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EULA

Last Updated: 20-December-2025

Effective Date: November 1, 2025

This End User License Agreement (the "EULA"), is a legal agreement between you (referenced herein as "you", "user" or "your") and ONCALLABLE CORPORATION, operating as OnCallable (referenced herein as "Company", "us", "we" or "our") that applies to your use of Company's website, mobile application and/or any related services provided by or on behalf of Company in relation to the mobile application (collectively the "App").

You should read carefully the entirety of this EULA, as the terms of this EULA govern your use of the App, including its content and functionality.

IF YOU DO NOT AGREE WITH THE TERMS OF THIS EULA YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE APP.

This EULA includes the Company's privacy policy available at https://oncallable.com/en-ca/policy/privacy (the "Privacy Policy") which is incorporated herein by reference. This EULA governs the Company's relationship with you with respect to your use of the App. By accessing and/or using the App you acknowledge that you have read, understand and agree to comply with this EULA as well as all laws applicable to the App and your use thereof. You agree that the EULA shall be the equivalent of a written paper agreement between you and Company.

If you are accepting this EULA on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its employees to this EULA.

You agree that it is solely your responsibility to ensure that your access to and use of the App complies with the laws of your jurisdiction. We make no representation that the App is appropriate or available for use outside Canada.

We reserve the right at any time and from time-to-time to modify, edit and update this EULA and any of our policies. Your access to use of the App on and after the date on which we post the revised terms constitutes your acceptance of the EULA as revised as well as of any revised policies.

You are responsible for all software, hardware, services (such as Internet service), and equipment necessary to access and use the App, including all related expenses, if any.

1. The App

The App is operable to facilitate connections between Customers and Job Service Providers whereby: (i) Job Service Providers will offer to perform services for Customers; (ii) Customers may search for Job Service Providers; (iii) Customer may post a Job for Job Service Providers to complete; (iv) the Customer may engage a Job Service Provider to perform a Job for Customer by selecting and subsequently accepting a Job Service Provider's quote for a Job; and (v) after accepting a Job Service Provider's quote and making payment in full via the App, the Customer and the Job Service Provider may communicate via the App. "Customer(s)" are individuals and/or businesses seeking to have certain services ("Jobs") performed. "Job Service Providers" are individuals and/or businesses seeking to perform Jobs for Customers. Customers and Job Service Providers are referred to herein together as each a "User" and collectively as "Users". "Posts" include all information uploaded to the App (e.g., information, documents, images, etc.), and "Chats" means all correspondence via electronic messaging between Users via the App.

Each User must have completed an account set up and registration process for the App, which may include compliance with and meeting of standards, qualifications and criterion required or otherwise set by Company, as may be amended from time-to-time at Company's sole discretion. Such standards may include Know Your Customer standards, whereby information may be required for the purposes of verifying a User's identity and in relation to such User's profile and risk.

The App solely operates to provide a means to facilitate and assist with the transfer of payment between a Customer and Job Service Provider for a Job, in accordance with section 5 of this EULA. The App may offer additional functions such as a process for scheduling the Job, dispute resolution for Job Payments, and User reviews. Any dispute resolution undertaken by Company shall solely be in relation to disbursement of Job Payments, and shall be in accordance with section 5(h) of this EULA, and the Company shall not bear any obligation or liability for any other dispute resolution and its obligations and liability for Job Payment dispute resolution is limited in accordance with this EULA.

Job Service Providers shall be responsible for providing bids for Jobs, and Customers shall be responsible for accepting and approving bids for Jobs. Job Service Providers may: (a) offer and provide their services outside of the App, including through competing platforms; and (b) accept or reject Customers and Service Agreements (defined below).

Customer is responsible for determining that the Job meets the Customer's needs, and for approving the Job and Job Service Provider. All approvals of Jobs and Job Service Providers are the responsibility of Customer, as is all research Customer deems necessary prior to scheduling any Job or Job Service Provider to be satisfied that a specific Job Service Provider has the right qualifications and that a Job will meet the Customer's needs.

The App is not an employment agency service or business. Company is not an employer of any User, and Users are not employees of Company. Users and Company are not partners, representatives, agents, joint venturers, independent contractors or franchisees of each other. Company bears no responsibility or liability whatsoever for any Customers, Job Service Providers or Jobs, or any interactions between any Customers and any Job Service Providers.

All connections and interactions between Job Service Providers and Customers within or outside of the App are at the sole risk of the Job Service Providers and Customers, and Company does not and shall not be deemed in any manner to:

  • endorse or be affiliated with any Customer, Job Service Provider or Job. Any reference to a Job Service Provider being licensed or credentialed in some manner, or being "reputable", "top-rated", "pro", "verified" (or similar language) is a representation made by the Job Service Provider that is not verified or monitored in any manner by Company. Any such description: (A) is not verified or monitored in any manner by Company; (B) is relied upon by Customer at Customer's own risk. Customer is solely responsible for making their own decisions about the identity and suitability of Job Service Providers whom they select or interact or contract with via the App; and (C) is not an endorsement, certification or guarantee by Company of a Job Service Provider's skills or qualifications, including but not limited to whether any Job Service Provider is licensed, insured, trustworthy, safe or suitable;
  • guarantee, verify, authenticate or otherwise confirm any insurance of any Job Service Provider, and should the App provide a badge or other recognition or credit to a Job Service Provider upon a Job Service Provider providing any insurance information, such badge, recognition or credit does not represent in any manner any verification, authentication, review, approval, or other confirmation relating in any manner to any such insurance;
  • supervise, scope, direct, control or monitor any: (A) communication between Customers and Job Service Providers, including any communication relating to Job details, such as the scope, schedule and other details of the Job to be performed (including, without limitation, any specific hazards, obstacles, or impediments in the Job location(s) (whether visible or concealed) that may impact the performance of the Job); or (B) Job or Job Service Provider's work (including that Company does not set Job Service Providers' work locations, work hours, or terms of work, or pay any expenses of, any Job Service Provider);
  • provide any tools or supplies for any Jobs. Each Job Service Provider will perform all Jobs using the Job Service Provider's own tools and supplies, or tools or supplies provided by Customer, as applicable;
  • perform Jobs nor employ Job Service Providers or any other individuals to perform Jobs;
  • have any control over the quality, timing, legality, failure to provide, or any other aspect whatsoever of any Job or User (including but not limited to the acts or omissions thereof), nor of the integrity, responsibility, competence, qualifications, communications, or the ratings or reviews of or provided by any User; or
  • guarantee, verify, authenticate or otherwise confirm that any Job Service Provider has any particular expertise, licenses, insurance, permits, registrations or qualifications, and should the App provide any details or other information relating to any expertise, licenses, insurance, permits, registrations or qualifications, such information is solely that which has been provided by the Job Service Provider and does not represent any verification, authentication, review, approval, or other confirmation of such information by the App or the Company.

Whether within the App or outside of the App, Users do not have authority to, and may not act as agent for, bind, or make any representations on behalf of, Company.

2. Jobs

(a) Service Agreements

Customer acceptance of a Job Service Provider's quote via the App forms a legally binding contract for the Job, which shall include all of the engagement terms proposed and accepted, and any other contractual terms agreed to, by the Customer and the Job Service Provider in the App for the Job (the "Service Agreement"). All terms of the Service Agreement shall be set out in the App and accessible by Job Service Provider, Customer and Company. Each User agrees that:

  • it shall comply with the Service Agreement
  • it is responsible for exercising its own business judgment in entering into Service Agreements and it bears all risks and liabilities relating thereto, including any individual losses and any damages that may arise therefrom.
  • Company is not a party to any Service Agreement and will not under any circumstance bear any responsibilities or liabilities relating to or arising from any Service Agreement.

(b) All Communications in App

You agree that all communications via the App regarding all Jobs will be accessible by and stored by the Company before, during and after each Job is performed (including, without limitation, communications pertaining to the scope of a Job, the applicable Service Agreement and payment details). Such communications may include information provided by a User as well as data relating to use of the App by a User, such as time stamps, internet addresses, and other information that may be collected or generated for the purpose of documenting and tracking activity with the App.

(c) Job Service Provider Qualifications

It may be unlawful to perform certain types of Jobs without a license, permit and/or registration, and unlawful performance may result in law enforcement action and/or penalties or fines. Each Job Service Provider is solely responsible for: (i) ensuring it has all requisite expertise, training, experience, qualifications, licenses, permits and registrations required for, or that it is prudent to hold, for any Job the Job Service Provider provides a quote for via the App; (ii) compliance with all federal, provincial, territorial and/or local laws applicable to each Job offered via the App; and (ii) seeking and obtaining appropriate legal guidance for each Job.

3. Other Parties

(a) Job Service Provider Assistants

Each Job Service Provider bears all responsibilities and liabilities for all employees, assistants, helpers, subcontractors or other personnel ("Job Service Provider Assistant(s)") who perform or assist with the performance of all or any part of any Job, including all of their actions and omissions.

The Job Service Provider assumes full and sole responsibility for the acts and omissions of all Job Service Provider Assistants used in its performance of Jobs and is fully responsible for compliance with all applicable laws by and in relation to all Job Service Provider Assistants, and for: (A) the lawful payment of all compensation, benefits and expenses for its Job Service Provider Assistants, (B) all required and applicable tax withholdings as to such Job Service Provider Assistants, (C) ensuring and verifying that all Job Service Provider Assistants are registered Users in good standing on the App; and (D) ensuring that all Job Service Provider Assistants have the experience, expertise, qualifications and other qualities, and insurance coverage, relevant to each Job.

4. Your Responsibilities

(a) General

You are responsible and liable for: (i) all uses that you make of the App, whether directly or indirectly, and including all of your actions and omissions; and (ii) ensuring that you solely use the App in accordance with the Terms of this EULA. Your use of the App and any of its functions is at your sole risk, and the Company bears no liability or responsibility for your use of the App.

(b) App Accounts

You will be required to register and set up an account in order to access and use the App (the "App Account"). Your App Account must include: (i) your legal name (as per your government issued identification), (ii) an up-to-date photo of yourself, and (iii) the legal business name of the entity on behalf of which you are setting up an App Account (as per legal business registration documents) if applicable. You hereby agree to comply with all of the terms of this EULA (which includes the Company Privacy Policy) and any additional terms imposed by the Company. Your App Account is for you as a single-user only and hereby agree and confirm that you will not share the App Account with any other person. You may not use as a username the name of another person or entity or that is not lawfully available for use, or that infringes on the rights of others, including names or trademarks, without proper authorization. Usernames that are offensive, vulgar, or obscene are also prohibited. Additionally, providing false contact information of any kind may lead to the termination of Your App Account. You are fully and solely responsible for (a) maintaining the confidentiality of your App Account, including any log-in, password, and account number provided by or given to you to access the App; and (b) all activities that occur under your App Account, even if not undertaken or authorized by you. You shall immediately notify Company if you suspect or become aware of any loss or theft of your App Account password or any unauthorized use of any of your App Account. Company will not be liable for any loss or damage arising from your failure (whether inadvertent or intentional) to comply with these obligations.

(c) User Data

You may be permitted and/or required to provide images and other information and data to the App. You hereby: (i) assign all right, title and interest in and to all such data to the Company, and should any such data not be assignable in accordance with applicable laws, you hereby grant a non-exclusive, perpetual, non-revocable license and right to the Company to copy and make any other use of such data as required for the purposes of this EULA and or the operation of the App or the Company; (ii) consent to all uses of all data that you provide, including but not limited to images you provide, Posts, Chats and Dispute Resolution Requests, and all uses of all data that we collect relating to your App Account and your use of the App (collectively the "User Data") by us; and by third parties, in accordance with this EULA, and (iii) acknowledge that any and all User Data may be transferred outside of Canada, and inter-provincially within Canada, and that as a result of any transfer User Data may be treated in accordance with foreign laws, or the laws of provinces to which it is transferred. We will apply reasonable efforts to handle the User Data in a manner consistent with Canadian privacy laws.

(d) Age

To use the App and to set up an App Account, you must be at least eighteen (18) years of age, or the legally required age to enter into binding contracts under the laws of the jurisdiction in which you reside and/or use the App. You hereby represent, warrant and confirm that you comply with this obligation.

(e) Insurance

The App may collect and provide information relating to insurance pertaining to a Job from a Job Service Provider or other Users. Neither the App nor the Company is responsible for verifying such information, and it shall be solely the responsibility of the Users to obtain and verify information relating to insurance for a Job between themselves. The granting by the App of any badge, recognition or credit to any User on the basis of insurance information being provided shall have no bearing upon this clause or any other obligations or liabilities of any User relating to insurance. The only dispute resolution that shall be facilitated by the Company in relation to any Job shall be in accordance with section 5(h) of this EULA, and no such dispute resolution shall extend in any manner to any insurance claim or otherwise in relation to insurance or the lack thereof of any User. In addition to other representations and warranties you provide in this EULA, all Users represent and warrant that:

  • you bear all responsibilities and liabilities in relation to insurance for all Jobs, including for ensuring that adequate insurance is in place and maintained for all Jobs (both by you and other Users engaged in Job), obtaining information regarding the other User's insurance in relation to a Job, undertaking any verification or review of any such insurance, and any insurance claims process that occurs relating to any Job; and
  • your interaction with other Users via and through the App, and with the Company, is and shall be forthright, honest and in good faith through the App and in relation to all Jobs.

(f) Job Service Provider Representations & Warranties

In addition to other representations and warranties you provide in this EULA, if you are a Job Service Provider, you represent and warrant that you:

  • are operating as a sole proprietor, partnership, limited liability company, limited liability partnership, corporation or other legal business entity when using the App and acting as a Job Service Provider, and such independently established business is one that you are customarily engaged in, that is of the same nature as the services performed for Customers through the App by you as a Job Service Provider; and for which you maintain an independent clientele;
  • have the unrestricted right to work in the jurisdiction in which you perform Jobs;
  • have and will maintain (at your own expense) any registrations required by applicable laws, licenses, permits, certifications, and/or professional designations that apply to your performance of Jobs, and that all information you provide to the App and to any Customer relating thereto shall be accurate;
  • have and will maintain (at your own expense) insurance for each Job that is commercially reasonable in its scope and amount for each Job, and that all information you provide to the App and to any Customer relating to your insurance shall be accurate, and that you shall keep such insurance in goods standing during and for a commercially reasonable period of time following any Job, and bear all responsibilities and liabilities relating to having, maintaining and applying insurance in relation to any and all Jobs;
  • will only offer and provide Jobs for which you have the necessary expertise and experience, requisition professional qualifications (if any), required professional tools, and competence to perform; and
  • you will perform any and all Jobs: (A) in a manner that is safe for you, the Customer and the Customer's premises and belongings, and (B) in a professional, workmanlike, diligent, and timely manner in accordance with all applicable standards, including applicable industry standards.

5. Access and Use

(a) Rights of Access

Subject to and conditioned on your compliance with the terms and conditions of this EULA and the Company Terms and Conditions at: https://oncallable.com/en-ca/policy/termsofuse (the "Company Terms and Conditions"), Company hereby grants you a non-exclusive, non-transferable right to download to your device, access and use the App in accordance with the terms of this EULA. Use of the App is limited to solely your personal use or use for internal purposes of the company or other legal entity you represent.

(b) Use Restrictions

You shall not use the App for any purposes beyond the scope of the rights of access expressly granted in this EULA. You shall not at any time, directly or indirectly, and shall not assist or permit any other person or entity to: (i) copy, modify, or create derivative works of the App or any other Company IP, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the App; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the App, in whole or in part; (iv) remove any proprietary notices from the App; (v) use the App in any manner, or otherwise engage in any action or omission, which could diminish, damage or otherwise negatively affect in any manner the reputation or any brand of the Company; or (vi) use the App in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law. You agree you will not upload to the App or post within the App any content (including but not limited to any Posts or Chats) if such posting, would be considered: (A) defamatory, abusive, or a violation; (B) to diminish, infringe, misappropriate or violate of any intellectual property or other property or proprietary rights of Company or any third-party; or (C) unlawful in any manner. In addition to the other terms set out in the EULA, you agree that when using the App you will not:

  • submit false or misleading information to the App;
  • download, copy, or re-transmit any or all of the App without, or in violation of, a written license or agreement with us;
  • use the App in any manner that could disable, overburden, damage or impair the App or interfere with any other party's use of the App including their ability to engage in real time activities through the App, or use any device, software or routine that interferes with the proper working of the web/Internet;
  • use any robot, spider, other automatic device process or means, or similar data gathering, data mining, or extraction methods to access the App for any purpose including monitoring or copying any of the material on the App;
  • use any manual process to monitor or copy any of the material on the App or for any other unauthorized purpose without our prior written consent;
  • attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the web/Internet or the server on which the App are hosted;
  • attack the App via a denial-of-service attack or a distributed denial-of-service attack;
  • attempt to interfere with the proper working of the App, including but not limited to through hacking, ransoming, or other attacks upon the services provided by and function of the App;
  • use the App to fraudulently misrepresent yourself, impersonate another person, engage in false advertising; to defraud or defame any person, or to engage or otherwise participate in any ponzi scheme, pyramid scheme, chain letter, unsolicited bulk or commercial emails, or to collect or harvest any personal or personally identifiable information from any user of the App with that person's knowledge or consent;
  • distribute the content of the App for any purpose including without limitation compiling an internal database, redistributing or reproduction of the content by the press or media, or through any commercial network, cable or satellite system;
  • post or transmit any content or submissions, about yourself or another person or entity, including any messages, ads, data, images, text illustrations, articles, photographs, or audio or video clips that might be considered by a reasonable person to be obscene or that contain racial, ethnic, religious slurs or derogatory epithets, or that advocate violence or hate, is threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, harassing in nature, profane or indecent material of any kind including without limitation any transmission constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or violate any local, state, provincial, territorial, federal or other law, infringe any person's privacy or personal information, identify or make it easy to identify a child, or any child or other person's present or future location, that contain language that is otherwise deemed offensive by us, or that contains software viruses, corrupted data, cancel bots, commercial solicitations, or mass mailings or any form of "spam";
  • permit, allow or do anything that would infringe or otherwise prejudice our proprietary rights or the rights of our licensors, or allow any third-party to access the content, including without limitation, intellectual property, privacy, publicity or contractual rights, including but not limited to subleasing an accommodation without the rights to do so, or remove any copyright, trademark, or other proprietary rights notice from the App or any content thereof;
  • transmit, disclose, collect or store personal information about others, or "stalk" or harass any other user of the App or collect or store any information about any other user other than for purposes of transacting with one another;
  • attempt to defeat any security measures that we take to protect the App;
  • violate any local, municipal, provincial, national, or other law or regulation, or any order of a court;
  • use the App other than for its intended purpose, or in any manner not expressly permitted in this EULA, or use the App in any manner that promotes and/or enables illegal or unlawful activities; or
  • advocate, encourage, or assist any third-party in doing any of the foregoing.

The foregoing is merely a list of examples of prohibited conduct. The Company reserves the right to cancel a user account or take other appropriate actions in its sole discretion in response to any inappropriate conduct, or for no reason at all. Unauthorized use, such as is set out above, is a material breach of this EULA, and may also violate applicable laws including without limitation copyright and trademark laws, the laws of privacy and publicity, and applicable communications regulations and statutes. You hereby represent and warrant to the Company that you will utilize the App and any other information provided to you in accordance with applicable laws, being those laws applicable to the App and those laws that are applicable in accordance with the jurisdiction where you are located. The foregoing obligation includes, but is not limited to, compliance with privacy and data security laws.

(c) User Onboarding

Users are subject to a "Know Your Customer" review process before they can enter into Service Agreements on the App, which includes, but may not be limited to, identity verification that Company, or its Third-Party Service Provider(s) or other subcontractor(s), will conduct using information the User provides in the App. For example, Users may be required to upload to the App: (i) a photo of a government issued photo identification document (the "Photo ID"); (ii) proof of the User's address, that is separate and distinct from the Photo ID; and (iii) a photo that shows the User holding their Photo ID beside their face. The App and the Company may utilize the uploaded items to set up the User's App Account (as defined in this document), or for other verification purposes, at the discretion of the App and the Company. You agree to undergo such reviews as applicable to you, and you agree to the Company's use of the personal information you provide for such reviews, including but not limited to identity verification should the App or the Company undertake any such reviews or verifications.

(d) Suspension, Deactivation & Maintenance

(i) Suspension. Notwithstanding anything to the contrary in this EULA, Company may temporarily suspend your access to any portion, or all, of the App if Company reasonably determines that: (A) there is a threat or attack on the App, (B) your use of the App does, or is suspected to, disrupt or pose a security risk to the Company, the Company IP or to any other User of the App, (C) you are using or suspected of using the App for fraudulent or illegal activities, (D) other Users have submitted complaints about you to Company, or (E) in the event of any other actual or suspected breach by you of any part of this EULA.

(ii) Deactivation. Notwithstanding anything to the contrary in this EULA, Company, in its sole discretion, may deactivate your App Account and/or prohibit your access to the App upon its confirmation and/or investigation of any of the foregoing grounds for suspension relating to you or your use of the App. Company will provide you with written notice of its determination to deactivate your account if so required in accordance with applicable laws, or at its sole discretion. If you wish to appeal any determination made by Company pursuant to this Section, please contact us at info+appeal@oncallable.com within 14 days of receipt of such notice with the grounds for your appeal. The Company will consider your grounds of appeal, but ultimately has the sole and exclusive right to determine whether to reinstate your access App Account and/or your access to the App.

(iii) Maintenance. Company may undertake testing and audits of the App, such as scanning for malware, at its sole discretion. Company may determine that the App requires maintenance at any time, at its sole discretion, and without notice to you. During such maintenance the App may be unavailable for access and use.

Company may further cancel, deactivate or suspend the App for any reason at its sole discretion.

(iv) Company will have no liability for any damage, liabilities, losses (including any loss of data), or any other consequences that you may incur as a result of any of the following occurring for any reason whatsoever: suspension, deactivation, cancellation or any maintenance of the App. Company bears no liability or responsibility whatsoever for any lack of access or use of the App.

(v) Provision of Access & Use of the App. The App will be provided:

  • In a manner whereby all access and use of the App will be conducted online. Access to the App offline will not be provided. A broadband internet connection will be required to access and use the App and you are wholly responsible for obtaining and maintaining such connection, including but not limited to all costs relating thereto; and
  • in particular jurisdictions, including those identified as supported service areas in the Company's website at oncallable.com. You must be located in such a jurisdiction to use the App, and if you are not located in an applicable jurisdiction the App will not be made accessible to you or useable by you

(e) Order Cancellation

To the extent permitted by applicable law, the Company and the Job Service Provider reserve the right, at their sole discretion and without liability to You, to refuse or cancel any order for a Job (an "Order") or description of a Job published via the App by a Job Service Provider (a "Job Listing") at any time. If an Order is cancelled, You will be notified using the contact information provided at the time of submission. It is your responsibility to ensure that your contact details are accurate and up to date. Additionally, the Company reserves the right to limit or reject any Job Listing or Order that appears to be submitted by unauthorized parties or if the Job Listing or Order is suspected of being fraudulent, deceptive, made using stolen credentials or payment methods, or otherwise in violation of applicable laws, the Company Terms and Conditions, or this EULA. You may request to cancel or modify an Order You placed subject to the limitations under the service agreement You have entered into with the Job Service Provider. We will reimburse You no later than 14 days from the day on which We receive the notice of your cancellation of the Order. We will use the same means of payment as You used for the Order, and You will not incur any fees for such reimbursement.

6. Fees and Payment

(a) Payment Service Provider ("PSP")

Payments relating to the App and all other amounts owed and/or to be paid by any User, must be paid through the PSP. All Users will be required to set up an account with the PSP, which will be conducted in accordance with the PSP's requirements and at the PSP's discretion (the "PSP Services Agreement"). As an example, the following, or other requirements, may be required by a PSP: registration with the PSP, consent to the terms of service of the PSP, completion of a vetting process and/or account validation, and providing payment method details to the PSP. Company is not a party to any PSP Services Agreement, and has no obligations, responsibility or liability to any User under any PSP Services Agreement or in relation to any processing or other handling of payments, or any unavailability or defect of a PSP.

(b) Fees for Jobs and Other Amounts Owed by the Customer

Customers will be required to provide to the Company via the App all fees and other amounts owed for all Jobs, as well as other amounts owing relating to the App in any manner. Fees and other amounts for each Job shall be agreed to in advance by the Customer and Job Service Provider and such agreed upon fee will be recorded in the App ("User Set Fee"). Company will charge Users an application management fee for each Job (the "App Fee") as described in more detail below. Customer shall pay for each Job the User Set Fee for the Job, plus the amount of the App Fee (collectively being the "Job Fee").

(c) Fees Payments

  • (i) Customer hereby authorizes us to direct the PSP to process the payment method Customer provided to the PSP in relation to each Job Fee, and in relation to all other amounts owing by Customer in relation to the App.
  • (ii) Job Service Provider hereby authorizes us to direct the PSP to provide payments to the Job Service Provider via the payment method the Job Service Provider has provided to the PSP in relation to: (i) the User Set Fee for a Job; (ii) any taxes to be remitted to Job Service Provider, as determined by the Company; (iii) less any Job Service Provider App Fee; and (iv) less any other amounts owing by Job Service Provider to us (the foregoing being collectively the "Job Payment").
  • (iii) Platform and Job related Service Fees must be paid by Customer prior to any Job being scheduled, and Job Payments will not be released to a Job Service Provider until confirmation from Customer via the App that the Job has been completed. Upon receipt of such confirmation we will direct the PSP to release the Job Payment to the Job Service Provider, if all fees and amounts owing by Job Service Provider to Company have been paid. If any amounts owing to Company by Job Service Provider are unpaid when a Job is confirmed by Customer to be completed, Company reserves the right to deduct any such amounts owing from the Job Payment that is provided to Job Service Provider.

(d) App Fee

The App Fee will be based on the App Fee rate and other details relating thereto as set by Company current at the time when the Job occurs, and may include service fees (the "Service Fee"), applicable taxes, and other fees for use of the App and management of payment for Jobs by us under this Agreement. The App Fees shall be set out on https://oncallable.com/en-ca/policy/fee as may be amended by the Company from time-to-time. The App Fee, including any Service Fee, is non-refundable, except at the discretion of the Company in relation to any resolution of any disputes for Job Payments as set out in section 5(h). The Customer and Job Service Provider are each responsible for payment of fifty percent (50%) of the App Fee. The Job Service Provider's portion of the App Fee (the "Job Service Provider App Fee") will be deducted from the Job Payment, as set out in section 5(c)(ii). The Customer's portion of the App Fee (the "Customer App Fee") will be owed with as part of the Job Fee payment. The App Fee will be disbursed to Company upon confirmation by the Customer that the Job has been completed.

(e) Discounts or Reductions

Should any discounts or reductions be applicable to any Job Fee, such discounts or reductions shall be applied to the Job Fee, and to any portion thereof that is paid to the Job Service Provider, as applicable. As one possible example, loyalty program credits may be applied to reduce the Job Fee.

(f) Suspension

If you fail to make any payment when due, whether once or multiple times, engage in activities that cause disruption for the App or the Company, or otherwise abuse the App, without limiting Company's other rights and remedies, Company may suspend your access to any portion or all of the App until such amounts are paid in full, or such activities are remedied, and/or may deactivate your App Account and access to the App. Company reserves all rights to pursue all actions, including actions, claims, damages and other remedies available at law or equity, to pursue and obtain fees and other amounts owing to it.

(g) Taxes

All User Set Fees and App Fees payable by Customers are exclusive of taxes and similar assessments, which will be charged in addition to said other amounts. The Job Fee may include certain taxes, and the Job Payment may remit some taxes to Job Service Provider. All Users are responsible for all applicable taxes, including any harmonized sales tax (HST), goods and services tax (GST), provincial sales tax (PST), use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, provincial, territorial or local governmental, or regulatory authority on any amounts payable under this EULA. We do not have any responsibility or liability for any User's personal or professional tax obligations whatsoever.

(h) Fee Disputes

Company may assist with disputes between any Customer and Job Service Provider relating to Job Fee, excepting any dispute relating to any taxes included in any Job Fees, in accordance with the following:

  • (i) In the event that a Customer disputes that any Job was performed and completed in accordance with applicable Service Agreement, or any User disputes any Job Fees owing by the Customer or owed to the Job Service Provider, such User should, where reasonably feasible, attempt to resolve the issue with the other User (namely, the Customer or Job Service Provider, as applicable) involved in the Job.
  • (ii) Should the Customer and Job Service Provider be unable to reach a settlement to any such dispute, information and details relating to the dispute should be provided to Company (the "Dispute Resolution Request"), and Customer and Job Service Provider hereby agree that upon receipt thereof Company shall determine the dispute resolution relating to the Job Fees owing and any distribution thereof in its sole discretion.
  • (iii) Customer and Job Service Provider agree to promptly and fully comply with all requests for information from Company relating to the Dispute Resolution Request and process thereafter, including requests for images, discussions, written descriptions, and other information, and Company may further review information relating to the Dispute Resolution Request available in the App, such as Posts, Chats, User Data, images, and other data available via the App.
  • (iv) No Job Fee or any portion thereof will be distributed to either the Customer or the Job Service Provider until the dispute resolution review is completed, as determined by Company. No App Fee will be returned to either Customer or Job Service Provider in any event, except in accordance with section 3(h)(vi).
  • (v) After reviewing the Dispute Resolution Request and other related information, Company shall distribute any portion of the Job Payment between the Customer and Job Service Provider in a commercially reasonable manner in light of such review. Such distribution may be via the PSP, and if so Customer will be required to provide details for a payment method to the PSP for such distribution to the Customer before such distribution will be provided to the Customer.
  • (vi) If the Job was not commenced at all after it was scheduled and there is no requirement for a review of materials sent with, or relating to, a Dispute Resolution Request, Company may refund to Customer the Service Fee along with the User Set Fee and taxes included in the Job Fee. If the Job was commenced the Service Fee will not be refunded to the Customer. Such refund may be via the PSP, and if so Customer will be required to provide details for a payment method to the PSP for such refund to the Customer before such refund will be provided to the Customer.
  • (vii) The dispute resolution shall not relate to any amounts owing by or to Customer or Job Service Provider beyond the Job Payment, or any other issue relating to the Job, and you hereby agree and confirm that Company has no liability or responsibility to you beyond the dispute resolution set out in this section and other obligations of Company expressly set out in this EULA, which are limited to obligations for facilitating payments for Jobs. You acknowledge and agree that you are not limited from pursuing legal remedies directly against other Users in relation to Jobs or other disputes between Users, and the Company shall have no role, liability or responsibility for any such pursuit.

(i) Prices Policy

To the extent permitted by applicable law, the prices quoted by a Job Service Provider or in a Job Listing may be revised by the Job Service Provider subsequent to accepting an Order in the event of any occurrence affecting delivery caused by government action, variation in customs duties, increased shipping charges, higher foreign exchange costs and any other matter beyond the control of the Job Service Provider. In that event, You will be notified of the revised prices, and have the right to cancel your Order.

7. Intellectual Property Ownership; Feedback

(a) Company IP

You acknowledge that Company owns all right, title, and interest in and to the App, including all intellectual property and rights therein and relating thereto, as well as other Company intellectual property (collectively the "Company IP"). Except for the limited licensed rights expressly granted to you under this EULA, nothing in this EULA grants, by implication, waiver, estoppel, or otherwise, to you, any other User or any third-party any right, title, or interest in or to any Company IP. For clarity, the App may provide access to content that is licensed to Company by other Users or other third parties, and such content shall be protected as Company IP, in accordance with the terms of this EULA. You are responsible for reporting to Company in a timely manner any infringement or threat of infringement of the App or any other Company IP. Company shall have the sole right to pursue any action relating to any such infringement, at its sole discretion.

(b) Feedback

You may at your discretion provide Company with information (e.g., in Posts, Chats, User Data, and other content you provide via the App, or as comments, questions, information, notices (e.g., of bugs in the App or other notices), ideas, know-how, concepts, techniques, etc.), feedback relating to the App, or suggestions or recommendations for changes (e.g., new App features or functionality, etc.) relating to the App (collectively "Feedback"). Company is free to use, or not to use, such Feedback at its sole discretion, irrespective of any other obligation or limitation governing such Feedback. You hereby assign to Company all present and future right, title, and interest in all Feedback and all intellectual property therein and relating thereto, and waive all moral rights therein. You agree that you are not entitled to any attribution or compensation relating to the Feedback or any related intellectual property, or results of the use thereof, whatsoever.

By using the App, you grant Company, its Third-Party Service Providers, and their current or future parents, subsidiaries, successor and assigns, as well as any other entity under common control or ownership of the foregoing, a royalty-free, perpetual, irrevocable, non-exclusive right and license to reproduce, modify, translate, publish, create derivative works from, distribute, transmit, perform, edit, reformat, display and otherwise use, including for advertising and marketing purposes, all User Data, and any portion thereof, worldwide, in any format, media, or technology now known or later developed. You hereby acknowledge that Company owes no obligation of confidentiality, attribution, consideration or other compensation, or approval to you relating to User Data, except any confidentiality that is in accordance with applicable privacy laws.

You hereby waive any right to enforce any intellectual property or proprietary right against Company or its parent, affiliates, and subsidiaries, including but not limited to as a result of or on the basis of any use or exploitation of any User Data, including any incorporation of any User Data into any Company product or service.

8. Third-Party Service Providers and External Content

The Company may engage one or more Third-Party Service Providers, including but not limited to PSP, to assist with the App or activities relating to the App (each a "Third-Party Service Provider"). The App may further incorporate or link to third-party webpage, software, platform, information or intellectual property that is integrated in, or linked to, the App, in any form whatsoever (collectively "External Content").

Company does not control or endorse, and is not responsible or liable for any Third-Party Service Provider or External Content. Company is not responsible for verifying the truth or accuracy of, or reviewing any External Content. Services of Third-Party Service Providers and External Content will be subject to the terms and policies of the Third-Party Service Provider or External Content provider, as applicable, and by using the App you agree to such terms and policies and acknowledge that you are responsible for reading and compliance with all such terms and policies. Company is not responsible for the availability of services of Third-Party Service Providers or External Content, and all uses thereof by you is solely at your own risk. All statements and/or opinions expressed in any External Content or by any Third-Party Service Provider are solely the opinions and the responsibility of the person or entity providing those statements or opinions. Such statements and opinions do not necessarily reflect the opinion of Company and Company has not responsibilities or liabilities relating thereto. By using the App, you expressly release Company from any and all liability arising from your use of any External Content or services of a Third-Party Service Provider.

If you consider any External Content to be unlawful you shall promptly report such External Content in writing to Company. Company may remove links to External Content it deems unlawful from the App.

9. Your Representations

In addition to other representations and warranties that you provide in this EULA, you represent and warrant that:

  • you will, at all times, provide true, accurate, current, and complete User Data and other information and will have all necessary rights, permission(s), consents and authority for such provision of User Data and other information, via or to the App;
  • you will not to provide any User Data or other information or content that contains, or otherwise expose the App to, any viruses, Trojan horses or tools that have the effect of compromising the security of or otherwise negatively affecting, the App, other Users or any links, websites or third parties;
  • the User Data and other information or content provided by or on behalf of you does not and shall not infringe any third-party rights, including but not limited to any intellectual property, privacy, confidentiality, or data security rights;
  • all access to the App by you is made solely of your own volition and at your sole risk, and you will use the App solely in compliance with this EULA and all applicable laws, rules, and regulations, and you bear all risks and responsibilities for such use and compliance.

10. Enforcement

Company may engage in, but is not responsible for, screening, policing, editing, or monitoring your use of the App, and you agree to use reasonable discretion and caution in access to and use of the App. If you violate this EULA, a Service Agreement or Company IP, or misuse the App, Company may, in its sole discretion, take whatever action is necessary to protect Company's legal or equitable rights, or otherwise enforce this EULA. Company may moderate disagreements with you relating to any such violation or misuse of the App, but shall only do so at Company's sole discretion. Company shall apply reasonable efforts to watermark any information uploaded by you, and whether or not such uploads are watermarked, the uploads are the property of Company, and shall only be used by you in compliance with this EULA. Company will cooperate with law enforcement in relation to the App and this EULA.

11. User Data Permissions & Consents

By using the App, you hereby consent to and authorize the collection, use, reproduction, hosting, transmission, disclosure and other handling of all User Data, including your personal information, by Company or its Third-Party Service Providers, as required for the App, fee processing, and otherwise in compliance with the Company's Privacy Policy.

You acknowledge that User Data, including personal information, may be transferred inter-provincially or to foreign jurisdictions, where it will be handled and treated in accordance with the laws application in the province or foreign jurisdiction to which it is transferred, and you hereby consent to such transfer(s).

12. Security

Notwithstanding that we apply security measures to the App, there is no guarantee that information or personal information on or related to the App, or submissions to the App, or that is transmitted through the Internet, will be maintained as confidential and secure. Company assumes no liability or responsibility therefor.

13. Warranty Disclaimer

ALL USE OF THE APP IS AT YOUR SOLE RISK. IN ADDITION TO ALL OTHER DISCLAIMERS AND LIMITATIONS OF COMPANY'S LIABILITIES SET OUT IN THIS EULA THE COMPANY HEREBY CONFIRMS THAT THE APP IS PROVIDED "AS IS" AND COMPANY HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. COMPANY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM ACCESS AND USAGE OF THE APP. COMPANY MAKES NO WARRANTY OF ANY KIND THAT THE APP WILL MEET YOUR OR ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE. COMPANY MAKES NO, AND EXPRESSLY DISCLAIMS (TO THE EXTENT PERMITTED BY LAW) ALL REPRESENTATIONS AND WARRANTIES AS TO THE APP.

COMPANY IS NOT RESPONSIBLE OR LIABLE FOR IN ANY MANNER WHATSOEVER AND MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER IN RELATION TO ANY JOBS, SERVICES OR INFORMATION PROVIDED ON, THROUGH OR IN CONNECTION WITH USE OF THE APP, INCLUDING ANY SERVICES OR INFORMATION PROVIDED BY THIRD-PARTY SERVICE PROVIDERS OR JOB SERVICE PROVIDERS VIA OR IN RELATION TO THE APP.

14. Indemnity

You hereby agree at all times to indemnify, defend and hold harmless Company, its agents, suppliers, affiliates, third parties engaged by Company, third parties that assist Company, and their respective parent companies, directors and employees against all actions, proceedings, costs, claims, damages, demands, liabilities and expenses whatsoever (including legal and other fees and disbursements) sustained, incurred or paid by Company directly or indirectly in respect of or arising from: (i) your use or misuse of the App, (ii) any User Data or Posts, Chats, other images, content or information that you provide to, in relation to, or post within, the App, including but not limited to any relating to any Dispute Resolution Request, (iii) any breach by you of any term of this EULA or applicable law; (iv) your negligence or wilful misconduct; and (v) any of the foregoing by any Job Service Provider Assistant, entity or other person related to you.

15. Limitations of Liability

IN NO EVENT WILL COMPANY BE LIABLE UNDER OR IN CONNECTION WITH THIS EULA UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, AGGRAVATED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE, OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL COMPANY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS EULA UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE APP FEES PAID BY YOU TO COMPANY IN THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE.

16. No Liability or Responsibility

IN ADDITION TO OTHER PROVISIONS IN THIS EULA, COMPANY IS NOT AND SHALL NOT BE LIABLE OR BEAR ANY RESPONSIBILITY FOR:

  • ANY DAMAGES CAUSED TO YOUR PERSONAL EQUIPMENT OR THE EQUIPMENT OF ANY OTHER PERSON RELATING IN ANY MANNER TO ACCESS TO OR USE OF THE APP OR IN RELATION TO JOBS, OR TO OTHER SERVICES ARRANGED THROUGH OR RELATING TO USE OF THE APP;
  • ANY BUGS IN THE APP, OR ANY OTHER ISSUES EXPERIENCED OR IDENTIFIED DURING USE OF THE APP, EVEN IF THE APP IS RENDERED INACCESSIBLE OR UNUSABLE AS A RESULT THEREOF, AND COMPANY BEARS NO RESPONSIBILITY TO FIX BUGS IN, OR UPDATE OR UPGRADE, THE APP AT ANY TIME; OR
  • ANY UNEXPECTED OUTCOME RELATING TO THE APP OR TO SERVICES ARRANGED USING THE APP, INCLUDING ANY NEGATIVE OUTCOMES.

17. Remedies

IF YOU ARE DISSATISFIED WITH ANY OF THE CONTENT, DATA, MATERIALS, OTHER INFORMATION, POSTS, CHATS, BIDS, DISPUTE RESOLUTION, SERVICES OR JOBS AVAILABLE THROUGH THE APP, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE APP. THIS LIMITATION APPLIES EVEN IF YOUR REMEDIES UNDER THE EULA FAIL OF THEIR ESSENTIAL PURPOSE.

18. Term and Termination

(a) Term

The term of this EULA extends until it is terminated in accordance with the terms of this EULA.

(b) Termination

In addition to any other express termination right set forth in this EULA, Company may terminate this EULA: (i) effective on written notice to you, at Company's discretion; (ii) immediately if you breach any of your obligations or any term of this EULA, including but not limited to your representations and warranties under this EULA; or (iii) if you stop using the App or you or the Company deactivates your App Account. You may terminate this EULA by deactivating your App Account, excepting that you may not terminate this Agreement while any Service Agreement is in effect. Termination of this EULA shall not absolve you in any manner of any obligations or liabilities that you bear under this EULA.

(c) Effect of Expiration or Termination

Upon expiration or earlier termination of this EULA, you shall immediately: (i) discontinue use of the App; and (ii) pay all outstanding unpaid fees and other amounts owing under this EULA.

(d) Survival

Sections 1(f)-(h), 2(a)(i)-(iii), 2(b)-(c), 2(d)(ii), 3, 4(b), 4(d)(v), 5(a)-(c), 5(e)-(f), 6, 7(b), 8-16, 17(c)-(d) and 18-19, as well as other sections of this EULA that by their nature survive termination or expiration, shall survive termination and expiration of this EULA.

19. Compliance with Investigation

Company will cooperate with any investigation by any federal, provincial, or local body or any court or tribunal legitimately exercising its rights. Such cooperation may occur without any notice being provided to you and may involve disclosure of your User Data, including personal information. You hereby consent to such disclosure of your User Data.

20. Miscellaneous

(a) Entire EULA

This EULA, together with any other documents incorporated herein by reference and all related Exhibits, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this EULA and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.

(b) Amendments and Modifications

Amendment or modification of this EULA may be made by Company and shall be effective immediately thereafter.

(c) Waiver

Except as otherwise set forth in this EULA, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this EULA will operate or be construed as a waiver thereof, and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

(d) Severability

If any provision of this EULA is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this EULA or invalidate or render unenforceable such term or provision in any other jurisdiction.

(e) Governing Law

This EULA shall be construed and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. You hereby: (i) irrevocably and unconditionally attorn and submit to the non-exclusive jurisdiction of the courts of Toronto, Ontario with respect to any legal action or proceeding relating to this EULA.

(f) Assignment

You may not assign any of your rights or delegate any of your obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Company. Any delegation contrary to this section shall be deemed null and void. This EULA is binding upon and inures to the benefit of the Parties and their respective permitted successors and assigns.

(g) Equitable Relief

You acknowledge and agree upon a breach or threatened breach by you of any of your obligations under this EULA Company will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity or otherwise.

Contact Us

If you have any questions about the App or this EULA, please contact Company at the following email address: info+support@oncallable.com

© ONCALLABLE CORPORATION, operating as OnCallable, 2025.