposed by those platforms may apply. Those terms are between you and the relevant app store operator; Helpero is not a party to them.

4.4 Geographic Availability

The Platform currently serves Customers in Ontario, Canada, with primary coverage in the Greater Toronto Area. Availability of specific Service categories may vary by location. Helpero makes no representation that all Services are available at all locations.

4.5 Platform Updates and Changes

Helpero may update, modify, or discontinue Platform features at any time. Helpero is not liable for any loss of functionality or service interruption resulting from updates, feature changes, or the discontinuation of any Platform feature.

5. Service Requests and the Booking Process

5.1 Submitting a Service Request

To request a Service, submit a Service Request through the App. A complete Service Request must include:

• the Service category and an accurate description of the work;
• the Service Address with access instructions;
• your preferred date and appointment window;
• all relevant property conditions, hazards, access restrictions, or circumstances that could affect the Service Provider's ability to perform safely or efficiently.

Submitting a Service Request is an offer to book on the described terms. It does not create a Booking or obligate Helpero to find a match.

5.2 Booking Confirmation

A Booking is confirmed only when Helpero issues a Booking Confirmation. Until then: no Service is scheduled; Helpero does not guarantee a match; and no payment is charged for unconfirmed Requests. A copy of these Terms and the Booking Confirmation will be provided electronically to you immediately following confirmation of a Booking, accessible through the App and your registered email address.

5.3 Accurate Service Information

You are solely responsible for the accuracy and completeness of every Service Request. Inaccurate, incomplete, or misleading information — including undisclosed hazards or conditions — may result in: the Service Provider being unable to proceed; additional charges; treatment as a Customer no-show; cancellation without refund; or Account restriction.

5.4 Fixed-Price and Estimated Bookings

Helpero offers both fixed-price Bookings (total confirmed before Service) and estimated Bookings (scope-based, final amount may vary). Your Booking Confirmation identifies which applies. For estimated Bookings, the Service Provider must notify you before performing additional work beyond the described scope.

5.5 Scope Changes After Booking

Material changes to a confirmed Booking scope must be agreed through the Platform before the additional work is performed. Helpero is not responsible for verbal scope changes agreed outside the App. Where possible, all scope changes should be documented through the App's messaging or booking features.

5.6 Service Provider Assignment

Helpero will endeavour to accommodate Service Provider preferences where practicable, but does not guarantee the availability of any specific Service Provider. Helpero may assign a qualified alternative if the preferred provider is unavailable.

6. Service Provider Status and Relationships

6.1 Independent Contractors

All Service Providers on the Platform are independent, self-employed contractors operating their own businesses. They are not employees, agents, representatives, or partners of Helpero. Service Providers: set their own schedules and availability; use their own tools and equipment; may accept or decline Service Requests at their discretion; are responsible for their own taxes, insurance, licensing, and business compliance; and may work for other platforms and clients.

6.2 No Control Over Work Methods

Helpero does not supervise or direct how Service Providers perform their work. Service Providers exercise independent professional judgment in how they approach and complete each Service. Helpero's quality standards set benchmarks and outcomes — they do not constitute supervision or employer direction.

6.3 Licensing and Qualifications

Service Providers are solely responsible for holding all licences, certifications, and registrations required by applicable law for the services they offer. Helpero verifies documentation submitted during onboarding but does not guarantee continuous licensing status unless expressly confirmed in writing. If your Service requires a licensed professional (such as a licensed plumber under Ontario law), confirm licensing through the Platform before proceeding.

6.4 Background Screening

Helpero conducts background screening during onboarding. Screening is based on information available at the time of review and may not reveal all past, current, or future conduct. Screening is not exhaustive and does not guarantee elimination of all potential risks. Helpero does not represent that all active Service Providers have passed all screening checks. Review Service Provider ratings and reviews before confirming a Booking.

NOTE ON SCREENING

Helpero's vetting and screening are marketplace quality tools. They do not constitute a guarantee or warranty regarding any Service Provider's character, qualifications, or performance.

7. Pricing, Fees, and Payment

7.1 Charges

Your total charge for a Booking may include the following, all disclosed in the Booking Confirmation:

Component

Description

Service Fee

The agreed rate or estimate for the Service performed by the Service Provider.

Platform Fee

Helpero's fee for marketplace, booking facilitation, and payment processing services. Disclosed at Booking.

Applicable Taxes

HST/GST and other taxes as required by applicable federal and provincial law.

Materials (where applicable)

Costs for materials agreed between you and the Service Provider prior to or during the Service, where approved by you.

Supplementary Charges

Additional charges from agreed scope changes or access issues, where approved by you before being incurred.

7.2 Payment Authorization

By confirming a Booking, you authorize Helpero (or its payment processor) to charge your selected payment method for the total amount in the Booking Confirmation, plus any supplementary charges approved by you. Payment timing — at confirmation, on completion, or by deposit-and-balance — is set out in the Booking Confirmation.

7.3 Payment Methods and Processing

Helpero accepts the payment methods listed on the Platform. All transactions are processed through secure third-party payment processors. Helpero does not store full payment card numbers. By using the payment function, you agree to the applicable payment processor's terms. Helpero is not responsible for payment errors caused by your financial institution.

7.4 Taxes

You are responsible for all applicable taxes on Services received. Where required by law, taxes are disclosed in your Booking Confirmation and receipt. Service Providers registered for HST/GST are independently responsible for their own tax obligations and remittances.

7.5 Receipts

Helpero issues an electronic receipt for each completed and paid Booking, available in your Account transaction history.

7.6 Disputed Charges

If you believe a charge is incorrect: contact support@helpero.ca in writing within 14 calendar days of the charge appearing on your payment statement; include your Booking reference and a description of the dispute. Helpero will investigate and respond within 10 business days. Failure to raise a dispute within 14 days constitutes acceptance of the charge.

7.7 Chargebacks

Customers are encouraged to contact Helpero before initiating a chargeback; however, nothing in these Terms limits any non-waivable rights available under applicable law or payment card network rules. Where a Customer initiates a chargeback without first attempting resolution through Helpero, Helpero may contest the chargeback with Booking evidence and seek reimbursement of chargeback-related fees. Bad-faith chargebacks — including for Services performed as described — may result in Account suspension or termination.

7.8 Promotional Credits

Credits issued by Helpero (promotional codes, referral bonuses, or discounts) are, unless otherwise stated: non-transferable; non-redeemable for cash; subject to expiry; limited to one per Booking; and revocable if obtained through error, fraud, or Terms violation.

8. Cancellations, No-Shows, and Rescheduling

8.1 Customer Cancellation — Fee Schedule

You may cancel a confirmed Booking at any time before the scheduled start. Cancellation fees apply as follows:

Notice Given

Cancellation Fee

Refund Outcome

More than 24 hours before start

None

Full refund within 3–5 business days

Between 2 and 24 hours before start

Greater of CAD $35 or 25% of Booking value

Balance refunded within 3–5 business days

Less than 2 hours before start

50% of estimated Booking value

Balance refunded within 3–5 business days

All cancellations must be submitted through the App. Direct verbal notice to the Service Provider does not constitute a valid cancellation for the purpose of these Terms.

8.2 Rescheduling

You may request to reschedule through the App, subject to Service Provider availability. Accepted reschedules incur no cancellation fee. If a reschedule cannot be confirmed and you cancel, the fee table in Section 8.1 applies based on time remaining to the original appointment.

8.3 Customer No-Shows

A Customer no-show occurs when the Service Provider attends and cannot commence the Service because: you or an authorized representative are absent without prior arrangement; the Service Address is inaccessible; or required preparation has not been completed. In a no-show, the full estimated Booking value (or a minimum of CAD $60.00, whichever is greater) is charged and no refund is issued. Service Providers must document attendance before a no-show charge is applied. The parties acknowledge that the cancellation and no-show fees in this Section represent a genuine pre-estimate of losses and administrative costs resulting from late cancellations and no-shows and are not intended as a penalty.

8.4 Repeat Cancellations

Customers who cancel more than three Bookings within any rolling 90-day period may be subject to prepayment requirements, Booking restrictions, or Account suspension. This policy protects Service Providers from income disruption caused by repeated last-minute cancellations.

8.5 Service Provider Cancellation

If a Service Provider cancels a confirmed Booking, you receive a full refund. Helpero will make reasonable efforts to find an alternative where scheduling permits.

8.6 Service Provider Failure to Attend

If a Service Provider fails to attend without prior notice, you receive a full refund. You may submit feedback through the App. Service Provider no-shows are subject to performance consequences under the Service Provider Agreement.

8.7 Partial Completion

If a Service Provider begins but cannot complete a Service due to undisclosed conditions at your property, you are charged only for the portion completed. Where a Service Provider abandons a Service without reasonable cause, you may submit a Customer Complaint and may be entitled to a partial or full refund following Helpero's investigation.

9. Your Responsibilities as a Customer

9.1 Safe Working Environment

You are responsible for ensuring the Service Address is safe, accessible, and appropriate for the Service to be performed. You must:

• disclose all known hazards — including structural defects, utility issues, mould, asbestos, pests, biohazards, or restricted areas — before the Booking;
• ensure clear, safe access to all areas where the Service is to be performed;
• comply with all applicable occupiers' liability, health and safety, and environmental legislation;
• not request any Service in conditions that would violate applicable law or create unreasonable risk of harm.

If a Service Provider encounters an undisclosed hazard and cannot proceed safely, normal cancellation terms apply and Helpero is not liable for resulting charges.

9.2 Authority to Authorize Services

By submitting a Service Request, you represent that: you are the owner or lawful occupant of the Service Address with authority to authorize the Service; where you are a tenant or authorized agent, you have obtained all necessary landlord, strata, or property management consents; and you will not request any Service that would require the Service Provider to enter premises without lawful authority.

9.3 Access and Availability

Be present at the Service Address at the Booking time or make satisfactory advance access arrangements communicated to the Service Provider through the App. You remain responsible for ensuring any third-party access arrangement is confirmed before the appointment.

9.4 Pets

If pets are present at the Service Address: disclose their presence in the Service Request; secure or restrain any pet that may interfere with the Service or pose a risk; and notify the Service Provider of any reactive, aggressive, or unpredictable animal. A Service Provider may decline to work in the presence of an uncontrolled animal without breaching the Booking; normal cancellation terms apply.

9.5 Children and Vulnerable Persons

If any person under 18 will be present during the Service, a responsible adult (18+) must be present throughout. You must not: leave a Service Provider alone with a minor without a responsible adult; or request a Service Provider to supervise, care for, or instruct any minor as any part of the Service. Bookings where these conditions cannot be met may be cancelled without refund of applicable fees.

9.6 Respectful Treatment

You agree to treat all Service Providers with professionalism and respect. Specific conduct obligations are set out in Helpero's Customer Code of Conduct. Abusive, discriminatory, threatening, or harassing conduct is a material breach of these Terms and will result in Account suspension. Serious or criminal conduct may be referred to law enforcement.

9.7 Lawful Service Requests

All Services requested through the Platform must be lawful. You must not use the Platform to arrange unlicensed trade work in a regulated category, disturb regulated materials without compliance, or facilitate any activity that violates Ontario or federal law.

10. Service Standards and Quality Assurance

10.1 Service Provider Standards

Helpero requires all Service Providers, under the Service Provider Agreement, to: perform Services professionally, safely, and workmanlike, consistent with applicable industry standards; arrive on time or provide timely notice of delay; treat Customers and property with care; use appropriate tools and techniques; comply with health and safety requirements; and communicate through the Platform regarding any issues that arise.

10.2 Quality Monitoring

Helpero monitors performance through ratings, reviews, Customer feedback, cancellation rates, and complaint records. Service Providers who fail to meet performance benchmarks consistently are subject to suspension or removal under the Service Provider Agreement.

10.3 No Absolute Service Guarantee

While Helpero sets and enforces service standards and actively monitors quality, Helpero does not provide an unconditional guarantee of any specific service outcome. The complaint and dispute processes in Section 11 are available to address instances where a Service does not meet the applicable standard.

11. Service Complaints and Dispute Resolution

11.1 Submitting a Quality Complaint

If you are dissatisfied with a completed Service, submit a Customer Complaint through the App or at support@helpero.ca within 48 hours of Service completion. Include: your Booking reference; a clear description of the specific issue or deficiency; and photographs, videos, or other supporting documentation. Complaints after 48 hours are considered at Helpero's discretion and may be harder to investigate.

11.2 Investigation Process

Upon receiving a valid Complaint, Helpero will: acknowledge and assign a reference number; review all Booking records, App communications, and Service Provider notes; contact the Service Provider for their account; request additional documentation as needed; and provide a written determination within 10 business days of receiving a substantially complete complaint.

11.3 Possible Remedies

Where Helpero determines the Service did not meet the applicable standard, Helpero may at its reasonable discretion: arrange a complimentary return visit to remedy the deficiency; issue a partial refund for the unperformed or substandard portion; issue a full refund for material non-performance; or provide a Platform credit. Where Helpero determines the Service met the applicable standard, the complaint may be declined with written reasons.

11.4 Escalated Formal Dispute

If dissatisfied with Helpero's determination, escalate by emailing support@helpero.ca within 10 business days with subject "Formal Dispute — [Booking Reference]", including why you disagree and the outcome sought. Helpero's formal dispute team will respond within 15 business days with a final platform-level determination, subject to your rights under applicable consumer protection law.

11.5 Scope of Helpero's Role

Helpero acts as marketplace administrator in the complaint process — not as arbitrator or judge. Helpero's platform determination is not a legal judgment. Helpero cannot compel a Service Provider to provide remedies beyond the Service Provider Agreement. Your rights under Ontario's Consumer Protection Act, 2002 are not affected by the outcome of Helpero's investigation.

12. Property Damage Claims

12.1 Reporting Damage

Report alleged damage through the App or at support@helpero.ca within 48 hours of discovery and no later than 7 days following Service completion, unless the damage could not reasonably have been discovered earlier. A valid report requires: clear photographs; a written description of how and when damage occurred; and, where damage exceeds CAD $250.00, a repair or replacement estimate from an independent qualified contractor. Do not repair or dispose of damaged items before Helpero’s investigation, except for emergency repairs strictly necessary to prevent further loss — document thoroughly before proceeding.

12.2 Investigation

Helpero will investigate damage reports received within the window by: contacting the Service Provider; reviewing App records and booking notes; requesting additional information; and providing a written determination within 10 business days of a complete report.

12.3 Service Provider Insurance

Service Providers are generally required to maintain insurance coverage as specified by Helpero from time to time, which may include Commercial General Liability insurance. Where a claim is substantiated, Helpero will facilitate the claims process between you and the Service Provider and, where applicable, the Service Provider’s insurer. Helpero does not act as insurer and does not provide first-party property coverage, and does not guarantee that any particular Service Provider’s insurance policy is current or in force at the time of a Service.

12.4 Pre-Existing Conditions

Helpero and Service Providers are not liable for damage attributable to: pre-existing damage or defects present before the Service; latent structural or material defects not disclosed or known; normal wear and tear; or conditions the Customer failed to disclose. Customers are encouraged to maintain their own homeowner, tenant, or property insurance.

12.5 Helpero's Direct Liability

Helpero's direct liability for any property damage claim is limited as set out in Section 19. Helpero is not a damage guarantor or insurer of last resort.

13. Safety, Insurance, and Risk Allocation

13.1 Shared Safety Responsibility

Party

Safety Responsibilities

You (Customer)

Disclose hazards, provide a safe environment, ensure lawful access, comply with occupier obligations.

Service Provider

Perform work safely to applicable standards, use appropriate tools, comply with health and safety requirements, decline unsafe work.

Helpero

Vet and screen Service Providers, set and enforce service standards, provide complaint and dispute processes, maintain the Platform securely.

13.2 Insurance Requirements for Service Providers

Helpero generally requires active Service Providers to maintain insurance coverage as specified by Helpero from time to time, which may include Commercial General Liability (CGL) insurance covering third-party bodily injury and property damage, and additional trade-specific insurances as required. Helpero does not guarantee that any individual Service Provider’s policy is current or in force at the time of your Booking. Contact support@helpero.ca before your Booking if you require information about a specific Service Provider’s insurance status.

13.3 Customer's Own Insurance

Helpero strongly recommends that Customers maintain adequate homeowner, tenant, or property insurance to cover risks associated with third-party service workers on their premises. Your own insurance is your primary protection against property damage, loss, or liability at the Service Address.

13.4 Personal Injury

Helpero is not responsible for personal injury to any Customer, household member, or third party at the Service Address in connection with a Service, except to the extent directly caused by Helpero's own negligence. Service Providers carry their own liability insurance for claims arising from their work.

13.5 Emergency Situations

In an emergency involving immediate risk to life or property — fire, gas leak, flooding, personal injury — ensure safety of all persons and contact emergency services (911) first. Do not use the App to report emergencies requiring immediate physical response. Contact Helpero at support@helpero.ca after immediate safety is addressed.

14. Reviews, Ratings, and User Content

14.1 Submitting Reviews

After a completed Booking, you are invited to submit a star rating and written review through the App. Reviews support marketplace accountability and quality. All reviews you submit must be: honest, factual, and based entirely on your direct personal experience of the specific Service; submitted in good faith; and not submitted for any improper purpose.

14.2 Review Content Standards

You must not submit any review that: contains false, fabricated, or materially misleading statements; contains defamatory, harassing, abusive, threatening, or discriminatory language; discloses the Service Provider's personal address or private information; is submitted in exchange for payment or other benefit; is submitted on behalf of another person or as part of a coordinated campaign; or violates applicable law.

14.3 No Review Coercion

You must not threaten to submit, or offer to withhold, a negative review in order to extract a refund, discount, free service, or any other benefit from a Service Provider or Helpero. Such conduct is a violation of these Terms, may result in Account termination, and may be referred to law enforcement.

14.4 Helpero's Content Rights

Helpero may at its sole discretion: remove, edit, flag, or decline to publish any User Content violating these Terms or applicable law; retain User Content for legal, regulatory, or dispute purposes after removal; and respond publicly to reviews where appropriate. Removal of a review is not a legal finding regarding its truth or actionability.

14.5 Content Licence

By submitting User Content, you grant Helpero a non-exclusive, worldwide, royalty-free, perpetual, irrevocable licence to use, reproduce, display, distribute, adapt, and publish your User Content in connection with the Platform's operation, improvement, and promotion, subject to applicable privacy laws. You warrant you own or have necessary rights to all User Content and that it does not infringe third-party rights.

15. Non-Circumvention and Platform Integrity

15.1 Non-Circumvention Obligation

The Helpero Platform represents significant investment in technology, vetting, and marketplace operations. To protect its viability and integrity for all participants, you agree that during your Account and for twelve (12) months following your last Platform-facilitated interaction with any Service Provider, you will not:

• directly solicit, hire, engage, or contract with that Service Provider outside the Platform;
• encourage or facilitate that Service Provider to provide services to you or anyone introduced by you, outside the Platform;
• make or accept payment for services from that Service Provider through any means other than the Platform.

This obligation applies to Service Providers you were introduced to through the Platform, in respect of the same or substantially similar services to those for which you connected through the Platform, regardless of how subsequently arranged — whether by direct contract, cash arrangement, referral, or informal arrangement. It does not extend to service categories in which you had no Booking or Platform-facilitated interaction with that Service Provider.

15.2 Pre-Existing Relationship Exception

The obligation does not apply where you can demonstrate with supporting evidence that you had an existing, documented business or personal relationship with the Service Provider established before your first Platform use, and that your connection arose entirely independently of the Platform.

15.3 Consequences of Circumvention

If you violate this obligation, Helpero may: immediately suspend or terminate your Account; pursue damages equivalent to Platform Fees that would have been earned; and take any other legal remedies available at law or in equity.

WHY THIS MATTERS

Service Providers rely on the Helpero marketplace for their bookings and income. Circumventing the platform undermines the system that makes quality, vetted service providers available to all Customers. This obligation is mutual — Service Providers are also prohibited from directly soliciting Customers outside the Platform under the Service Provider Agreement.

16. Prohibited Conduct

The following conduct is strictly prohibited in connection with your use of the Platform. Each item is a material breach of these Terms and may result in immediate Account termination, civil liability, or criminal referral:

Prohibited Conduct

Severity

(a)

Using the Platform for any unlawful purpose or in violation of any applicable federal, provincial, or municipal law.

High

(b)

Attempting unauthorized access to the Platform, other user Accounts, or Helpero's systems or data.

High

(c)

Introducing viruses, malware, ransomware, spyware, or other malicious code into the Platform.

High

(d)

Scraping, data mining, or using automated tools to extract data without Helpero's prior written consent.

Medium

(e)

Submitting false, fraudulent, or misleading information in any Service Request, Booking, review, complaint, or communication.

High

(f)

Impersonating any individual or entity, or falsely representing your identity, authority, or capacity.

High

(g)

Engaging in or facilitating discrimination, harassment, intimidation, threats, or abuse toward any Service Provider, Helpero employee, or user.

High

(h)

Making unwanted sexual remarks, advances, or gestures toward any Service Provider.

High

(i)

Recording or filming a Service Provider without their knowledge and consent, except as permitted by applicable law.

High

(j)

Soliciting Service Providers outside the Platform in breach of Section 15.

Medium

(k)

Requesting unlicensed trade work in a category requiring a licensed professional under Ontario law without confirming licensing.

Medium

(l)

Initiating fraudulent, bad-faith, or unjustified chargebacks or payment disputes.

High

(m)

Submitting false, exaggerated, or fabricated damage claims, quality complaints, or insurance claims.

High

(n)

Threatening to submit a negative review to extract a refund, discount, or other concession.

Medium

(o)

Engaging in any conduct that violates the rights of any Service Provider, including their right to a safe working environment free from harassment.

High

17. Platform Availability and Technical Issues

Helpero will use commercially reasonable efforts to maintain Platform availability 24/7. However, Helpero does not warrant that the Platform will be continuously available, error-free, or uninterrupted. The Platform may be unavailable or degraded due to: scheduled or emergency maintenance; infrastructure failures; cybersecurity incidents; App store restrictions; telecommunications failures; or force majeure events. Helpero will provide advance notice of scheduled maintenance where practicable and is not liable for loss, missed Bookings, or inconvenience from Platform unavailability, interruption, or technical failure.

18. Disclaimer of Warranties

18.1 Platform Provided "As Is"

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE HELPERO PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. HELPERO EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, GUARANTEES, AND CONDITIONS — WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE — INCLUDING:

• ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE;
• ANY WARRANTY THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS OR OPERATE WITHOUT ERRORS, INTERRUPTIONS, OR SECURITY VULNERABILITIES;
• ANY WARRANTY AS TO THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY PLATFORM CONTENT.

18.2 No Warranty on Service Provider Services

HELPERO DOES NOT WARRANT, GUARANTEE, OR REPRESENT THE QUALITY, WORKMANSHIP, SAFETY, TIMELINESS, OR OUTCOME OF ANY SERVICE PERFORMED BY A SERVICE PROVIDER. AS A TECHNOLOGY MARKETPLACE OPERATOR, HELPERO DOES NOT PERFORM THE SERVICES AND CANNOT GUARANTEE RESULTS OF SERVICES PERFORMED BY INDEPENDENT CONTRACTORS.

CONSUMER PROTECTION RIGHTS PRESERVED

Ontario's Consumer Protection Act, 2002 contains implied conditions and warranties that may apply to certain consumer contracts and that cannot be disclaimed by contract. Nothing in this section limits or excludes any right or remedy mandatorily applicable under Ontario law that cannot be lawfully disclaimed.

19. Limitation of Liability

19.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HELPERO SHALL NOT BE LIABLE TO YOU FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES;
• LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, DATA, GOODWILL, OR REPUTATION;
• COSTS OF SUBSTITUTE GOODS OR SERVICES;
• PERSONAL INJURY OR PROPERTY DAMAGE NOT CAUSED BY HELPERO'S OWN NEGLIGENCE.

THIS EXCLUSION APPLIES REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STATUTE, OR OTHERWISE), EVEN IF HELPERO WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HELPERO'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, YOUR USE OF THE PLATFORM, OR ANY SERVICE, SHALL NOT EXCEED THE GREATER OF:

THE TOTAL PLATFORM FEES PAID BY YOU TO HELPERO IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE; OR

FIVE HUNDRED CANADIAN DOLLARS (CAD $500.00).

19.3 Consumer Protection Savings Clause

NOTHING IN SECTIONS 18 OR 19 IS INTENDED TO LIMIT OR EXCLUDE ANY STATUTORY RIGHT OR REMEDY MANDATORILY APPLICABLE UNDER ONTARIO'S CONSUMER PROTECTION ACT, 2002, THE CONSUMER PROTECTION REGULATION, THE INTERNET AGREEMENTS REGULATION, OR ANY OTHER APPLICABLE CONSUMER PROTECTION LEGISLATION THAT CANNOT BE LAWFULLY DISCLAIMED. TO THE EXTENT ANY STATUTORY RIGHT CANNOT BE EXCLUDED, HELPERO'S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

19.4 Essential Basis of Bargain

You acknowledge that the limitations in this Section 19 reflect a fair allocation of risk, are an essential element of the bargain between you and Helpero, and that Helpero could not operate the Platform at the pricing offered without them.

20. Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Helpero Ltd. and each of its directors, officers, employees, contractors, agents, successors, and permitted assigns (collectively, "Helpero Parties") from and against any and all claims, actions, damages, losses, liabilities, costs, and expenses (including legal fees on a full indemnity basis) arising out of or in connection with:

• any breach by you of any provision of these Terms, any applicable law, or any obligation to a Service Provider;
• any User Content you submit that infringes or violates any third party's intellectual property, privacy, or other legal rights;
• your negligence, recklessness, or wilful misconduct in connection with any Service or Platform use;
• any personal injury, property damage, or financial loss at the Service Address caused by your acts or omissions or by conditions you failed to disclose;
• any false, misleading, or incomplete information you provided in any Booking, registration, complaint, or damage claim;
• any Platform use by a third party under your Account credentials, whether or not authorized by you.
• This indemnification obligation survives termination of these Terms and closure of your Account.

21. Intellectual Property

21.1 Helpero's Intellectual Property

All intellectual property in and to the Helpero Platform — including the App, website, software, algorithms, design, graphics, user interface, trademarks, service marks, logos, trade names, and written content — is the exclusive property of Helpero Ltd. or its licensors, protected by Canadian and applicable international intellectual property laws.

21.2 Your Limited Licence

Subject to your compliance with these Terms, Helpero grants you a limited, personal, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for requesting and managing Services as a registered Customer. This licence specifically excludes: copying, reproducing, or distributing Platform content beyond ordinary use; modifying, reverse engineering, or creating derivative works; using Helpero trademarks or branding without prior written consent; or using the Platform for any unauthorized commercial purpose.

21.3 Feedback

If you provide Helpero with feedback, suggestions, or ideas about the Platform, you grant Helpero an unrestricted, royalty-free, perpetual, irrevocable right to use, implement, and commercialize such feedback for any purpose without compensation or attribution.

22. Privacy and Data Protection

Helpero respects your privacy and is committed to protecting your personal information. Helpero collects, uses, stores, and discloses personal information in accordance with its Privacy Policy available at helpero.ca/privacy, incorporated into these Terms by reference. Key aspects include:

• Account and Booking data is used to provide, administer, and improve the Platform;
• your Service Address and Booking details are shared with the matched Service Provider solely to enable the Service;
• payment information is processed through secure third-party processors and not stored in full by Helpero;
• Helpero processes personal information in accordance with PIPEDA and applicable Ontario privacy standards;
• you have rights to access, correct, and request deletion of your personal information as described in the Privacy Policy.
• Contact Helpero's Privacy Officer at privacy@helpero.ca for any privacy questions or requests.

23. Communications and Marketing

23.1 Transactional Communications

By creating an Account, you consent to receive transactional and service communications from Helpero relating to your Account, Service Requests, Bookings, payments, and Platform use. These are necessary for Platform operation and cannot be fully opted out of while your Account is active.

23.2 Marketing Communications

With your consent, Helpero may send promotional communications by email, SMS, push notification, or in-app message. Opt out at any time by: using the unsubscribe link in any marketing email; adjusting notification preferences in Account settings; or emailing support@helpero.ca. Opting out of marketing does not affect transactional communications.

23.3 Platform Messaging

All communications between you and a Service Provider regarding a Booking should be conducted through the App's in-app messaging. Platform messaging creates a documented record that assists with dispute resolution. Helpero may review Platform messages for safety, dispute, and quality assurance purposes as described in the Privacy Policy.

24. Amendments to These Terms

Helpero may amend these Terms at any time. For material changes, Helpero will provide reasonable advance notice by posting updated Terms on the Platform and, where practicable, by App notification or email. The revised Terms are effective on the date stated. Your continued use of the Platform after the effective date constitutes acceptance of the revised Terms. If you do not accept any revision, stop using the Platform and close your Account. Revisions do not apply retroactively to Bookings completed before the effective date.

25. Governing Law and Dispute Resolution

25.1 Governing Law

These Terms and all matters arising from your use of the Platform are governed by and construed in accordance with the laws of the Province of Ontario and the applicable federal laws of Canada, without reference to conflict of laws principles.

25.2 Step 1 — Mandatory Informal Resolution

Before initiating any formal legal process, you must first give Helpero a genuine opportunity to resolve your concern:

• send a written Dispute Notice to legal@helpero.ca with subject "Dispute Notice — [Your Full Name]";
• include a description of the dispute, relevant Booking references, and the outcome you seek;

Helpero will respond in writing within 15 business days and make good-faith efforts to resolve the matter.

If not resolved within 30 days of your Dispute Notice (or such longer period as agreed in writing), either party may proceed to Step 2.

25.3 Step 2 — Mediation

If informal resolution fails, either party may refer the dispute to mediation administered under the ADR Institute of Canada's National Mediation Rules, conducted in Toronto, Ontario, in English, with mediation costs shared equally unless otherwise agreed. The mediator is selected by mutual agreement, or if no agreement is reached, appointed under the ADR Institute rules.

25.4 Step 3 — Court Proceedings

If mediation is unsuccessful or either party declines participation, either party may bring proceedings before the courts of the Province of Ontario. By using the Platform, you submit to the non-exclusive personal jurisdiction of the Ontario courts. Nothing prevents either party from seeking interim or emergency relief from a court of competent jurisdiction at any time.

25.5 Small Claims Court

Claims within the monetary jurisdiction of the Ontario Small Claims Court (currently up to CAD $35,000) may be brought in that court at the claimant's election, without completing the mediation step, though informal resolution under Section 25.2 remains encouraged.

25.6 Consumer Rights Not Waived

Nothing in this Section 25 limits or waives any right of access to justice or statutory remedy available to you as a consumer under Ontario's Consumer Protection Act, 2002, the Internet Agreements Regulation, or any other mandatory applicable consumer protection legislation. This dispute resolution framework is in addition to, and does not replace, any statutory rights or processes.

NOTE — NO MANDATORY ARBITRATION

These Terms do not require mandatory or binding arbitration. Following Heller v Uber Canada Inc. (2020 SCC 16), mandatory arbitration clauses in consumer platform agreements may be unconscionable and unenforceable in Ontario. Helpero's dispute resolution process uses mediation and Ontario courts — ensuring all Customers retain access to justice.

26. General Provisions

26.1 Entire Agreement

These Terms, together with the Privacy Policy (helpero.ca/privacy), Cookie Policy (helpero.ca/cookie), the Cancellation, Refund, and Dispute Policy, and the Customer Code of Conduct (each as published on the Platform), constitute the entire agreement between you and Helpero regarding your use of the Platform as a Customer, superseding all prior agreements and representations.

26.2 Severability

If any provision is held invalid, unlawful, or unenforceable by a court, it shall be modified to the minimum extent necessary to make it valid, or severed if modification is impossible. All remaining provisions continue in full force and effect.

26.3 No Waiver

Helpero's failure or delay in exercising any right on any occasion does not constitute a waiver of that right on any subsequent occasion. No waiver of any breach constitutes a waiver of any subsequent breach.

26.4 Assignment

You may not assign, transfer, or delegate any rights or obligations under these Terms without Helpero's prior written consent. Any purported unauthorized assignment is void. Helpero may assign its rights and obligations in connection with a corporate merger, acquisition, restructuring, or asset sale, provided the successor assumes all obligations to you under these Terms. Helpero will provide reasonable notice of any such assignment.

26.5 Independent Parties

Helpero and you are independent parties. These Terms create no employment, agency, partnership, joint venture, franchise, or fiduciary relationship. Neither party has authority to bind the other.

26.6 Force Majeure

Helpero is not in breach and shall not be liable for any failure or delay caused by events beyond Helpero's reasonable control, including acts of God, natural disasters, pandemics, government orders, civil unrest, terrorism, war, telecommunications infrastructure failures, or failure of third-party service providers. Helpero will use reasonable efforts to mitigate effects and resume normal operations as soon as practicable.

26.7 Electronic Agreement

These Terms constitute a valid and legally binding agreement entered into electronically. Your electronic acceptance — by creating an Account, clicking "I Agree", submitting a Service Request, or using the Platform — has the same legal force and effect as a handwritten signature under applicable Ontario law.

26.8 Language

These Terms have been drafted in English. Helpero may offer translated versions for convenience. In any inconsistency between the English version and any translation, the English version prevails to the fullest extent permitted by applicable law.

26.9 Third-Party Rights

These Terms do not confer rights or remedies on any third party, including Service Providers, except where expressly stated. The only parties to these Terms are you and Helpero Ltd.

26.10 Notices

Helpero may provide notices through the Platform, by in-app notification, email to your registered address, or push notification. Notices to Helpero must be in writing, sent to legal@helpero.ca or to the address below, and are effective upon confirmed delivery.

26.11 Contact Information

END OF CUSTOMER TERMS AND CONDITIONS

Helpero Ltd. · Ontario Corporation No. 1001518296 · Version 2.0 · Effective July 1, 2026

542 Keele Street, Suite 1021, Toronto, Ontario M6N 3E2 · legal@helpero.ca · helpero.ca