Terms of Service

hellopearl.app
For Families, Older Adults & Trusted Providers
Effective Date: November 5, 2026
Last Updated: November 1, 2026

These Terms of Service apply to everyone who uses Pearl, including Core Members (older adults, or anyone else at the centre of a Circle), the family members, friends, and neighbours they invite (Circle Members), service providers added to a Circle (Trusted Providers), and businesses and organizations that list in The Market (Market Partners). Please read these Terms carefully, especially Section 6 (The Market), Section 13 (Disclaimers), and Section 14 (Limitation of Liability). By accessing or using Pearl, you agree to be bound by these Terms.

What changed on October 6, 2026: We added The Market, a place to discover businesses, services, events, and resources offered by others, and expanded these Terms to explain how it works and what we are and are not responsible for. If you had a Pearl account before October 6, 2026, these updated Terms take effect for you on November 5, 2026. New users and Market Partners accept these Terms when they create an account or list in The Market.

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1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“User,” “you,” or “your”) and Provera Care Incorporated, a corporation incorporated under the Canada Business Corporations Act (CBCA), with its mailing address at 2150 Winston Park Dr Unit 203 PMB #3024, Oakville, ON L6H 5V1, Canada, operating under the trade name ProveraCare (“ProveraCare,” “we,” “us,” or “our”), operating the Pearl platform accessible at hellopearl.app and through related mobile applications (collectively, the “Platform”).

These Terms apply to all users of the Platform regardless of their role, including Core Members, Circle Members, Trusted Providers, and Market Partners. Section 7 contains provisions that apply specifically to Core Members and Circle Members, and Section 8 contains provisions that apply specifically to Trusted Providers and Market Partners. All other provisions apply to everyone.

By creating an account, accessing, or using 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 do not agree to these Terms, you must not access or use the Platform.

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2. Definitions

“Circle” means the group of individuals (family members, friends, neighbours, and Trusted Providers) connected through the Platform to support a Core Member.

“Core Member” means the person at the centre of a Circle. A Core Member is often an older adult, but can be anyone who uses hellopearl.app to stay organized and connected with the people they choose.

“Circle Member” means any individual who has been invited to and accepted membership in a Circle, including family members, friends, neighbours, and anyone else the Core Member chooses to include.

“Trusted Provider” means any third-party service provider (including but not limited to home care agencies, personal support workers, companionship services, meal delivery services, transportation providers, home maintenance companies, and similar professionals or businesses) who has registered on the Platform or has been invited to a Circle. The word “Trusted” describes the role a user has given the provider in their Circle. It does not mean that ProveraCare has vetted, screened, or approved the provider (see Section 6.4).

“The Market” (also referred to as the “Marketplace”) means the area of the Platform where users can search for and discover services, products, events, activities, resources, tools, offers, and living options provided by third parties.

“Market Partner” means any business, organization, or individual, other than ProveraCare, that has a Listing in The Market, whether or not it pays ProveraCare to be listed.

“Listing” means any profile, description, offer, discount, event, image, link, price, or other information about a Market Partner or its offerings that appears in The Market.

“Third-Party Offering” means any service, product, event, activity, resource, tool, living option, discount, or promotion provided by a Market Partner, a Trusted Provider, or any other third party, whether or not you found it through the Platform.

“Content” means any information, text, messages, requests, tasks, schedules, notes, images, documents, or other materials submitted, posted, or transmitted through the Platform.

“Health-Adjacent Information” means any information related to daily wellness, appointments, medication reminders, mobility needs, dietary requirements, daily check-in responses, or similar information that may relate to a user’s health or well-being but does not constitute a medical record or clinical health data.

“AI Features” means the artificial intelligence tools and features integrated into the Platform, including the Pearl assistant, smart suggestions, and automated coordination capabilities.

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3. Eligibility

To use the Platform, you must be at least eighteen (18) years of age and have the legal capacity to enter into a binding agreement. If you are accessing the Platform on behalf of a Core Member who has provided you with authority to act on their behalf, you represent and warrant that you have such authority and that the Core Member consents to your use of the Platform in connection with their Circle.

If you are registering as a Trusted Provider or Market Partner, you represent and warrant that you have the legal authority to bind the business or organization on whose behalf you are registering, and that all information you provide about your business, qualifications, and services is accurate, current, and not misleading.

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4. Account Registration and Security

To access certain features of the Platform, you must create an account. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately at privacy@hellopearl.app of any unauthorized use of your account or any other breach of security.

We reserve the right to suspend or terminate your account if we reasonably believe that your account has been compromised, that you have violated these Terms, or that your use of the Platform poses a risk to other users, Core Members, or the integrity of the Platform.

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5. Description of the Platform

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5.1 Purpose

Pearl puts the Core Member at the centre. It helps older adults, and anyone else who uses hellopearl.app, stay organized and independent alongside the family, friends, and Trusted Providers they choose, by sharing plans and schedules, making and responding to requests, keeping everyday details in one place, and discovering Third-Party Offerings in The Market. Pearl is designed to support independence and make communication easier.

Pearl is not a medical device, healthcare provider, emergency response system, or substitute for professional medical advice, diagnosis, or treatment. Pearl does not provide clinical care, medical monitoring, or emergency response services. In any emergency, contact 911 or your local emergency services immediately.

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5.2 Health-Adjacent Information Is Uploaded at Your Discretion

Any health-related or other personal information that you or any Circle Member uploads, enters, or shares through the Platform is done entirely at your own discretion and at your own risk. This includes, without limitation, information about appointments, medications, dietary needs, daily wellness check-ins, mobility requirements, visit schedules, and similar information.

ProveraCare does not require you to upload health-related information to use the Platform. The Platform’s core features (tasks, requests, scheduling, messaging) function without health data. If you choose to enter Health-Adjacent Information, you acknowledge that:

  • You are doing so voluntarily and at your own discretion.
  • You are solely responsible for the accuracy, completeness, and appropriateness of any health-related information you share.
  • Information shared within a Circle will be visible to other Circle Members and, where applicable, Trusted Providers who have been granted access. You are responsible for managing who has access to this information through your Circle settings.
  • ProveraCare does not verify, validate, or monitor the accuracy of any Health-Adjacent Information shared through the Platform.
  • Health-Adjacent Information shared through the Platform does not constitute a medical record and should never be used as a substitute for professional medical advice, diagnosis, or treatment.
  • ProveraCare accepts no liability for any decisions, actions, or outcomes resulting from reliance on Health-Adjacent Information shared through the Platform.

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5.3 AI Features

The Platform incorporates AI-enabled features to assist users with task coordination, scheduling suggestions, and service recommendations. While we strive to make these features accurate and helpful, AI-generated suggestions are provided for convenience only and should not be relied upon as professional advice of any kind. You acknowledge that AI Features may occasionally produce inaccurate or incomplete suggestions, and you are solely responsible for verifying any information before acting on it. AI Features may suggest Listings, providers, or Third-Party Offerings. A suggestion is not an endorsement, and Section 6 applies to anything you choose to act on.

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5.4 No Fiduciary, Caregiving, or Supervisory Relationship

Pearl is a technology platform designed to help Core Members, Circle Members, Trusted Providers, and Market Partners communicate and stay organized.

Nothing in these Terms creates a fiduciary relationship, caregiver relationship, healthcare provider relationship, or duty of supervision between ProveraCare and any user.

ProveraCare does not supervise, manage, or direct the health, safety, or daily needs of any individual and does not assume responsibility for the health or safety of any Core Member.

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5.5 Platform Availability

ProveraCare does not guarantee that the Platform will be available at all times or that access will be uninterrupted or error-free.

The Platform may be temporarily unavailable due to maintenance, updates, technical issues, or circumstances beyond our control.

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5.6 Platform Changes

ProveraCare may modify, update, suspend, or discontinue any feature or functionality of the Platform, including The Market, at any time without prior notice.

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6. The Market

Please read this section carefully. In plain language: The Market helps you discover businesses, services, events, and resources offered by others. We do not vet, screen, or vouch for them. Any arrangement you make is between you and them, and we are not part of it. If something goes wrong, tell us. We will review what you report and work to remove Listings and providers that break our rules, but we cannot guarantee any outcome. The detailed terms below control.

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6.1 The Market Is a Discovery Service Only

The Market is a discovery and listing service. It lets Core Members, Circle Members, and anyone else who uses Pearl find Third-Party Offerings. ProveraCare provides the technology that displays Listings. ProveraCare does not provide, sell, host, organize, supervise, deliver, or control any Third-Party Offering, and does not act as an agent, broker, employer, representative, or partner of any Market Partner, Trusted Provider, or user.

The same is true of Trusted Providers you find or add through a Circle. In this Section 6, “provider” means any Market Partner or Trusted Provider.

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6.2 We Are Not Part of Your Relationship with a Provider

Any contract, booking, purchase, appointment, visit, event, move, or other arrangement you make with a provider is solely between you and that provider. ProveraCare is not a party to it, does not guarantee it, and is not responsible for whether or how it is performed.

ProveraCare has no obligation to mediate, arbitrate, resolve, or otherwise participate in any dispute between you and a provider, including disputes about quality, scope of work, timing, pricing, payment, refunds, cancellations, property damage, personal injury, professional conduct, or any other matter.

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6.3 No Vetting, Screening, or Endorsement

ProveraCare does not vet, screen, investigate, verify, certify, monitor, endorse, or guarantee any provider, Listing, or Third-Party Offering. In particular, we do not perform background checks, criminal record or other police checks of any kind, reference checks, or identity checks, and we do not confirm licences, registrations, certifications, insurance, permits, prices, availability, accessibility, or the quality, safety, legality, or suitability of anything listed.

While we may ask providers for information about their business (such as a business name, description, and service area), we do not independently verify it. Providers are solely responsible for the accuracy and truthfulness of their Listings, profiles, and anything they tell you.

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6.4 What “Trusted,” “Featured,” and Similar Labels Mean

The term “Trusted Provider” describes a role on the Platform: a provider that a user has chosen to add to their Circle, or that has registered on the Platform. It is not a rating, certification, or assurance by ProveraCare. In the same way, any category, badge, or label (such as “featured,” “partner,” “popular,” “local,” or “member offer”), and any search ranking, sort order, or placement in The Market, is not an endorsement, recommendation, or statement about quality or safety.

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6.5 How Listings Are Added and Ordered

ProveraCare may decide which Market Partners can list in The Market, and may decline, format, or remove any Listing at its discretion. Any review we do before a Listing appears is limited to matters such as relevance, completeness, and format. It is not a review of a provider’s qualifications, conduct, safety, or reliability, and you should not rely on it as one.

Some Market Partners pay ProveraCare to be listed or to receive featured placement, and some offers may be available only to Pearl users. Where a placement is paid or sponsored, we will identify it as such. Payment to ProveraCare does not mean we endorse a Market Partner. The order in which Listings appear may depend on factors such as relevance, location, category, date, and whether a placement is paid.

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6.6 Do Your Own Checks Before You Engage a Provider

You are solely responsible for deciding whether a provider or Third-Party Offering is right for you before you contact, hire, buy from, book, attend an event with, move into a residence offered by, invite into a home, or share personal information with any provider. This includes, without limitation:

  • Verifying the provider’s identity, qualifications, credentials, licences, certifications, registrations, and insurance coverage.
  • Checking references, reviews, and public registers kept by regulators, professional colleges, and licensing bodies.
  • Confirming prices, fees, what is included, and cancellation and refund terms in writing before you agree to anything.
  • Visiting in person, or asking someone you trust to visit, before making housing, living, or other major decisions.
  • Evaluating whether the provider’s services suit your needs or the needs of the Core Member.
  • Negotiating and agreeing upon the scope, terms, pricing, and conditions of any services directly with the provider.
  • Ensuring that any agreement between you and a provider complies with applicable laws.

By engaging any provider through or in connection with the Platform, you acknowledge and agree that you have made your own independent decision and that ProveraCare bears no responsibility for the outcome.

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6.7 Listings Come from Providers

Listings, including descriptions, prices, discounts, availability, event details, photos, and claims, are created and supplied by Market Partners. ProveraCare is not responsible for any misrepresentation, inaccuracy, omission, misleading statement, false claim, or deceptive practice by any provider. If a Listing or profile is inaccurate or misleading, your recourse is directly with the provider. Prices and offers can change or end at any time. Nothing in The Market is legal, financial, medical, or housing advice.

ProveraCare disclaims all liability for any loss, damage, injury, harm, or expense arising from or related to any provider or Third-Party Offering, including but not limited to financial loss, property damage, personal injury, substandard services, failure to perform services, or any other adverse outcome.

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6.8 Events and Activities

Events, classes, outings, and activities in The Market are organized and run by Market Partners or other third parties, not by ProveraCare. We do not host, attend, supervise, or insure them, and we are not responsible for venue safety, accessibility, transportation, changes, cancellations, or refunds. You choose to take part at your own risk and should consider whether an activity suits your health and abilities.

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6.9 Third-Party Websites, Apps, and Integrations

The Market may include links to, or connections with, websites, apps, and services operated by others (for example, ordering, delivery, ride, or booking services). When you follow a link or use a connected service, you are dealing with that third party under its own terms and privacy policy, not ours. ProveraCare does not control and is not responsible for third-party websites, apps, or services, or for anything you buy, book, or share through them. Connected services may change or stop being available at any time.

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6.10 Payments Are Not Processed Through Pearl

No payment between users and providers occurs through the Pearl platform. All financial transactions, payments, invoicing, billing, and refunds for Third-Party Offerings take place outside the Platform, directly between you and the provider, unless we expressly tell you otherwise for a specific feature under separate terms shown to you before you pay.

Discounts and member offers shown in The Market are provided and honoured by the Market Partner, not ProveraCare. ProveraCare has no involvement in, visibility into, or control over the financial terms of any arrangement between you and a provider, and is not responsible for any payment dispute, non-payment, overcharging, billing error, refund request, or financial loss arising from it.

This provision does not apply to subscription fees paid by users directly to ProveraCare for access to the Platform, which are governed by Section 11 of these Terms.

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6.11 Tell Us When Something Goes Wrong

If you have a concern about a Listing, a Market Partner, or a Trusted Provider (for example, a misleading Listing, a no-show, unsafe or abusive behaviour, harassment, a scam, or suspected financial exploitation of any person), please tell us at trust@hellopearl.app or through any reporting tool we make available in the app.

If anyone is in immediate danger, call 911 or your local emergency services first. If you believe a crime has been committed, report it to your local police.

When we receive a report, we will review it and use commercially reasonable efforts to take the action we consider appropriate. That may include contacting the provider, asking for more information, issuing a warning, hiding or editing a Listing, or suspending or permanently removing a provider from The Market or the Platform. We decide what action to take at our sole discretion. We do not promise a particular outcome, response, or timeline, we are not obligated to investigate every report, and our decision about any report is final.

Removing a Listing or provider does not mean ProveraCare accepts responsibility for anything that happened, and not removing one does not mean we approve of it. We may share information about a report with the people involved, or with law enforcement or regulators, where permitted or required by law.

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6.12 When We May Remove a Listing or Provider

While ProveraCare does not vet providers, we work to keep the Platform safe and trustworthy. We may, at our sole discretion and without prior notice, suspend, restrict, hide, or permanently remove any Listing, Market Partner, or Trusted Provider if we become aware of or reasonably believe that they have:

  • Provided false, misleading, or materially inaccurate information in a Listing, profile, or communication on the Platform.
  • Engaged in fraudulent, deceptive, or dishonest practices, including scams or high-pressure sales tactics.
  • Violated any applicable law, regulation, licensing requirement, or professional standard.
  • Engaged in conduct that is abusive, threatening, harassing, discriminatory, or harmful toward any user, Core Member, or other person.
  • Provided services that are materially substandard, negligent, or dangerous.
  • Engaged in financial exploitation, abuse, or manipulation of any person, including older adults.
  • Violated the intellectual property, privacy, or other rights of any person.
  • Used the Platform for purposes not intended by these Terms, including spam, unwanted solicitation, or unauthorized marketing.
  • Failed to pay applicable fees or to comply with these Terms or any applicable Platform policies.
  • Engaged in any other conduct that, in our sole judgement, undermines the safety, trust, or integrity of the Platform or its users.

We may also remove or change any Listing if we change or discontinue all or part of The Market.

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6.13 Release

To the maximum extent permitted by applicable law, you release ProveraCare and its officers, directors, employees, agents, affiliates, and licensors from all claims, demands, and damages of every kind, known and unknown, arising out of or in any way connected with any provider, Listing, or Third-Party Offering, or any dispute between you and a provider or another user.

If you are a California resident, you waive California Civil Code Section 1542, and any similar law in any other jurisdiction, which would otherwise limit a general release to claims you know or suspect exist when you agree to it. This release does not apply to any claim that cannot be released under applicable law.

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7. Additional Terms for Core Members and Circle Members

This section applies specifically to Core Members and Circle Members (family, friends, neighbours, and anyone else in a Circle).

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7.1 Circle Management

Circles are created by or on behalf of a Core Member. The person who creates or administers the Circle (“Admin”) has the ability to invite and remove Circle Members, manage permissions, add or remove Trusted Providers, and configure Circle settings. The Admin has a responsibility to ensure that the Core Member has consented to the creation of the Circle and the inclusion of each member.

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7.2 Inviting Members and Providers

When you invite someone to join a Circle, you represent and warrant that you have the authority to do so and that the invitation is made in good faith for the purpose of supporting the Core Member. When a Trusted Provider is added to a Circle, they will have access to certain information within the Circle as determined by the Admin and applicable privacy settings. The Core Member and/or their authorized Admin are responsible for managing what information is shared with Trusted Providers.

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7.3 Engaging Providers Through the Platform

If you discover, contact, or engage any Market Partner or Trusted Provider through the Platform (whether in The Market or within a Circle), you acknowledge and agree to the provisions of Section 6 of these Terms in their entirety, including your responsibility to do your own checks and the fact that ProveraCare bears no responsibility for the actions, omissions, quality, or conduct of any provider.

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7.4 Consent on Behalf of Core Members

If you are managing a Circle on behalf of a Core Member, you represent and warrant that you have the Core Member’s informed consent (or that you have the legal authority to provide such consent, for example as a power of attorney or substitute decision-maker under applicable law) for: (a) the creation of the Circle; (b) the invitation of Circle Members and Trusted Providers; (c) the sharing of the Core Member’s personal information within the Circle; and (d) the uploading of any Health-Adjacent Information about the Core Member.

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7.5 Adding a Market Partner to Your Circle

If you add a Market Partner to your Circle, they become a Trusted Provider in that Circle and can see the information your Circle settings allow. You decide what they can see and can remove them at any time. Adding a Market Partner to your Circle does not change the fact that ProveraCare has not vetted them.

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8. Additional Terms for Trusted Providers and Market Partners

This section applies to service providers registered on the Platform or added to a Circle (Trusted Providers) and to businesses, organizations, and individuals with a Listing in The Market (Market Partners). In this section, “you” means the Trusted Provider or Market Partner.

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8.1 Accuracy of Listings and Representations

You represent and warrant that all information you provide on the Platform, including your Listings, business name, service descriptions, qualifications, credentials, licences, insurance coverage, service area, availability, pricing, offers, and any other representations, is accurate, current, complete, and not misleading, and complies with applicable advertising and consumer protection laws. You agree to promptly update your information if any material changes occur.

You acknowledge that users, including older adults and the people who support them, may rely on your Listings and profile when deciding to engage you, and that any inaccuracy or misrepresentation may cause them harm. You agree to indemnify ProveraCare against any claims, losses, or damages arising from inaccurate or misleading information you provide on the Platform.

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8.2 Adding Clients to the Platform

Trusted Providers may invite existing clients (older adults, their families, and anyone else they serve) to join the Platform and connect within Circles. When doing so, you represent and warrant that:

  • You have the client’s informed consent to invite them to the Platform and to share any information about them that you provide during the invitation process.
  • You will not upload, enter, or share any personal information or Health-Adjacent Information about a client on the Platform without the client’s express consent.
  • You will respect the privacy settings and access controls established by the Circle Admin and will not access, use, or disclose information beyond what is necessary and authorized within the Circle.
  • You will comply with all applicable privacy laws, including PIPEDA, in your handling of client information on and off the Platform.

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8.3 Conduct and Standards

As a Trusted Provider or Market Partner, you agree to:

  • Provide services in a professional, competent, and ethical manner consistent with applicable industry standards and legal requirements.
  • Maintain all required licences, certifications, registrations, and insurance coverage applicable to your services and jurisdiction.
  • Respond to requests and communications from users in a timely and professional manner.
  • Not solicit, market to, or contact users for purposes unrelated to the services they have requested or authorized through the Platform.
  • Not use information obtained through the Platform for any purpose other than providing the services that users have engaged you for.
  • Not pressure any user, including older adults, into a purchase, contract, or decision, and give users clear written pricing and terms before they commit.
  • Immediately notify ProveraCare and the affected Circle if you become aware of any situation that may compromise the safety, health, or well-being of a Core Member.
  • Comply with all applicable laws, regulations, and professional standards in the delivery of your services.

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8.4 Independent Status

Trusted Providers and Market Partners are independent third parties and are not employees, agents, representatives, partners, or contractors of ProveraCare. Nothing in these Terms creates an employment, partnership, joint venture, franchise, or agency relationship between ProveraCare and any Trusted Provider or Market Partner. ProveraCare does not supervise, direct, or control how you run your business or deliver your services, products, or events. You must not state or suggest that ProveraCare has vetted, approved, certified, or endorsed you.

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8.5 Provider Liability

You are solely responsible for your Listings and for the services, products, events, and offers you provide, and for any claims, liabilities, damages, or losses arising from or related to them or to your conduct or interactions with users. You agree to carry appropriate professional liability and/or general liability insurance for your business, to maintain it while you are on the Platform, and to provide proof of coverage if we ask.

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8.6 Listing Fees

Market Partners may be charged fees to list in The Market or for featured placement, as set out in the pricing or listing agreement you accept when you sign up. Listing fees are billed in advance, are separate from user subscription fees, and are non-refundable except as required by law or as set out in Section 8.9 or your listing agreement. ProveraCare does not guarantee any number of views, contacts, leads, bookings, or sales.

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8.7 Your Listing Content

You keep ownership of the content in your Listings. You grant ProveraCare a non-exclusive, royalty-free, worldwide licence to host, display, reproduce, format, and adapt your Listings, business name, and logos on the Platform and in communications that promote The Market. You confirm that you have all rights needed to grant this licence and that your Listings do not infringe anyone else’s rights.

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8.8 Contacting Users and Handling Their Information

You may contact users only in the ways they request or allow through the Platform. You must not add users to marketing lists or send them commercial electronic messages without the consent required by Canada’s Anti-Spam Legislation (CASL) and any other applicable law. You must collect, use, and protect any personal information you receive from or about users in line with applicable privacy laws, and only for the purpose the user agreed to.

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8.9 Changes to or Removal of Your Listing

We may format, hide, suspend, or remove your Listing or account under Section 6.12. If we remove your Listing because you breached these Terms, you are not entitled to a refund of any fees. If we remove your Listing for any other reason, or discontinue The Market, we will refund any prepaid listing fees for the unused part of the billing period.

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8.10 Separate Agreements

If you have signed a separate listing, partnership, or order agreement with ProveraCare, it also applies. If it conflicts with these Terms about fees, term, or promotional commitments, the separate agreement controls for those matters only. In all other respects, these Terms control.

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9. User Obligations and Acceptable Use (All Users)

All users agree to use the Platform solely for its intended purpose: helping Core Members and the people they choose stay organized, connected, and independent, and discovering Third-Party Offerings. All users agree not to:

  • Use the Platform for any unlawful purpose or in violation of any applicable law or regulation.
  • Upload, transmit, or share any Content that is defamatory, obscene, threatening, harassing, discriminatory, or that infringes upon the rights of any third party.
  • Post false, misleading, or fraudulent Listings, reviews, ratings, or reports, or use The Market to run scams.
  • Attempt to gain unauthorized access to the Platform, other user accounts, or connected systems.
  • Use the Platform to collect or store personal information about other users except as necessary for the Platform’s intended purpose within a Circle.
  • Interfere with or disrupt the integrity, security, or performance of the Platform.
  • Use any automated means (bots, scrapers, crawlers) to access the Platform without our written consent.
  • Impersonate any person or entity or misrepresent your affiliation with any person or entity.
  • Use the Platform as a substitute for emergency services. In any emergency, call 911 immediately.
  • Share your account credentials with any third party.
  • Use the Platform to engage in financial exploitation, abuse, or manipulation of any person, including older adults.

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10. Content and Intellectual Property

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10.1 Your Content

You retain ownership of all Content you submit through the Platform. By submitting Content, you grant ProveraCare a non-exclusive, royalty-free, worldwide licence to use, store, process, reproduce, and display such Content solely for the purpose of operating, maintaining, and improving the Platform.

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10.2 Our Intellectual Property

The Platform, including its design, features, functionality, software, text, graphics, logos, and all related intellectual property, is owned by or licensed to Provera Care Incorporated and protected by Canadian and international intellectual property laws. Nothing in these Terms grants you any right in our intellectual property except the limited right to use the Platform in accordance with these Terms.

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10.3 Feedback

If you provide suggestions, ideas, or feedback about the Platform (“Feedback”), you acknowledge that we may use, modify, and incorporate such Feedback without restriction, attribution, or compensation to you.

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11. Payments and Subscriptions

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11.1 Platform Subscription Fees

Access to certain features of the Platform requires a paid subscription to ProveraCare. Subscription pricing, features, and terms are published at hellopearl.app/pricing and may be updated from time to time. This section applies only to subscription fees paid directly to ProveraCare for Platform access. Fees for Market Partners are covered in Section 8.6.

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11.2 Billing

Subscriptions are billed in advance on a monthly or annual basis. All fees are quoted and payable in Canadian dollars (CAD) unless otherwise stated.

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11.3 Cancellation

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period. We do not provide refunds for partial billing periods except as required by applicable law.

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11.4 Distinction from Provider Payments

Platform subscription fees paid to ProveraCare are entirely separate from any payments between you and a Trusted Provider or Market Partner. As stated in Section 6.10, no payment between users and providers flows through the Platform. ProveraCare has no involvement in or responsibility for payments, invoicing, or financial arrangements between you and any Trusted Provider or Market Partner.

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12. Privacy and Data Protection

Your use of the Platform is subject to our Privacy Policy, available at hellopearl.app/privacy-policy. Our Privacy Policy describes how we collect, use, disclose, store, and protect your personal information in compliance with PIPEDA and other applicable privacy laws. By using the Platform, you consent to the collection, use, and disclosure of your personal information as described in our Privacy Policy.

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13. Disclaimers

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13.1 No Medical or Emergency Services

THE PLATFORM IS NOT A MEDICAL DEVICE, HEALTHCARE PROVIDER, OR EMERGENCY RESPONSE SYSTEM. Pearl does not provide medical advice, diagnosis, or treatment. Always seek the advice of a qualified healthcare professional for medical questions. In any emergency, contact 911 or your local emergency services immediately.

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13.2 No Endorsement of Market Partners or Trusted Providers

PROVERACARE DOES NOT VET, SCREEN, ENDORSE, CERTIFY, GUARANTEE, OR ASSUME ANY RESPONSIBILITY FOR ANY MARKET PARTNER, TRUSTED PROVIDER, LISTING, OR THIRD-PARTY OFFERING. The appearance of a provider or Listing on the Platform, including any label, badge, ranking, or paid placement, does not constitute an endorsement, recommendation, or guarantee by ProveraCare. You are solely responsible for evaluating and selecting any provider and for doing your own checks.

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13.3 No Responsibility for Provider Actions

PROVERACARE IS NOT RESPONSIBLE FOR THE ACTIONS, OMISSIONS, CONDUCT, QUALITY OF SERVICES, REPRESENTATIONS, OR ANY OTHER ASPECT OF ANY MARKET PARTNER’S OR TRUSTED PROVIDER’S BUSINESS, SERVICES, PRODUCTS, OR EVENTS. This includes any damage, injury, loss, expense, or harm of any kind arising from your interaction with or engagement of any provider, whether the provider was found in The Market, added to a Circle, or otherwise encountered through the Platform.

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13.4 As-Is Basis

THE PLATFORM, INCLUDING THE MARKET, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, secure, or free from harmful components.

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13.5 AI Disclaimer

AI Features are provided as assistive tools and may generate inaccurate, incomplete, or inappropriate suggestions, including suggestions of Listings or providers. ProveraCare makes no warranties regarding the accuracy or reliability of any AI-generated content. You are solely responsible for evaluating and acting upon any AI suggestions.

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14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Provera Care Incorporated, its officers, directors, employees, agents, affiliates, and licensors shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, goodwill, data, or other intangible losses, arising out of or in connection with: (a) your use of or inability to use the Platform; (b) any Content or services obtained through the Platform; (c) any conduct, actions, omissions, representations, Listings, products, events, or services of any Market Partner, Trusted Provider, or other third party; (d) any Health-Adjacent Information shared through the Platform; (e) any dispute between you and a Market Partner, Trusted Provider, or other user; (f) any unauthorized access to or alteration of your data; or (g) any third-party website, app, or integration you access from the Platform.

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY to you for all claims arising out of or relating to these Terms or your use of the Platform exceed the greater of (a) the amounts you have paid to ProveraCare in the twelve (12) months preceding the claim, or (b) one hundred Canadian dollars (CAD $100.00).

These limitations apply regardless of the legal theory on which the claim is based, even if ProveraCare has been advised of the possibility of such damages.

Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law, including liability for our fraud, gross negligence, or wilful misconduct. If you are a consumer, nothing in these Terms takes away any rights you have under consumer protection laws that cannot be waived or limited by contract.

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15. Indemnification

You agree to indemnify, defend, and hold harmless Provera Care Incorporated, its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of or access to the Platform; (b) your violation of these Terms; (c) your violation of any third-party right; (d) any Content you submit or share through the Platform; (e) any interaction between you and a Market Partner, Trusted Provider, or other user; (f) any Health-Adjacent Information you upload or share; (g) any inaccurate or misleading information you provide on the Platform; or (h) for Trusted Providers and Market Partners, your Listings, the services, products, events, and offers you provide to any user, and your compliance with applicable privacy, anti-spam, and consumer protection laws.

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16. Termination

We may suspend or terminate your access to the Platform at any time, with or without cause, and with or without notice, if we reasonably believe you have violated these Terms or if your continued use poses a risk to other users or the Platform.

Upon termination: (a) your right to access and use the Platform will immediately cease; (b) we may delete or archive your Content in accordance with our Privacy Policy; and (c) any provisions that by their nature should survive termination will survive, including Sections 6 (The Market), 8 (for any fees owed and indemnities given), 10 (Intellectual Property), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), and 17 (Governing Law).

You may request deletion of your account and personal information at any time by contacting us at privacy@hellopearl.app, subject to our legal data retention obligations.

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17. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts of the Province of Ontario.

Before initiating any formal legal proceedings, you agree to first attempt to resolve any dispute informally by contacting us at legal@hellopearl.app. If the dispute is not resolved within thirty (30) days, either party may proceed with formal dispute resolution.

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18. Changes to These Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated by email and through the Platform at least thirty (30) days before they take effect. Changes that relate only to new features or functionality, or that we must make for legal or regulatory reasons, may take effect immediately when posted. Your continued use of the Platform after the effective date constitutes acceptance of the revised Terms.

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19. General Provisions

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19.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and ProveraCare regarding the Platform.

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19.2 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will continue in full force and effect.

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19.3 Waiver

Our failure to enforce any right or provision will not constitute a waiver of such right or provision.

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19.4 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms without restriction.

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19.5 Force Majeure

ProveraCare shall not be liable for any failure or delay in performing obligations caused by circumstances beyond its reasonable control, including natural disasters, pandemics, war, government actions, power failures, or internet outages.

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19.6 Language

The parties have expressly requested that these Terms be drawn up in English. Les parties ont expressément demandé que les présentes conditions soient rédigées en anglais.

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20. Contact Information

If you have any questions about these Terms, please contact us at:

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Provera Care Incorporated

(operating as ProveraCare)

General inquiries:team@hellopearl.app

Legal:legal@hellopearl.app

Privacy:privacy@hellopearl.app

Report a provider or Listing concern:trust@hellopearl.app

Website:hellopearl.app

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