Service Provider Terms and Conditions

Last Updated: March 25, 2026

These Service Provider Terms and Conditions (these "Provider Terms") govern your engagement with EasyBear as a Subcontractor and form a binding agreement between your business entity ("Subcontractor", "you") and EasyBear, Inc. ("EasyBear", "Company", "we", "us"). Company engages only duly formed business entities (LLC, corporation, or equivalent) as Subcontractors.

PLEASE READ CAREFULLY. These Provider Terms contain an arbitration agreement and a class action waiver in Section 21.

1. Engagement; Independent Contractor Relationship

You are engaged by EasyBear as an independent licensed subcontractor to perform appliance repair, diagnostic, installation, and maintenance services ("Services") for customers ("Customers") facilitated through the EasyBear platform (the "Platform").

You are an independent business entity. You are a duly formed limited liability company, corporation, or equivalent business entity. You are not an employee, agent, partner, joint venturer, or fiduciary of Company. This is a business-to-business contract between two independently established entities. You control the manner, methods, means, tools, and sequence of performing Services. Company does not direct how you perform repairs.

You independently determine your geographic service areas (by selecting zip codes), your availability schedule, and the number of Assignments to accept. You are free to accept, decline, or cancel Assignments in your sole discretion, without penalty or reduction in future Assignment availability. Acceptance rate is not a factor in Assignment distribution.

You may send a qualified substitute to perform any accepted Assignment, provided the substitute holds required licenses and insurance.

Nothing in these Provider Terms obligates Company to provide any minimum volume of work, and Company makes no guarantees of demand, bookings, or revenue.

2. Service Delivery; Payment Collection

2.1 Service Model

Company is a licensed appliance repair service company (BHGS Registration ##51322). Company contracts with Customers and subcontracts specific repair assignments ("Assignments") to independently licensed subcontractors like you.

You perform Services using your own tools, equipment, vehicle, and professional expertise. You determine the methods, techniques, and approach for each repair.

2.2 Independent Pricing

You independently evaluate each Assignment at the Customer's location and prepare a repair estimate ("Estimate") in your sole discretion. You determine all pricing, including diagnostic fees, labor charges, and parts costs. Company does not set, approve, suggest, or constrain your pricing in any way. Customer accepts or declines the Estimate directly. You must obtain Customer consent before performing work beyond the initially agreed scope or price.

2.3 Payment Collection Agent

You appoint Company as your limited payment collection agent solely for the purpose of accepting payments from Customers on your behalf through Company's payment processor. Customer payment to Company (or its payment processor) satisfies Customer's payment obligation to you for the amount paid.

2.4 Invoice Settlement

Each completed Assignment generates an invoice from you to Company. Company settles your invoices according to the payment terms in your Subcontractor Agreement.

2.5 Profit and Loss

You bear all economic risk of your business operations, including costs of tools, parts, vehicle, fuel, insurance, licensing, re-repair costs for warranty claims, risk of non-payment or chargebacks, and travel expenses. You have the opportunity for profit through efficient operations, competitive pricing, reputation building, and volume of work accepted.

3. Professional Standards

3.1 Identification

When performing Assignments, you may use an optional platform verification credential for Customer verification purposes. You provide your own work attire and transportation.

3.2 Professional Conduct

You shall perform Services in a professional, workmanlike manner consistent with industry standards. You shall communicate courteously with Customers, protect Customer property, and keep work areas clean and safe.

4. Eligibility; Onboarding; Truthfulness

You represent that you are legally permitted to provide Services in each jurisdiction where you operate and that you will provide accurate information during onboarding.

You must not impersonate another person, misrepresent licensing or insurance status, or use deceptive marketing claims.

5. Licensing, Insurance, and Verification

5.1 Required Credentials

As a condition of performing Services through the Platform, you must obtain and maintain at your own expense:

Valid BHGS Appliance Service Dealer registration;
City/county business license(s) for each jurisdiction where you operate;
CSLB license (if performing work exceeding applicable licensing thresholds);
Commercial general liability insurance with minimum coverage of $1,000,000 per occurrence and $2,000,000 aggregate, naming Company as additional insured;
Automotive liability insurance with minimum coverage of $1,000,000 combined single limit (if using a vehicle for Assignments);
Workers' compensation insurance at statutory limits (if you have employees);
All other licenses and permits required by applicable law.

You must provide current certificates of insurance upon request. Lapsed insurance coverage is grounds for immediate suspension of Platform access.

5.2 Ongoing Compliance

You must promptly notify Company of any changes to your licensing, insurance, or legal status. Failure to maintain required credentials is grounds for immediate suspension.

5.3 Quality Monitoring and Tiers

Company may monitor outcome-based quality metrics, including Customer feedback, completion rates, and warranty claim rates. These metrics are used to generate customer-visible quality indicators and measure results and Customer satisfaction, not methods, hours, or volume of work. Acceptance rate is not a factor in quality metric calculations or Assignment distribution.

You may cancel any accepted Assignment at any time. Customers may provide feedback on their experience, including the impact of cancellations. Company does not penalize cancellations directly; Customer feedback is the natural consequence of Customer experience.

Company may provide optional industry updates and technical bulletins. Use of these resources is voluntary. You are responsible for maintaining your own professional competence and licensure.

6. Compliance; Safety; Customer Property; Data

You are solely responsible for compliance with all applicable laws, safety standards, and trade regulations.

You must:

Follow safe work practices and obtain required permits;
Obtain Customer approval before additional work or price changes;
Protect Customer property and exercise due care;
Keep work areas clean and safe; and
Use Customer data only to perform Services and for no other purpose.

You may communicate with Customers through Platform tools. Company may monitor communications for trust & safety, fraud prevention, and dispute resolution.

7. Insurance; Claims; Risk Allocation

7.1 Required Insurance

You must maintain at your own expense all insurance described in Section 5.1, plus any additional insurance Company reasonably requires based on risk signals, claim history, or service requirements.

7.2 Proof; Lapse

Upon request, you must provide certificates of insurance and other proof of coverage. Failure to maintain required insurance is grounds for immediate suspension.

7.3 Additional Insured

You agree to name Company as additional insured on your commercial general liability policy and to provide waiver of subrogation where available. Proof of additional insured status must be provided upon request.

8. Compensation; Fees

8.1 Invoice Settlement

Company will settle your invoices (amounts collected less Company Fees and authorized deductions) according to the payment terms set forth in your Subcontractor Agreement, which may change with notice. Company may require you to maintain a connected payment account.

8.2 Deductions and Offsets

Company may deduct or offset from your invoice settlements:

Company Fees (Section 9);
Refunds, credits, or adjustments (Section 10);
Chargebacks, disputes, and associated fees;
Taxes withheld if required by law; and
Other amounts you owe Company under these Provider Terms.

9. Company Fees; Fee Adjustment; No Revenue Guarantees

9.1 Company Fees (Revenue Share)

Company charges a revenue share fee calculated as a percentage of your gross collected revenue per completed Assignment. Initial rates are set forth in your Subcontractor Agreement (Schedule A). The fee compensates Company for customer acquisition, platform access, payment processing, brand licensing, and warranty administration.

9.2 Fee Range

The revenue share fee may range from five percent (5%) to fifty percent (50%) for labor and from five percent (5%) to fifty percent (50%) for parts. Specific rates within this range are determined by promotions, seasonal factors, performance tiers, service categories, and business conditions.

9.3 Fee Adjustment

Company may adjust the revenue share fee within the range specified in Section 9.2 by providing Subcontractor with thirty (30) calendar days' prior written notice (email to Subcontractor's registered email address constitutes written notice). No amendment or re-execution of this Agreement is required for fee adjustments within the stated range. Adjusted rates take effect on the date stated in the notice, which shall be no sooner than thirty (30) days after the notice date.

Adjustments shall not exceed a ten (10) percentage-point increase per rate component in any twelve (12) month period.

If Subcontractor does not agree with the adjusted rate, Subcontractor may terminate this Agreement per Section 16 at any time before or after the adjustment takes effect.

9.4 Express Authorization

You expressly authorize Company to collect fees by deducting from your compensation or by other lawful means.

9.5 No Revenue Guarantees

Company does not guarantee job volume or revenue. Any revenue examples are illustrative only and may not reflect typical results.

10. Refunds; Chargebacks; Warranty

You acknowledge that EasyBear offers Customers a 90-day workmanship warranty. You agree to participate in the warranty program as described in your Subcontractor Agreement. If a warranty claim arises:

Company may offer you the opportunity to perform a re-repair;
If re-repair is not feasible or you decline, Company may assign the re-repair to another subcontractor; and
Company may recover associated costs from your compensation per Section 8.2.

You authorize Company to issue refunds, credits, or adjustments to Customers and to recover such amounts per Section 8.2.

11. Reserves; Holds; Risk Controls

To protect Customers and Platform integrity, Company may place reserves, delay payments, require additional verification, limit access, or suspend your engagement based on factors such as refund/chargeback rates, complaint volume, safety risks, fraud signals, or compliance concerns.

12. Taxes; 1099; Business Records

You are solely responsible for all taxes related to your revenue and Services. Company will issue IRS Form 1099-NEC annually as required by law. You must provide a completed IRS Form W-9 (with your business entity's EIN) prior to receiving invoice settlements.

You will maintain accurate business records sufficient to respond to disputes and chargebacks and provide them upon request.

13. Non-Exclusivity; Subcontracting

13.1 Non-Exclusivity

This engagement is non-exclusive. You may provide services through other platforms, companies, or directly to your own customers. You represent that you currently provide, or actively seek to provide, services to clients other than Company.

13.2 Substitution and Subcontracting

You may send a qualified substitute to perform any accepted Assignment, provided the substitute holds required licenses and insurance. You are not required to obtain Company's prior approval, though the substitute's credentials must be on file with the Platform. You may also hire employees or assistants at your own expense. You are responsible for all acts, omissions, compensation, and tax obligations of your substitutes, employees, and assistants.

14. Intellectual Property; Brand License

Company owns the Platform and all related intellectual property. You are granted a limited, non-exclusive, revocable license to use EasyBear branding (identification badge, digital profile) solely in connection with performing Assignments. This license terminates upon termination of your engagement.

You must not use EasyBear branding in a way that suggests employment or agency beyond the scope of this Agreement.

15. Confidentiality; Data Security; Trade Secrets

15.1 Proprietary Information

Customer lists, pricing data, service history, booking patterns, internal procedures, business methods, platform architecture, AI-driven systems and algorithms, automation workflows, scheduling and dispatch logic, customer communication tools, and any information marked or reasonably understood to be confidential, obtained through the Platform are proprietary trade secrets of Company ("Confidential Information"). Subcontractor shall not use Confidential Information for any purpose other than performing Services and shall not use Confidential Information to establish, operate, or assist any competing service. Subcontractor shall protect Confidential Information using reasonable safeguards consistent with applicable privacy laws. Nothing in this Section prevents Subcontractor from using general skills, knowledge, training, and experience in future engagements, including with competitors of Company.

15.2 Platform Data Ownership

All Customer relationships, contact information, and service data generated through the Platform are owned by Company. Subcontractor acquires no ownership rights in Platform data.

15.3 Post-Termination Obligations

Within fourteen (14) days of termination, Subcontractor shall permanently delete all Confidential Information, including Customer contact information, from all devices and systems. Subcontractor shall certify deletion in writing upon Company's request.

15.3a Device Data Deletion

Within fourteen (14) days of termination, Subcontractor shall permanently delete all Company data — including cached, downloaded, or locally stored information — from all personal and business devices. Copies retained solely in automated backup systems shall be destroyed in the ordinary course of backup rotation, and confidentiality obligations continue to apply to such copies until destruction. Subcontractor shall certify such deletion in writing upon Company's request.

15.4 Liquidated Damages

Subcontractor agrees that unauthorized use, disclosure, or retention of Confidential Information causes harm difficult to quantify. Subcontractor shall pay $5,000 per incident as liquidated damages, not as a penalty, in addition to any other remedies available to Company at law or in equity.

15.5 Survival

This Section survives termination of this Agreement.

15.6 Prohibition on Use of Customer Data

Subcontractor shall not use Customer Data obtained through the Platform — including customer identities, contact information, service history, equipment details, and pricing history — to directly or indirectly market, advertise, or offer competing appliance repair services to any Customer of Company. This prohibition applies during the term and for twelve (12) months following termination. This restriction protects Company's trade secrets and does not prevent Subcontractor from engaging in any lawful business or serving customers obtained through independent means.

16. Customer Diversion Prohibition

16.1 Prohibited Conduct

During the term of this engagement and for twelve (12) months following termination, you shall not:

(a) Cancel, modify, or interfere with any Assignment dispatched through the Platform for the purpose of performing the same or similar services for the same Customer outside the Platform;

(b) Collect or attempt to collect payment directly from any Customer for services that were dispatched, offered, or facilitated through the Platform;

(c) Offer, advertise, or provide appliance repair or related services to any Customer whose identity, contact information, or service needs were obtained through the Platform, except through the Platform;

(d) Misrepresent to any Customer that Company has cancelled, is unable to perform, or has declined an Assignment;

(e) Use any dispatch information, Customer data, scheduling details, or other Platform information to divert or attempt to divert business from Company.

16.2 Liquidated Damages

You agree that each instance of Prohibited Conduct under Section 16.1 causes Company harm that is difficult to quantify precisely, including but not limited to: lost profit on the diverted Assignment (estimated average ~$300); loss of Customer lifetime value from repeat service (estimated average ~$1,200); Customer acquisition costs already incurred (estimated average ~$250); reputational harm to Company's brand and Customer trust (estimated ~$500); and investigation, rescheduling, and administrative costs (estimated ~$200). You agree that Five Thousand Dollars ($5,000) per incident is a reasonable estimate of Company's anticipated damages and is not a penalty, pursuant to California Civil Code §1671(b).

16.3 Disgorgement

In addition to liquidated damages, you shall disgorge and pay to Company all revenue received from any Customer as a result of Prohibited Conduct, including amounts collected for labor, parts, diagnostic fees, and any other charges. Company may offset disgorgement amounts against any invoice settlements owed to you under Section 8.2.

16.4 Injunctive Relief

You acknowledge that Prohibited Conduct would cause irreparable harm to Company for which monetary damages alone would be inadequate. Company shall be entitled to seek temporary and permanent injunctive relief without the necessity of posting a bond or proving actual damages.

16.5 Criminal Liability Notice

IMPORTANT NOTICE: You acknowledge and understand that diversion of Company-dispatched work and unauthorized collection of payments belonging to Company may constitute criminal conduct under California law, including but not limited to:

California Penal Code §§503–515 — Embezzlement (fraudulent appropriation of property entrusted to another; grand theft over $950 punishable by up to 3 years imprisonment);
California Penal Code §532 — Theft by False Pretenses (obtaining money or property through false representations);
California Business & Professions Code §17200 — Unfair Competition Law (unlawful, unfair, or fraudulent business practices);
California Business & Professions Code §9841 — Performing appliance service without required BHGS registration.

Company reserves all rights to refer violations to appropriate law enforcement and regulatory authorities.

16.6 Cumulative Remedies

The remedies in this Section 16 are cumulative and in addition to any other remedies available to Company at law or in equity, including indemnification under Section 18 and confidentiality protections under Section 15.

16.7 Survival

This Section 16 survives termination of this engagement.

17. Suspension; Termination

17.1 Termination Without Cause

Either Party may terminate this engagement at any time with fourteen (14) days' written notice.

17.2 Immediate Suspension

Company may suspend your access to the Platform immediately for: safety concerns, verified fraud, loss of required licenses or insurance, violation of law, or material breach of these Provider Terms.

17.3 Right to Cure

Where appropriate, Company will provide written notice of the basis for suspension and a reasonable opportunity to cure (not less than ten (10) days, except for safety or fraud concerns).

18. Indemnification

You agree to indemnify, defend, and hold harmless Company, its affiliates, and their officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, penalties, fines, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your Services; (b) your breach of these Provider Terms; (c) your violation of law; (d) disputes between you and any Customer; (e) your failure to maintain required insurance or credentials; (f) any refund/chargeback/dispute relating to your Services; (g) any injury, death, or property damage arising from your Services; and (h) your employees, helpers, or sub-subcontractors.

Company agrees to cooperate in good faith in the defense of any such claims.

19. Disclaimers (Digital Tools)

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES REGARDING THE PLATFORM, EXPRESS OR IMPLIED.

Company does not guarantee demand, bookings, revenue, or that any Customer will pay or will not dispute charges.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY'S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE PLATFORM OR THESE PROVIDER TERMS WILL NOT EXCEED THE TOTAL INVOICE SETTLEMENTS PAID TO YOU BY COMPANY IN THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

21. Dispute Resolution; Arbitration; Class Action Waiver

21.1 Informal Resolution

Before initiating arbitration, you agree to contact Company to attempt informal resolution by emailing legal@easybear-appliancerepair.com. The Parties shall negotiate in good faith for thirty (30) days.

21.2 Binding Arbitration; FAA

Any dispute arising out of or relating to these Provider Terms will be resolved by binding arbitration administered by the AAA under its Commercial Arbitration Rules. The FAA governs interpretation and enforcement.

21.3 Exceptions

The following are excluded from arbitration: (a) representative claims under the California Private Attorneys General Act (PAGA); (b) claims arising solely under the Freelance Worker Protection Act (SB 988, Labor Code §2778 et seq.); and (c) claims within the jurisdiction of a small claims court.

21.4 Arbitration Costs

Company shall pay all AAA filing fees and arbitrator compensation. Each Party bears its own attorneys' fees unless the arbitrator awards fees to the prevailing party.

21.5 Delegation Clause

The arbitrator shall have exclusive authority to resolve any dispute relating to interpretation, applicability, enforceability, or formation of this arbitration agreement.

21.6 Class Action Waiver

YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING.

21.7 Opt-Out

You may opt out by emailing legal@easybear-appliancerepair.com within 30 days of first accepting these Provider Terms.

22. Governing Law; Miscellaneous

To the extent permitted and not preempted by the FAA, California law governs these Provider Terms.

If any provision is unenforceable, the remainder remains in effect.

23. Contact

EasyBear, Inc. (a Delaware corporation) Email: support@easybear-appliancerepair.com Legal: legal@easybear-appliancerepair.com Privacy: privacy@easybear-appliancerepair.com Provider Support: providers@easybear-appliancerepair.com DMCA: dmca@easybear-appliancerepair.com Address: 747 46th Avenue, San Francisco, CA 94121