Legal

Terms of Service

Effective date: April 19, 2026

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and HelpWin LLC ("HelpWin," "we," "us," or "our"), an Ohio limited liability company, governing your access to and use of the HelpWin platform, including our website builder, hosting services, booking system, SMS notifications, business dashboard, and all related tools and services (collectively, the "Platform"). Please read these Terms carefully before using the Platform.

1. Acceptance of Terms

By creating an account, accessing, or using any part of the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you are using the Platform on behalf of a business or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

If you do not agree to these Terms, you must not access or use the Platform.

We may update these Terms from time to time. For material changes, we will provide at least thirty (30) days' advance notice via email to the address associated with your account and by posting the revised Terms on this page with an updated effective date. Your continued use of the Platform after the effective date of any revised Terms constitutes your acceptance of the changes.

2. Service Description

HelpWin is a business-to-business (B2B) software-as-a-service (SaaS) platform designed for small service businesses, including but not limited to auto repair shops, salons, detailing services, and similar trades. The Platform provides the following services:

Website Builder and Hosting. A drag-and-drop website builder and managed hosting for client business websites, deployed on Cloudflare infrastructure.
Online Booking System. An embeddable booking widget that can be integrated into client websites, allowing end-customers to schedule appointments online.
SMS Notifications. Transactional SMS messages sent to end-customers on behalf of the client's business, including appointment confirmations, reminders, and follow-ups.
Business Dashboard. A web-based management dashboard for clients to manage appointments, employees, services, business settings, and customer communications.
Payment Processing Integration. Integration with Square for recurring subscription billing and payment management.
Email Notifications. Transactional email communications related to account activity, bookings, and business operations.

HelpWin reserves the right to modify, update, or discontinue features of the Platform at any time. We will provide reasonable advance notice for any changes that materially affect your use of the Platform.

3. Account Registration and Security

To use the Platform, you must create an account and provide accurate, current, and complete information during the registration process. You agree to update your account information promptly to keep it accurate and current.

3.1 Account Credentials

You are responsible for maintaining the confidentiality of your account credentials, including your password and any employee PINs associated with your account. You agree to notify HelpWin immediately of any unauthorized use of your account or any other breach of security.

3.2 Account Responsibility

You are solely responsible for all activity that occurs under your account, regardless of whether such activity is authorized by you. HelpWin will not be liable for any loss or damage arising from your failure to maintain the security of your account credentials.

3.3 Age Requirement

You must be at least eighteen (18) years of age to create an account and use the Platform. By creating an account, you represent and warrant that you meet this requirement.

4. Subscription and Billing Terms

4.1 Subscription Plans

Access to the Platform requires a paid subscription. Subscription plans, pricing, and included features are described on our website and may be updated from time to time. We will provide at least thirty (30) days' written notice before any price increase takes effect for existing subscribers.

4.2 Billing and Payment

Subscription fees are billed on a monthly recurring basis through Square. By subscribing, you authorize HelpWin to charge your designated payment method on a recurring monthly basis until you cancel. All fees are quoted and charged in United States Dollars (USD).

4.3 Auto-Renewal

Your subscription will automatically renew at the end of each billing cycle unless you cancel before the renewal date. You may cancel your subscription at any time through your business dashboard or by contacting us at admin@helpwin.net.

4.4 Non-Payment and Dunning Process

If a scheduled subscription payment fails, your account enters HelpWin's seven-step graduated dunning process. The schedule below describes when notices are sent and when service restrictions take effect:

Day After Payment Failure	Action
Day 1	Initial notice sent to your account email. No service impact yet. You may update your payment method through your dashboard.
Day 3	Second warning sent. Booking widget remains active.
Day 5	Booking widget and lead forwarding disabled. Hosted website remains publicly accessible.
Day 7	Reactivation offer sent. Booking and lead services remain disabled.
Day 14	Archive warning sent. Hosted website may be set to inactive and removed from public access.
Day 21	Account archived. All services suspended.
Day 60	HelpWin reserves the right to terminate the account entirely if non-payment persists past sixty (60) days from the original failure.

Services are restored upon successful payment of all outstanding balances. If you reactivate after an extended pause, your subscription resumes at the pricing point you had reached at the time of pause; no rollback to first-year pricing applies for repeated cancel-reactivate cycles.

4.5 Refund Policy

Subscription fees are generally non-refundable. If you cancel your subscription, you will retain access to the Platform through the end of your current billing period. No partial refunds will be issued for unused portions of a billing cycle. HelpWin may, at its sole discretion, issue refunds or credits on a case-by-case basis.

5. Acceptable Use Policy

You agree to use the Platform only for lawful purposes and in accordance with these Terms. You shall not, and shall not permit any third party to:

Use the Platform to host, display, transmit, or distribute any content that is illegal, fraudulent, defamatory, obscene, threatening, harassing, or that promotes violence, discrimination, or hate speech.
Upload or transmit any malware, viruses, spyware, or other malicious code through the Platform.
Use the Platform to send unsolicited commercial messages (spam) or to engage in any form of unauthorized bulk communication.
Infringe upon or violate the intellectual property rights, privacy rights, or other rights of any third party.
Attempt to reverse engineer, decompile, disassemble, or otherwise derive the source code of the Platform or any component thereof.
Scrape, crawl, or use automated means to extract data from the Platform without our express written consent.
Abuse, manipulate, or exploit the booking system in a manner that disrupts service for other users or creates false appointments.
Exceed reasonable usage limits or engage in activity that imposes an unreasonable load on the Platform's infrastructure.
Sublicense, resell, or redistribute access to the Platform to third parties without our prior written consent.
Impersonate any person or entity, or misrepresent your affiliation with any person or entity.

HelpWin reserves the right to investigate suspected violations of this Acceptable Use Policy and to take any action we deem appropriate, including suspending or terminating your account and reporting illegal activity to law enforcement authorities.

6. Intellectual Property

6.1 HelpWin Intellectual Property

The Platform, including but not limited to the website builder tool, booking widget code, dashboard interface, templates, design elements, underlying software, APIs, and documentation, is and shall remain the exclusive property of HelpWin LLC. All rights, title, and interest in and to the Platform are reserved by HelpWin.

6.2 Client Content

You retain all ownership rights in the content you create, upload, or provide through the Platform, including your business information, text, images, logos, and other materials ("Client Content"). By using the Platform, you grant HelpWin a limited, non-exclusive, worldwide license to host, display, and transmit your Client Content solely for the purpose of providing the Platform services during the term of your subscription.

6.3 License to Use the Platform

Subject to your compliance with these Terms and payment of applicable subscription fees, HelpWin grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform during the term of your subscription solely for your internal business purposes.

6.4 Data Portability

Upon termination of your subscription, you may request an export of your Client Content and business data. HelpWin will make such data available for export for a period of thirty (30) days following termination, as described in Section 12.

6.5 Portfolio Rights

HelpWin reserves the right to display your website and use your business name in our portfolio, marketing materials, and case studies, unless you opt out in writing.

7. Data Processing and Privacy

7.1 Roles and Responsibilities

With respect to personal data of your end-customers that is processed through the Platform (such as appointment booking information, contact details, and communication records), you are the data controller and HelpWin acts as a data processor. You determine the purposes and means of processing end-customer personal data; HelpWin processes such data only on your behalf and in accordance with your instructions as implemented through the Platform.

7.2 Privacy Policy and Data Processing

Our collection and use of personal information is governed by our Privacy Policy. If you require a formal Data Processing Agreement (DPA), please contact us at admin@helpwin.net.

7.3 Client Privacy Obligations

You are solely responsible for complying with all applicable privacy and data protection laws in connection with the personal data you collect from your end-customers. This includes, but is not limited to, maintaining an appropriate privacy policy on your business website, obtaining necessary consents for data collection, and responding to data subject requests from your end-customers.

8. SMS and Communications

8.1 Transactional SMS

HelpWin sends transactional SMS messages to your end-customers on behalf of your business. These messages include appointment confirmations, reminders, and other communications directly related to scheduled services. Messages are sent using carrier email-to-SMS gateways and, where necessary, third-party SMS providers.

8.2 Client Consent Obligations

You are solely responsible for obtaining and maintaining proper consent from your end-customers to receive SMS communications. Before enabling SMS notifications for any end-customer, you must ensure that the end-customer has provided prior express consent to receive such messages in compliance with the Telephone Consumer Protection Act (TCPA), applicable Federal Communications Commission (FCC) regulations, and any other applicable federal or state laws.

8.3 TCPA Compliance

You acknowledge and agree that:

You are responsible for maintaining records of end-customer consent to receive SMS messages.
You will promptly honor any end-customer's request to opt out of receiving SMS communications and will update your Platform settings accordingly.
You will not use the Platform to send SMS messages to any person who has not provided valid consent or who has opted out.
You will indemnify and hold HelpWin harmless from any claims, fines, or penalties arising from your failure to obtain or maintain proper consent.

8.4 Email Communications

HelpWin may send you transactional emails related to your account, subscription, and Platform activity. These communications are a necessary part of the service and cannot be opted out of while your account is active.

9. Service Level and Availability

9.1 Uptime Target

HelpWin targets 99.5% uptime for the Platform, measured on a monthly basis, excluding scheduled maintenance windows. This uptime target is a commercially reasonable goal and not a guarantee. The Platform is hosted on Cloudflare infrastructure, and availability is subject to the performance and reliability of underlying third-party infrastructure providers.

9.2 Scheduled Maintenance

HelpWin may perform scheduled maintenance that temporarily affects Platform availability. We will provide reasonable advance notice of scheduled maintenance when practicable, typically via email or dashboard notification.

9.3 No Guarantee

While we strive to provide reliable and uninterrupted service, HelpWin does not guarantee that the Platform will be available at all times or that it will be free from errors, bugs, or interruptions. We shall not be liable for any downtime, data loss, or service degradation resulting from circumstances beyond our reasonable control, including but not limited to third-party service outages, internet connectivity issues, or force majeure events.

10. Client Websites and Content

10.1 Website Hosting

HelpWin hosts client websites on Cloudflare Pages infrastructure as part of the Platform service. Your website will remain publicly accessible for the duration of your active subscription, subject to these Terms.

10.2 Content Responsibility

You are solely responsible for the accuracy, legality, and appropriateness of all content displayed on your website, including business information, pricing, service descriptions, images, and any other materials. HelpWin does not review or endorse Client Content and assumes no liability for any claims arising from your website content.

10.3 Content Removal

HelpWin reserves the right to remove or disable access to any content that, in our sole discretion, violates these Terms, our Acceptable Use Policy, or applicable law. We will make reasonable efforts to notify you before or promptly after removing content, except where prohibited by law or where immediate removal is necessary to prevent harm.

10.4 DMCA Compliance

HelpWin respects the intellectual property rights of others and complies with the Digital Millennium Copyright Act (DMCA). The full takedown procedure, counter-notification process, designated agent contact, and repeat-infringer policy are set out at /dmca. If you believe that content hosted on the Platform infringes your copyright, please follow the procedure described there.

11. Booking System

11.1 Facilitation Only

The HelpWin booking system, including the embeddable booking widget, facilitates the scheduling of appointments between you and your end-customers. HelpWin is not a party to any appointment, service agreement, or transaction between you and your end-customers. We act solely as a technology provider enabling online scheduling.

11.2 No Liability for Appointments

HelpWin is not responsible for and shall have no liability arising from:

No-shows, late arrivals, or cancellations by either you or your end-customers.
Disputes between you and your end-customers regarding services rendered, pricing, quality, or any other matter.
Scheduling conflicts, double-bookings, or errors resulting from incorrect availability settings or system limitations.
Any injury, damage, or loss arising from services performed pursuant to appointments booked through the Platform.

11.3 Booking Data

Appointment data collected through the booking system, including end-customer names, contact information, and appointment details, is stored in the Platform database and is accessible through your business dashboard. You are responsible for the appropriate use and protection of this data in accordance with applicable law.

12. Termination

12.1 Termination by Client

You may terminate your subscription and close your account at any time by providing thirty (30) days' written notice to HelpWin at admin@helpwin.net or through your business dashboard. Termination will take effect at the end of the current billing period following the notice period.

12.2 Termination by HelpWin

HelpWin may terminate or suspend your account:

With notice: For any reason, with thirty (30) days' written notice.
Immediately: For violations of the Acceptable Use Policy, non-payment persisting beyond sixty (60) days, fraudulent activity, or any conduct that poses a threat to the Platform, other users, or HelpWin's reputation.
Immediately, for unauthorized messaging or involuntary data collection: Any use of the Platform to send SMS, email, or other communications to recipients without their proper consent, or to collect personal data from individuals without lawful basis or required disclosures, constitutes a material breach of these Terms and authorizes immediate suspension or termination by HelpWin without prior notice. This includes (without limitation) use of the booking system to harvest contact information for marketing, sending unsolicited promotional SMS through the Platform, or circumventing TCPA, A2P 10DLC, or applicable state privacy law requirements.

12.3 Effect of Termination

Upon termination of your account:

Your access to the business dashboard and Platform features will be revoked.
Your hosted website will be taken offline.
The booking widget will cease to function.
SMS and email notifications will stop.

12.4 Data Retention and Export

Following termination, HelpWin will retain your data for a period of thirty (30) days, during which you may request an export of your business data, including customer records, appointment history, and website content. After this thirty (30) day period, all data associated with your account will be permanently deleted and will not be recoverable.

12.5 Survival

The following sections survive termination of these Terms: Intellectual Property (Section 6), Limitation of Liability (Section 13), Indemnification (Section 14), Dispute Resolution (Section 15), and General Provisions (Section 17).

13. Limitation of Liability

13.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HELPWIN'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS ($100), OR (B) THE TOTAL AMOUNT OF FEES PAID BY YOU TO HELPWIN DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13.2 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HELPWIN BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF HELPWIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.3 Third-Party Services

HelpWin is not liable for any loss, damage, or disruption caused by third-party services integrated with or used by the Platform, including but not limited to Square (payment processing), Twilio and carrier SMS gateways (SMS delivery), Cloudflare (hosting and CDN), Supabase (database), and Resend (email delivery). Your use of these third-party services is subject to their respective terms of service and privacy policies.

13.4 Disclaimer of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. HELPWIN DOES NOT WARRANT THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, OR BE ERROR-FREE.

13.5 Ohio Data Protection Act

HelpWin's data security practices, described in Section 10 of our Privacy Policy, are designed to align with the Center for Internet Security Critical Security Controls (CIS Controls) framework. HelpWin intends to qualify for the affirmative defense provided under the Ohio Data Protection Act, Ohio Revised Code §§1354.01 through 1354.05, in any tort action brought under Ohio law alleging that a failure to implement reasonable information security controls resulted in a data breach concerning personal information. HelpWin reserves all defenses available under the Ohio Data Protection Act and any other applicable law.

13.6 AI Tool Outputs

The Platform may include features powered by artificial intelligence (AI) or machine-learning systems (whether built in-house or provided by third parties), including but not limited to AI-assisted call answering, AI-assisted booking, content suggestions, scheduling optimization, and analytics. Outputs generated by AI features ("AI Outputs") are produced automatically and may contain errors, omissions, or content that does not reflect HelpWin's views.

You agree that AI Outputs require human verification before they are relied upon for any business, legal, medical, financial, or safety-critical decision. AI Outputs do not constitute professional advice, including legal, medical, accounting, tax, financial, or engineering advice. HelpWin does not warrant the accuracy, completeness, or fitness for purpose of any AI Output.

Where the Platform integrates with third-party AI services, those third parties may access input data you submit through the Platform per their own terms of service and privacy policies. HelpWin discloses such integrations in its Sub-Processors page when applicable. HelpWin does not train models on Client Content or end-customer data without your explicit, separately obtained consent.

14. Indemnification

You agree to indemnify, defend, and hold harmless HelpWin LLC, its officers, directors, members, employees, agents, and affiliates from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

Content you upload, create, or display through the Platform, including your website content and business information.
Personal data you collect from your end-customers through the Platform, including any failure to obtain proper consent or comply with applicable privacy laws.
Your use of the Platform in violation of these Terms or applicable law.
Any claims brought by your end-customers arising from your business operations, services, appointments, or communications.
Your violation of any third-party rights, including intellectual property, privacy, or publicity rights.

HelpWin will promptly notify you of any such claim and will reasonably cooperate with your defense, at your expense.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact HelpWin at admin@helpwin.net and attempt to resolve the dispute informally for a period of at least thirty (30) days.

15.2 Binding Arbitration

Subject to the exceptions in Sections 15.3, 15.4, and 15.7, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator. The seat of arbitration shall be Toledo, Ohio. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

15.3 Small Claims Carve-Out

Notwithstanding Section 15.2, either party may bring an individual action in small claims court for any dispute that qualifies for small claims jurisdiction. For matters arising in Ohio, this means the Small Claims Division of the Lucas County Municipal Court for matters at or below the small claims jurisdictional limit (currently six thousand dollars ($6,000)). A party may commence a small claims action without first satisfying the informal resolution period in Section 15.1.

15.4 Fee-Shifting for Smaller Claims

For arbitrations involving a claim or counterclaim of ten thousand dollars ($10,000) or less in total amount in controversy, HelpWin will pay the AAA filing fee, the AAA administrative costs, and the arbitrator's fees. Each party shall bear its own attorneys' fees, except that the arbitrator may award reasonable attorneys' fees to a prevailing party where authorized by applicable law. This Section 15.4 does not modify any party's right to seek attorneys' fees under any other provision of these Terms or under applicable law.

15.5 Right to Opt Out of Arbitration

You have the right to opt out of the arbitration provisions in Section 15.2 by sending written notice of your decision to HelpWin at admin@helpwin.net with the subject line "Arbitration Opt-Out" within thirty (30) days of first accepting these Terms. Your opt-out notice must include your full name, the email address associated with your account, and a clear statement that you wish to opt out of arbitration. If you opt out within this period, Section 15.2 will not apply to you, and disputes will be resolved in the courts identified in Section 15.7.

15.6 Class Action Waiver

YOU AND HELPWIN AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

15.7 Other Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement or misappropriation of intellectual property rights. For any disputes not subject to arbitration, the exclusive jurisdiction and venue shall be the state and federal courts located in Lucas County, Ohio, and both parties consent to personal jurisdiction in such courts.

15.8 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of law provisions.

16. Modifications to Terms

HelpWin reserves the right to modify these Terms at any time. For material changes, we will provide at least thirty (30) days' advance notice by sending an email to the address associated with your account and by posting the updated Terms on this page with a revised effective date.

Non-material changes (such as typographical corrections or clarifications that do not alter the substance of the Terms) may be made without advance notice.

Your continued use of the Platform after the effective date of any revised Terms constitutes your acceptance of and agreement to the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform and cancel your subscription before the effective date of the changes.

17. General Provisions

17.1 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

17.2 Entire Agreement

These Terms, together with the Privacy Policy and any Data Processing Agreement executed between the parties, constitute the entire agreement between you and HelpWin with respect to the subject matter hereof and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

17.3 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of HelpWin. HelpWin may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets without your consent. Any purported assignment in violation of this section shall be void.

17.4 Force Majeure

HelpWin shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from circumstances beyond HelpWin's reasonable control, including but not limited to natural disasters, acts of government, pandemics, war, terrorism, labor disputes, internet or telecommunications failures, third-party service outages, power failures, or cyberattacks.

17.5 No Waiver

The failure of HelpWin to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by HelpWin.

17.6 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed given when sent by email. Notices to HelpWin shall be sent to admin@helpwin.net. Notices to you shall be sent to the email address associated with your account.

17.7 Relationship of Parties

Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between you and HelpWin. You are an independent user of the Platform, and neither party has the authority to bind the other.

18. Contact Information

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us:

HelpWin LLC
Toledo, Ohio
United States
Email: admin@helpwin.net

Thank you for choosing HelpWin. We are committed to helping your business succeed online.