Terms & Conditions

YOU SHOULD REVIEW THIS AGREEMENT IN ITS ENTIRETY.

YOU ACKNOWLEDGE YOUR ACCEPTANCE OF THIS AGREEMENT BY REGISTERING TO BECOME A USER OR BY USING THE HELPIT PLATFORM. YOU WILL BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT REGISTER TO USE OR USE THE PLATFORM

These Provider Terms and Conditions (the “Provider Terms”) state the terms and conditions between HelpIT, Inc. (“HelpIT,” “we,” “us,” or “our”) and users of the HelpIT website and software platform (the “Platform”) who register as service providers (“Provider,” “you,” or
“your”). Providers and all other users are also subject to the terms of the HelpIT User Agreement (“User Agreement”), which is incorporated herein by reference. Capitalized terms used in these Provider Terms which are not defined have the meaning stated in the User Agreement.

PLEASE READ THIS AGREEMENT CAREFULLY.

THIS AGREEMENT CONTAINS MANDATORY INDIVIDUAL ARBITRATION AGREEMENT AND CLASS ACTION/JURY TRIAL WAIVER PROVISIONS THAT REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE COVERED DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Except as provided in the “Arbitration Agreement and Class Waiver“ in Section 17 below, we reserve the right to change the Provider Terms at any time in our sole business discretion. Please check these terms regularly for changes. Your continued use of the Platform following the posting of any changes to the Provider Terms will constitute your acceptance of and agreement to those changes. This Agreement is for a term of 60 days and is automatically and continuously renewed for additional 60-day terms with continued use. In the event more than 60 days pass without the Provider using the Platform, then the Provider’s next use constitutes a renewal of this
Agreement.

RELATIONSHIP

1.1 These Provider Terms and the User Agreement state the terms under which Provider has the right to use the Platform to offer services to registered customers (“Customers”), and the obligation to pay HelpIT charges if applicable.

1.2 Provider is an independent contractor who uses the Platform to offer services and to perform work on specific projects for Customers pursuant to Work Orders posted by Customers. HelpIT is not a party to accepted Work Orders or other service agreements between Customers and Providers. HelpIT has no responsibility for, control over, or involvement in the scope, nature, quality, character, timing, or location of any work or services performed by a Provider under a Work Order, including any work or services that any worker may provide as an employee of, or independent contractor for, Provider under a Work Order (referred to collectively herein as “Provider Workers”). Each Work Order constitutes a new contract between Customer and Provider to perform work, and a new agreement between Provider and HelpIT to use the Platform.

1.3 Unless modified by Customer through the Platform prior to proposal or by you pursuant to an accepted counteroffer, all Work Orders are governed by Standard Work Order Terms and Conditions accessible by following the designated link within the HelpIT platform.

1.4 HelpIT is not an employer of, or joint employer or integrated or single enterprise with any Provider or Customer. HelpIT is not responsible for the performance or non-performance of any Customer or any Provider. Each Provider is solely and entirely responsible for the Provider’s acts and for the acts of the Provider’s employees, contractors, and agents. Each Customer is solely and entirely responsible for the Customer’s acts and for the acts of the Customer’s employees and agents. HelpIT is not a party to any Work Order and is not bound by any terms of a Work Order. HelpIT does not combine its business operations in any way with Provider’s business or Customer’s business, but instead maintains such operations as separate and distinct. Provider and Customer are each responsible for their own registrations, licenses, insurance, or other authorizations required to render the services.

1.5 Provider is an independent contractor and is not an employee of HelpIT, as described in more detail below.

1.6 In certain jurisdictions, Provider may be required to register with the Platform as a business entity and not as an individual. In such jurisdictions, Provider may be prompted and required to provide sufficient proof of Provider’s status and standing as a business entity. HelpIT reserves the right to inspect documents demonstrating proof of compliance with this provision. Absolutely. Here’s Part 2 of the HelpIT Provider Terms and Conditions, picking up with the Independent Contractor Relationship and Section 2 on legal compliance and insurance:

INDEPENDENT CONTRACTOR RELATIONSHIP BETWEEN PROVIDER AND HELPIT

Nothing in this Agreement is intended or should be construed to create an employer-employee relationship, partnership, joint venture, joint employment relationship, single or integrated enterprise or franchisor/franchisee relationship between HelpIT and Provider. Provider agrees that Provider will not take any position with respect to or on any tax return or application for benefits, or in any proceeding directly or indirectly involving HelpIT that is inconsistent with Provider being an independent contractor (and not an employee) of HelpIT. Provider is not an agent of HelpIT and Provider is not authorized, and must not represent to any third party that Provider is authorized to make any commitment or otherwise act on behalf of HelpIT.

Providers will provide all equipment, labor, and materials needed to perform services pursuant to a Work Order. HelpIT will not provide any equipment, labor, or materials for performing services. Providers are solely responsible for determining which Work Orders to accept, how frequently they accept Work Orders, the duration of acceptable Work Orders, the terms of any counterproposal, and the manner in which they will provide services. HelpIT does not guarantee Providers any minimum number of Work Orders and does not set pay rates. Payment is facilitated at the rate set by the Customer and agreed to by the Provider. HelpIT does not dictate the time of performance, provide training, or control how services are provided. HelpIT does not issue uniforms or reimburse expenses. Providers maintain discretion on how they deliver services based on their experience and skills.

Nothing in this Agreement prohibits or discourages a Provider from engaging in other business activities, including using other platforms or competitors. HelpIT acknowledges and expects that Providers may earn income from multiple sources.

Providers are free to advertise their services as they see fit. HelpIT may share public advertisements posted by Providers with Customers or other third parties.

Additionally, Providers may use their own employees and/or independent contractors (“Provider Workers”) to complete Work Orders. HelpIT has no involvement in the hiring, training, or supervision of Provider Workers. HelpIT may request the removal of a Provider Worker if there are safety risks or unlawful conduct but does not monitor or screen Provider Workers. HelpIT does not oversee how services are performed, does not terminate services mid-agreement unless there is a violation, and does not provide assessments of performance.

HelpIT is a qualified marketplace platform under laws recognizing such platforms as digital facilitators of services provided by independent contractors to businesses or individuals seeking such services

SECTION 2: LEGAL COMPLIANCE, BENEFITS & INSURANCE

2.1 BENEFITS AND CONTRIBUTIONS

As an independent contractor, Provider (including any Provider Worker) is not entitled to benefits that HelpIT or its affiliates provide to employees, such as insurance or retirement plans. HelpIT will not withhold taxes, provide unemployment or disability insurance, obtain workers’ compensation, or provide other fringe benefits. Provider is solely responsible for Affordable Care Act compliance and is not entitled to unemployment benefits from HelpIT.
2.2 TAXES AND WITHHOLDINGS
Provider is solely responsible for paying and reporting all federal, state, and local taxes applicable to income earned through the Platform. HelpIT will not withhold employment taxes and assumes no liability for a Provider’s failure to pay taxes. Provider agrees to indemnify and hold HelpIT harmless from all penalties, fees, or claims related to tax obligations.
2.3 INSURANCE
Providers (and Provider Workers) are not covered by any insurance provided by HelpIT. Providers must carry their own general liability and auto insurance with minimum combined policy limits of $1,000,000. In the event of injury while performing a Work Order, Providers
acknowledge that HelpIT’s insurance does not apply. Similarly, in the event of damages caused by the Provider or their Worker to a third party, the Provider’s insurance must respond.
2.4 PROVIDER AGREEMENT TO MAINTAIN WORKERS’ COMPENSATION AND OTHER INSURANCE
Before accepting Work Orders, Providers must maintain workers’ compensation insurance and any other required coverage in all relevant jurisdictions. If allowed by law, Providers may opt out of workers’ compensation coverage, but must submit an Affirmation of Exemption
electronically via the HelpIT platform. HelpIT may update the form as needed to comply with state requirements. Providers are also required to maintain general liability and automobile liability insurance of at least $1,000,000. Customers may request additional coverage as a condition for awarding a Work Order. Proof of insurance must be kept current in the Provider’s profile.

REGISTERED SERVICE COMPANY

Providers who register as a Registered Service Company or as employees of one will receive a Registered Service Company designation. By registering, the Provider certifies that:

It operates an independently established business or trade;
It operates under a valid Employer Identification Number (EIN);
It maintains workers’ compensation insurance; and
It has three (3) or more employees.

Providers agree to notify HelpIT if they no longer meet the requirements for a Registered Service
Company.

SECTION 4: DATA

4.1 BUYER DATA
Provider acknowledges that Buyer profile information on the Platform is self-reported and maintained by the Buyers themselves. HelpIT does not validate or guarantee the accuracy of any Buyer’s information. Providers are solely responsible for conducting any verification or due diligence before engaging in a Work Order. Accepting a Work Order from a Buyer is done at the Provider’s own risk.

4.2 PROVIDER DATA

4.2.1The Platform allows Providers to create public profiles viewable by prospective Buyers. HelpIT does not claim ownership over the data, text, or content that Providers upload or submit(collectively, “Provider Data”). Providers retain all rights to their own data and are solely responsible for its accuracy, integrity, legality, reliability, and intellectual property rights.

4.2.2Provider grants HelpIT a royalty-free, worldwide, non-exclusive license to use, reproduce, adapt, publish, and display Provider Data for purposes of operating the Platform and related business functions. Personally identifiable information will be used only to operate, improve, or customize the Platform and to de-identify the data, in accordance with the HelpIT Privacy Policy. Once de-identified, HelpIT may analyze or disclose this information for any purpose, including marketing or service optimization.

4.2.Providers must enter and update Work Order data within the Platform. This data is the property of both the Provider and the respective Buyer

SECTION 5: PAYMENT TERMS AND FEES

5.1 HELPIT CHARGES
a. Platform Fee
HelpIT charges Providers a fee for access and use of the Platform (the “HelpIT Charge”), which is deducted directly from the amount paid by the Buyer to the Provider. The standard HelpIT Charge is up to 10% of the total amount for each completed Work Order. HelpIT may also offer additional products or services that could adjust this fee. Fees may change periodically at HelpIT’s discretion. Use of the Platform constitutes acceptance of current pricing.

b. General Liability Insurance Charge
If a Provider does not upload a current certificate of insurance to their profile, HelpIT will charge an additional General Liability Insurance Charge, also deducted directly from the Provider’s earnings.

c. Taxes on HelpIT Charges
If any government imposes taxes (excluding taxes on HelpIT’s own income), HelpIT may increase its fees to cover those taxes so that the net amount received remains unchanged.

5.2 PAYMENT FOR WORK ORDERS

a. Payment Processing
Providers will receive payment for services rendered under a Work Order, minus any applicable HelpIT fees. HelpIT will process these payments on behalf of Buyers. Providers are paid only with funds deposited by Buyers—HelpIT does not front or guarantee any payments. All monetary amounts are in U.S. Dollars (USD) only.

b. Release Conditions
Payment is released to the Provider only when the following three conditions are met:

Provider completes all services listed in the Work Order;
Provider verifies service completion via the Platform;
Buyer accepts the completed services via the Platform.

c. No Payment Without Funds
If a Buyer fails to deposit payment or disputes a Work Order, HelpIT bears no liability. The Provider assumes the risk of non-payment by the Buyer.

d. Refunds and Offsets
After payment is released, any requests for refunds or warranty claims become the Provider’s responsibility. HelpIT reserves the right to offset or deduct amounts from future payouts if refunds are issued on the Provider’s behalf.

SECTION 6: TAX OBLIGATIONS

6.1 IRS REPORTING
If you are a U.S.-based Provider and earn $600 or more through HelpIT in a calendar year, you will receive an IRS Form 1099-K. This will be delivered electronically unless you opt out and request a paper copy. To opt out of electronic delivery, uncheck the option labeled “I would like to save paper and receive my 1099 electronically” in your Provider account settings.

6.2 PROVIDER’S TAX RESPONSIBILITY
You are fully responsible for:

Reporting income to all relevant tax authorities
Paying self-employment, federal, state, and local taxes
Complying with any business license, reporting, or withholding rules

You agree to indemnify and hold HelpIT and its Buyers harmless from any penalties, interest, or legal fees resulting from your failure to comply with tax laws.

SECTION 7: SERVICE LEVELS

HelpIT will make commercially reasonable efforts to keep the Platform accessible and operational. However, HelpIT is not responsible for outages or delays caused by:

Provider or Buyer conduct
Internet outages or computer issues
Events outside HelpIT’s control (e.g., natural disasters, cyberattacks)

Scheduled Maintenance:
HelpIT tries to perform maintenance during off-hours (10:00 PM to 6:00 AM U.S. Central Time), and aims to minimize downtime.

SECTION 8: SUPPORT AND MAINTENANCE

HelpIT will provide Providers with support via email, text, or telephone during standard business hours:
Monday through Friday, 7:00 a.m. – 5:00 p.m. U.S. Central Time
Excluding U.S. federal holidays

Support includes assistance with:

Platform navigation
Troubleshooting technical issues
Bug fixes

HelpIT will make reasonable efforts to resolve technical problems promptly. Communications and issue logs may be shared with other relevant parties (such as Buyers) if needed for resolution.

SECTION 9: DATA SECURITY

HelpIT commits to using reasonable industry standards to:

Protect and secure all user data
Maintain integrity of information stored on the Platform
Prevent unauthorized access

However, Providers are solely responsible for safeguarding their:

Login credentials
Account security
Device and network access points

If you believe your account has been compromised, you must notify HelpIT immediately.

SECTION 10: EQUIPMENT COSTS

Providers are fully responsible for:

Obtaining and maintaining all equipment necessary to access the Platform
Covering their own internet or data service charges
Ensuring compatibility between their devices and the Platform

HelpIT does not reimburse these costs and is not liable for connection failures or hardware malfunctions.

SECTION 11: NO CONSULTING SERVICES

HelpIT does not provide:

Business consulting
Legal advice
Guidance on service delivery or pricing strategy
Staffing or resource recommendations

Providers operate independently. HelpIT’s role is limited to facilitating connections between Buyers and Providers via the Platform.

SECTION 12: CONFIDENTIALITY

12.1 Definition

“Confidential Information” includes any technical, financial, business, or product information shared between HelpIT and Provider that is:

Clearly marked as confidential or proprietary
Identified as confidential at the time of verbal disclosure

12.2 Obligations

Each party agrees to:

Keep all Confidential Information strictly confidential
Use it only to perform obligations under these Provider Terms
Disclose it only to employees, agents, or advisors with a legitimate business need — provided they are bound by confidentiality terms no less stringent than these

HelpIT and Provider agree to protect Confidential Information with the same level of care used to protect their own confidential information, and no less than reasonable care.

12.3 Limitations

The obligations of confidentiality do not apply to information that:

Was known prior to disclosure
Becomes publicly available without breach
Is lawfully received from a third party without restriction
Is independently developed without use of confidential information

12.4 Ownership

Each party retains all intellectual property rights to its own Confidential Information.

12.5 Survival

These confidentiality obligations survive for 5 years after termination of this Agreement — and indefinitely with respect to trade secrets.

SECTION 13: NO CIRCUMVENTION; NONINTERFERENCE

Provider agrees:

All work initiated through the HelpIT Platform must be completed through the Platform
Provider will not contact or engage Buyers (or their clients) outside the Platform to avoid paying HelpIT fees

For 1 year after termination of this Agreement, Provider may not:

Solicit employment or contract work from any Buyer or their client met through HelpIT, except via the Platform and with HelpIT’s written consent
Interfere with HelpIT’s relationships with Buyers or their clients

Note: This does not prevent Providers from offering services to other clients obtained outside the HelpIT platform.

SECTION 14: TERM AND TERMINATION

This Agreement takes effect when Provider first registers on the Platform and remains active until terminated

Either party may terminate this Agreement at any time, for any reason, with written notice

Upon termination:

The Provider’s right to access the Platform ends immediately
Provider remains responsible for any unpaid HelpIT fees incurred before termination
HelpIT may suspend or revoke access to the Platform to protect its business interests

Any remaining obligations for tax forms, payments, or data handling will survive termination.

SECTION 15: WARRANTIES AND DISCLAIMERS

15.1 General Warranties

Both HelpIT and Provider represent and warrant that:

They are duly organized, validly existing, and in good standing in their respective jurisdictions
They have the authority to enter into these Provider Terms
This Agreement constitutes a binding legal obligation
They will comply with all applicable laws and obligations to third parties

15.2Provider Data

Provider warrants that:

Provider owns or has secured all necessary rights to the content uploaded to the Platform
Provider Data is not unlawful, defamatory, harassing, libelous, fraudulent, or otherwise prohibited
Provider Data does not contain viruses or harmful components

15.3 Disclaimer

EXCEPT AS EXPRESSLY STATED, THE PLATFORM IS PROVIDED “AS IS.”

HelpIT disclaims all implied warranties, including but not limited to:

Merchantability
Fitness for a particular purpose
Non-infringement
Continuous availability or uninterrupted service
Compatibility with third-party systems

HelpIT does not guarantee that:

The Platform will meet Provider’s specific expectations
Bugs or interruptions will be resolved immediately
The Platform will operate without error

No employee or agent of HelpIT is authorized to modify this disclaimer.

SECTION 16: INDEMNIFICATION

16.1 HelpIT Indemnifies Provider

HelpIT agrees to indemnify, defend, and hold harmless the Provider and its agents from any third-party claim that:

The Platform infringes a U.S. or Canadian patent, copyright, or trademark
HelpIT has breached its express warranties

In such cases, HelpIT may, at its sole disc retion:

Modify the Platform to eliminate infringement
Obtain a license for continued use
Discontinue the affected portion of the Platform

This is HelpIT’s sole and exclusive liability for infringement claims.

16.2 Provider Indemnifies HelpIT

Provider agrees to indemnify, defend, and hold harmless HelpIT, its affiliates, officers, and employees from any claim or cost resulting from:

Misuse of the Platform by Provider or Provider Workers
Breach of these Provider Terms
Violation of any applicable laws
Claims of misclassification or labor law violations (FLSA, ADA, Title VII, etc.)

This includes claims brought by third parties, government agencies, or Provider Workers, including those alleging:

Provider misclassified workers
HelpIT is a joint employer
Unpaid wages, benefits, or tax violations

16.3 Indemnification Conditions

For either party to claim indemnification:

They must notify the indemnifying party in writing of the claim
Allow the indemnifying party to control the defense
Cooperate in the defense

Each party may retain its own counsel at its own expense.

SECTION 17: ARBITRATION AGREEMENT AND
CLASS ACTION WAIVER

HelpIT, Inc. (“HelpIT”), and any of its officers, directors, employees, clients, customers, agents, and Users (collectively referred to throughout this section as “HelpIT”) and Provider mutually agree to resolve any and all covered disputes exclusively through final and binding arbitration, rather than court or jury trial.

This Arbitration Agreement is governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16) and applies to any claim arising out of:

These Provider Terms
The classification of Provider as an independent contractor
Breach of contract, wage issues, retaliation, or discrimination
Any relationship between Provider and HelpIT, present or past
The use of the HelpIT Platform and services
The termination of Provider’s use of the Platform

This agreement to arbitrate survives termination of the Provider Terms and/or Provider’s use of the Platform.

a. How to Initiate Arbitration

A party must notify the other in writing (by U.S. Mail or hand-delivery) within the statute of limitations. The written notice must include:

Name and address of the party seeking arbitration
Summary of legal and factual claims
Description of the remedy sought

For arbitration against HelpIT, send notice to:

HelpIT, Inc.
Attn: Legal Department
P.O. BOX 83781 BATON ROUGE, LA. 70884

b. Class & Collective Action Waiver

Both parties agree that:

No class or collective actions may be brought
Arbitrators may not hear disputes on a class or collective basis
Any claim about enforceability of this waiver must be resolved by a Louisiana court

If a court invalidates the waiver, those claims must proceed in civil court, not arbitration.

c. Louisiana-Specific PAGA Clause

To the extent applicable, any Louisiana-based Private Attorneys General Act (PAGA)-like claims must also be individually arbitrated. Group or joined claims are prohibited. This clause will be severed if deemed unenforceable.

d. Independent Contractor Acknowledgment

Entering into this Arbitration Agreement does not alter Provider’s status as an independent contractor. Any disputes over misclassification must also be arbitrated.

e. Rules & Process

Arbitration will be governed by the American Arbitration Association (AAA) Commercial Arbitration Rules
Arbitrator will be a licensed Louisiana attorney or retired judge
Hearings will take place within 45 miles of the last work location in Louisiana unless otherwise agreed

HelpIT will cover arbitrator fees unless prohibited by law.

Arbitrators may:

Issue subpoenas
Allow discovery
Apply relevant federal or Louisiana state law
Issue written decisions enforceable in court

f. Administrative Agency Carveout

This clause does not prohibit you from filing a claim with:

U.S. Department of Labor
Equal Employment Opportunity Commission
Louisiana Workforce Commission (LWC)
Any government agency allowed by law

g. Final Notes

This is the full agreement regarding arbitration. If any part is found unenforceable, the rest survives. Arbitration still applies even if:

Provider’s job duties change
Provider changes roles or companies

No modifications are valid unless signed in writing by both parties.

SECTION 18: LIMITATIONS OF LIABILITY

18.1 AGGREGATE LIABILITY

HelpIT’s total aggregate liability to the Provider for any and all claims arising under these Provider Terms—whether based in contract, tort, negligence, or any other theory—will be limited to the lesser of:

The total amount of HelpIT platform fees paid by the Provider in the preceding six (6) months, or $2,500.00

18.2 EXCLUSION OF DAMAGES

Neither party shall be liable to the other for any indirect, special, incidental, punitive, or consequential damages including but not limited to:

Lost business opportunities
Lost revenue or profits
Lost data
Business interruption
Reputational harm

—even if advised of the possibility of such damages.

18.3 RISK ALLOCATION

Both parties acknowledge:

These limitations reflect a reasonable allocation of risk
These limits are essential to the Provider Terms
Without them, HelpIT would not enter into this agreement

These limitations will apply even if any limited remedy fails its essential purpose.

STATEMENT AFFIRMING EXEMPTION FROM WORKERS’ COMPENSATION

This statement is made by a Provider registered to use the HelpIT Platform. It becomes legally binding when acknowledged electronically via checkbox at signup

Provider declares:

Some U.S. states allow sole proprietors, partners, and executive officers without employees to waive workers’ compensation. If you have employees, you must provide coverage.
Provider understands and assumes the risks of injury or death inherent in their work and releases any claim to workers’ compensation coverage from HelpIT or the Buyer.
In states requiring a specific waiver form, Provider agrees to complete and file it at their own expense.
Provider acknowledges they are not covered under any HelpIT or Buyer workers’ compensation policy.
Provider affirms they have no employees and are eligible to waive coverage under their state’s law. If they hire employees in the future, Provider will obtain legally required coverage.
This statement is submitted to induce HelpIT, Inc. to grant the Provider access to service opportunities on the Platform.

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