Terms & Conditions
Help(her) Terms of Service
Last updated: December 13, 2019
These Terms of Service constitute a legally binding agreement between you and Help(her), LLC (“Company” or “Help(her)”) governing your use of the Help(her) Platform (as defined below) and Company’s website (https://myhelpher.com or the “Site”). The Help(her) Platform and related services provided by Company and the Site, including without limitation communications and information (whether in writing, orally, or otherwise howsoever) provided by Company to potential and actual Help(her)’s and Clients (both as defined at Section 1) in relation to the services, together are hereinafter collectively referred to as the “Help(her) Platform.”
PLEASE NOTE: THIS AGREEMENT GOVERNS HOW DISPUTES BETWEEN YOU AND HELP(HER) CAN BE RESOLVED. IT CONTAINS A BINDING AND FINAL ARBITRATION PROVISION AND CLASS ACTION WAIVER (SECTION 19 OR 20, AS APPLICABLE). PLEASE READ CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING, IF APPLICABLE, YOUR RIGHT TO OPT OUT OF ARBITRATION.
IN ADDITION, BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT (INCLUDING THE DISPUTE RESOLUTION AND ARBITRATION PROVISIONS IN SECTION 19 OR 20, AS APPLICABLE) AND YOU ACCEPT ALL OF ITS TERMS.
IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE HELP(HER) PLATFORM.
You must be 18 years old (for U.S. based users) or at least the legally required age in the jurisdiction in which you reside, and otherwise capable of entering into binding contracts, in order to use or access the Help(her) Platform. If you are under 18 years old (for U.S. based users) or the age of majority in your jurisdiction, then you may not use or access the Help(her) Platform. Children under 13 years old are prohibited from accessing the Help(her) Platform or otherwise providing any personal information to Help(her).
A few highlights of these Terms of Service include:
- A few highlights of these Terms of Service include:
- Your agreement that the Help(her) Platform is provided “as is” and without warranty (Section 17).
- Your agreement that Company has no liability regarding the Help(her) Platform or the performance of Tasks (as defined below at Section 1).
- Your acknowledgment and agreement that Clients, and not Help(her), scope, supervise, direct, control, and monitor a Helpher’s work and the Tasks (Section 1).
- Your acknowledgement and agreement that Helpher’s are independent contractors of Clients and not employees, independent contractors or service providers of Help(her) (Sections 1)
- Your consent to release Company from liability based on claims between Users (Section 2), in respect of Helpher claims.
- Your agreement to indemnify Company from claims due to your use or inability to use the Help(her) Platform or content submitted from your account to the Help(her) Platform.
- Your consent to submit any claims against Company to binding arbitration, and on an individual basis only, to the extent permissible by law.
1. The Help(her) Platform Connects Helphers and Clients
The Help(her) Platform is a web-based communications platform which enables connections between Clients and Helphers. “Clients” are individuals and/or businesses seeking to obtain short-term task services (“Tasks”) from Helpher’s and are therefore clients of Helpher’s, and “Helpher’s” are individuals and/or businesses seeking to perform Tasks for Clients. Clients and Helpher’s together are hereinafter referred to as “Users.” If you agree on the terms of a Task with another User, you and such other User form a Service Agreement directly between the two of you as set forth in more detail in Section 3 below.
HELPHER’S ARE INDEPENDENT CONTRACTORS OF CLIENTS AND NOT EMPLOYEES, PARTNERS, REPRESENTATIVES, AGENTS, JOINT VENTURERS, INDEPENDENT CONTRACTORS OR FRANCHISEES OF COMPANY. COMPANY DOES NOT PERFORM TASKS AND DOES NOT EMPLOY INDIVIDUALS TO PERFORM TASKS. USERS HEREBY ACKNOWLEDGE THAT COMPANY DOES NOT SUPERVISE, DIRECT, CONTROL OR MONITOR A HELPHER’S WORK AND EXPRESSLY DISCLAIMS ANY RESPONSIBILITY AND LIABILITY FOR THE WORK PERFORMED AND THE TASKS IN ANY MANNER, INCLUDING BUT NOT LIMITED TO A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OR CONDITION OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH ANY LAW, REGULATION, OR CODE.
The Help(her) Platform only enables connections between Users for the fulfillment of Tasks. Company is not responsible for the performance or communications of Users, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of Tasks, Helpher’s, Clients, nor of the integrity, responsibility, competence, qualifications, or any of the actions or omissions whatsoever of any Users, or of any ratings provided by Users with respect to each other. Company makes no warranties or representations about the suitability, reliability, timeliness, or accuracy of the Tasks requested or services provided by, or the communications of or between, Users identified through the Help(her) Platform, whether in public, private, or offline interactions or otherwise howsoever.
2. User Vetting and User Representations and Warranties
In Company’s sole discretion, Users may be subject to an extensive vetting process before they can register for and during their use of the Help(her) Platform, including but not limited to a verification of identity, using third party services as appropriate (“Identity Checks”). Although Company may perform Identity Checks, Company is not required to do so and cannot confirm that each User is who they claim to be. Company cannot and does not assume any responsibility for the accuracy or reliability of Identity Check information or any information provided through the Help(her) Platform.
When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you don’t know. Help(her) will not be liable for any false or misleading statements made by Users of the Help(her) Platform. NEITHER HELP(HER) NOR ITS PARENTS, AFFILIATES OR LICENSORS, INCLUDING THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES, ATTORNEYS, REPRESENTATIVES, INSURERS, EMPLOYEES, SUCCESSORS AND ASSIGNS (HEREINAFTER REFERRED TO COLLECTIVELY AS “HELP(HER) AND AFFILIATES”) IS RESPONSIBLE FOR THE CONDUCT, ACTS, OR OMISSIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE HELP(HER) PLATFORM AND YOU HEREBY RELEASE HELP(HER) AND AFFILIATES FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, OR DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE HELP(HER) PLATFORM.
User Representations and Warranties
You represent and warrant that: (1) you are 18 years of age or older (for U.S. based users) or are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts, and (2) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
You hereby warrant and represent that, other than as fully and promptly disclosed to Company as set forth below, you do not have any motivation, status, or interest which Company may reasonably wish to know about in connection with the Help(her) Platform, including without limitation, if you are using or will or intend to use the Help(her) Platform for any journalistic, investigative, or unlawful purpose. You hereby warrant and represent that you will promptly disclose to Company in writing any such motivation, status or interest, whether existing prior to registration or as arises during your use of the Help(her) Platform.
Helpher’s additionally represent and warrant that you will provide timely, high-quality services to your Clients, you will only offer and provide services for which you have the necessary skills and expertise, and you will provide the services safely and in accordance with all applicable laws, and that you have the legal right to work in the country in which you are performing Tasks.
3. Contract between Clients and Helpher’s
You acknowledge and agree that a legally binding contract (the “Service Agreement”) is formed when you agree on the terms of a Task with another User. The terms of the Service Agreement include the terms set forth in this Section 3, the engagement terms proposed and accepted on the Help(her) Platform, and any other contractual terms accepted by both the Helpher and their Client to the extent such terms do not conflict with the terms in this Agreement, including this Section 3, and do not expand Company’s obligations or restrict Company’s rights under this Agreement. You agree that Company is not a party to any Service Agreement and the formation of a Service Agreement will not, under any circumstance, create an employment or other service relationship between Company and the Helpher (or Assistants (as defined below)), nor will it create an employment relationship between the Client and the Helpher (or Assistants (as defined below)). Company’s role is restricted solely to acting as a limited payment collection agent for the Helpher to facilitate payment on behalf of the Helpher through the Help(her) Platform in respect of Tasks they perform. In acting as the limited payment collection agent for particular Tasks on the Help(her) Platform, Help(her) disclaims any other agency or authority to act on behalf of the Helpher, and assumes no liability or responsibility for any acts or omissions of the Helpher, either within or outside of the Help(her) Platform.
Where approved in advance by the Client, the Helpher is not obligated to personally perform the Task. Before any Task services are performed by any assistants, subcontractors or other personnel engaged by the Helpher (collectively “Assistants”), the Helpher shall require any such individuals to become fully registered, oriented and verified Helpher’s on the Help(her) Platform. A Helpher’s failure to comply with this provision by bringing an Assistant who is not a registered Helpher could lead to removal from the Help(her) Platform. The Helpher assumes full and sole responsibility for the acts and omissions of such Assistants, including without limitation the payment of all compensation, benefits and expenses of Assistants, if any, and for all required and applicable income tax withholdings as to the Helpher and all persons engaged by the Helpher in the performance of the Task services.
While using the Help(her) Platform, Clients, in their sole discretion, determine whether they will be present or not when a Task is performed and/or completed. Clients who elect not to be present when a Task is performed and/or completed agree that if someone other than them (i.e. spouse, roommate, friend, etcetera) is present when the Task is performed, they are appointing that person as their agent (“Client’s Agent”) and the Helpher may take and follow direction from the Client’s Agent as if such direction was given from the Client him or herself.
The Client shall pay as indicated on the Help(her) Platform at the rates agreed to by the parties in the Service Agreement. Each User agrees to comply with the Service Agreement and this Agreement during the engagement, performance and completion of a Task. Both Users agree to notify Company of any disputes prior to negotiation of or filing of any claims and to negotiate any dispute informally via Company representatives for at least thirty (30) days before initiating any proceeding. Help(her) reserves the right to suspend or terminate any account or Task pending the resolution of any dispute.
4. Billing and Payment
Users of the Help(her) Platform will be required to provide their payment method details to Company. Clients will be responsible for paying the invoice for each Task (the “Invoice”), which will include (i) the pricing terms of the Task agreed with and provided by a Helpher (“Task Payment”), (ii) any out of pocket expenses agreed with and submitted by a Helpher in connection with the Task, (iv) the service charge Company assesses to the Client as payable for the use of the Help(her) Platform, variable based on the Task Payment amount, and (v) the platform fee (sometimes referred to as Trust & Support Fee) Company assesses to the Client, which is used to offset Company’s cost of providing Users with customer support, and other various business objectives, and (vi) cancellation fees, if applicable. Helpher’s will be responsible for paying (i) registration fees, if applicable and (ii) cancellation fees, if applicable and (iii) repayment of erroneous payments. Clients may also be charged credit card processing fees equal to three percent (3%) of the aggregate expense amount if expenses related to a Task individually, or Tasks in the aggregate over a 30-day period, exceed $300.00.
By accepting these Terms of Service, each Helpher agrees that they have downloaded or printed, and reviewed and agreed to, the Services Agreement.
To help prevent fraud and safeguard User information from the risk of unauthorized access, Company may validate an account before activation.
When Client receives confirmation through the Help(her) Platform or via email that a Task has been completed,
Users of the Help(her) Platform will be liable for any taxes required to be paid on the Tasks provided under the Agreement.
5. Promotional Codes
Company may from time to time provide certain promotional opportunities and contests to Users. All such promotions will be run at the sole discretion of Company, and can be activated, modified, or removed at any time by Company without advance notification. The liability of any of Company’s corporate partners pursuant to such promotional opportunities and contests shall be limited pursuant of these Terms of Service.
Promo Codes are an offer by Company to reduce the amount a Client has to pay in relation to a Task Payment, service fee, and/or platform fee. Promo Codes will not affect the amount of the Task Payment a Helpher ultimately receives. The use or application of any Promo Code is solely intended as a promotional initiative and does not in any way create a relationship or engagement between Company or the Helpher or represent wages, fees or other amounts paid to the Helpher by Company. You agree that you will use Promo Codes in accordance with the terms of the Promo Code. Company reserves the right to withhold or deduct credits or other features or benefits obtained through the use of a Promo Code by you or any other User in the event that Company determines or believes that the use or redemption of a Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or this Agreement.
7. Termination and Suspension
Company may terminate or limit your right to use the Help(her) Platform in the event that we are investigating or believe that you have breached any provision of this Agreement (a “User Breach”), by providing you with written or email notice. Such termination or limitation will be effective immediately upon delivery of such notice.
If Company terminates or limits your right to use the Help(her) Platform pursuant to this Section 8, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. If Company terminates or limits your right to use the Help(her) Platform as a Client due to a User Breach, you will not be entitled to any refund of unused balance in your account.
Even after your right to use the Help(her) Platform is terminated or limited, this Agreement will remain enforceable against you. Company reserves the right to take appropriate legal action, including but not limited to pursuing arbitration in accordance with Section 19 of these Terms of Service.
Company reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the Help(her) Platform at its sole discretion. Company is not liable to you for any modification or discontinuance of all or any portion of the Help(her) Platform. Company has the right to restrict anyone from completing registration as a Tasker if Company believes such person may threaten the safety and integrity of the Help(her) Platform, or if, in Company’s discretion, such restriction is necessary to address any other reasonable business concern.
You may terminate this Agreement at any time by ceasing all use of the Help(her) Platform. All parts of this Agreement which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.
8. Account, Password and Security
You must register with Company and create an account to use the Help(her) Platform (an “Account”). You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any log-in, password, and account number provided by you or given to you by Company for accessing the Help(her) Platform. You are solely and fully responsible for all activities that occur under your password or account, even if not authorized by you. If you are accessing and using the Help(her) Platform on someone else’s behalf, you represent that you have the authority to bind that person as the principal to all Terms provided herein. Company has no control over the use of any User’s account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you agree to contact Company immediately.
By providing your mobile phone number and using the Help(her) Platform, you hereby affirmatively consent to Help(her)’s use of your mobile phone number for calls and recurring texts, (including with an autodialer and/or prerecorded voice) in order to (a) perform and improve upon the Help(her) Platform, (b) facilitate the carrying out of Tasks through the Help(her) Platform, (c) provide you with information and reminders regarding your registration, orientation, upcoming Tasks, product alterations, changes and updates, service outages or alterations. These calls and texts may include, among other things, reminders about uncompleted or upcoming Tasks and/or in follow up to any push notifications delivered through our mobile application. Company will not assess any charges for calls or texts, but standard message, data or other charges from your wireless carrier may apply. You may opt-out of receiving texts messages from us by modifying your account settings on the Site or by emailing and specifying you want to opt-out of texts. You may opt-out of receiving calls from us by stating that you no longer wish to receive calls during any call with us and specifying you want to opt-out of calls. You understand that we may send you a text confirming any opt-out by you.
9. Worker Classification and Withholdings
AS SET FORTH IN SECTION 1, HELP(HER) DOES NOT PERFORM TASKS AND DOES NOT EMPLOY INDIVIDUALS TO PERFORM TASKS. EACH USER ASSUMES ALL LIABILITY FOR PROPER CLASSIFICATION OF SUCH USER’S WORKERS BASED ON APPLICABLE LEGAL GUIDELINES. IF A CLIENT, YOU INDEMNIFY AND HOLD HELP(HER) AND AFFILIATES HARMLESS, AND IF A TASKER, YOU FULLY AND FINALLY RELEASE HELP(HER) AND AFFILIATES, FROM ALL LIABILITIES, CLAIMS, CAUSES OF ACTION, DEMANDS, DAMAGES, LOSSES, FINES, PENALTIES OR OTHER COSTS OR EXPENSES THAT TASKERS OR ASSISTANTS MAY INCUR OR BECOME ENTITLED TO, WHETHER UNDER CONTRACT, COMMON LAW, CIVIL LAW, STATUTE OR OTHERWISE, IN RESPECT OF TASKS OR SERVICE AGREEMENTS OR THE USE OF THE HELP(HER) PLATFORM, INCLUDING WITH RESPECT TO MISCLASSIFICATION OF TASKERS AND ASSISTANTS AND THE TERMINATION OR CESSATION OF ANY TASKS, SERVICE AGREEMENTS, THIS AGREEMENT OR THE USE OF THE HELP(HER) PLATFORM.
Users do not have authority to enter into written or oral — whether implied or express — contracts on behalf of Company. Each User acknowledges and agrees that Help(her) does not, in any way, supervise, scope, direct, control or monitor a Helpher’s work or Tasks performed in any manner. Company does not set a Helpher’s work hours or location of work. Help(her) will not provide any equipment, tools, labor or materials needed for a particular Task. Help(her) does not provide any supervision to Users.
The Help(her) Platform is not an employment agency service or business and Help(her) is not an employer of any User. As such, Help(her) is not responsible for and will not be liable for workers’ compensation or any tax payments or withholding, including but not limited to applicable sales taxes, unemployment or employment insurance, Canada Pension Plan, social security, disability insurance or any other applicable federal, provincial or state withholdings in connection with a User’s use of the Help(her) Platform. Taskers acknowledge and confirm that they are responsible for exercising their own business judgment in entering into Service Agreements and performing Tasks and that, depending on how they exercise such business judgment, there is a chance for individual profit or loss.
This Section 12 in no way limits the generality of Section 17.
10. Intellectual Property Rights
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, trademarks, logos, typefaces and other content (collectively “Proprietary Material”) that Users see or read through the Help(her) Platform is owned by Help(her), excluding User Generated Content, which Users hereby grant Help(her) a license to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. Help(her) owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials as a Collective Work under the United States Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws governing copyright, patents, and other proprietary rights. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Help(her) Platform without Help(her)’s express prior written consent and, if applicable, the holder of the rights to the User Generated Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of Help(her) and, if applicable, the holder of the rights to the User Generated Content.
The service marks and trademarks of Help(her), including without limitation Help(her) and Help(her) logos, are service marks owned by Help(her). Any other trademarks, service marks, logos and/or trade names appearing via the Help(her) Platform are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
11. Confidential Information
You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of Help(her) and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than using the Help(her) Platform in accordance with these Terms of Service. If relevant, you may disclose the Confidential Information to your authorized employees and agents provided that they are also bound to maintain the confidentiality of Confidential Information. You shall promptly notify Help(her) in writing of any circumstances that may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to Help(her) upon termination of this Agreement for any reason whatsoever.
The term “Confidential Information” shall mean any and all of Help(her)’s trade secrets, confidential and proprietary information, and all other information and data of Help(her) that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other proprietary and confidential information relating to Help(her) or Help(her)’s business, operations or properties, including information about Help(her)’s staff, Users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
Helpher’s alone are responsible for identifying and obtaining any required licenses, permits, or registrations before offering services and undertaking Tasks. Indeed, certain types of Tasks and services may be prohibited altogether, and it is the responsibility of Helpher’s to avoid such prohibited Tasks and services. Penalties may include fines or other enforcement. If you have questions about how local laws apply to your Tasks and services on the platform, you can and should first seek separate legal guidance.
Because Help(her) does not oversee, monitor or supervise the posting, scoping or performance of Tasks, Clients must determine for themselves whether a Helpher is qualified to perform the specific Task at hand. Clients may wish to consult their state/provincial/territorial or local requirements to determine whether certain Tasks are required to be performed by a licensed professional.
13. Changes to this Agreement and the Help(her) Platform