Yardy Terms and Conditions of Service

Effective date: 2026-05-05

These Terms and Conditions of Service (the "Terms") constitute a legally binding agreement between you and Heyquip Inc. (a corporation existing under the laws of Canada, with its head office in the Province of Quebec; "Heyquip", "we", "our", or "us"), the legal entity that operates and is solely contractually responsible for the "Yardy" brand, website, and brokerage service (the "Yardy Service" or, where context allows, simply "Yardy"). "Yardy" is a product and brand of Heyquip Inc.; it is not itself a legal entity. These Terms govern your access to and use of the Yardy Service, including the yardy.io, app.yardy.io, and related subdomains, the Yardy SMS, voice, web-chat, and other messaging interfaces, and any related products or services we make available (collectively, the "Services").

BY MESSAGING THE YARDY PHONE NUMBER, REPLYING TO A YARDY MESSAGE, CALLING YARDY, REGISTERING FOR AN ACCOUNT, CLICKING "I AGREE" (OR A SIMILAR BUTTON OR CHECKBOX), OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS, OUR PRIVACY POLICY, AND ANY ADDITIONAL TERMS REFERENCED HEREIN. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

If you accept these Terms on behalf of an employer, contracting business, or other legal entity, you represent and warrant that you have full authority to bind that entity, and "you" will refer to that entity as well as you personally.

PLEASE NOTE: SECTION 14 CONTAINS A BINDING ARBITRATION PROVISION AND A CLASS-ACTION WAIVER. IT AFFECTS HOW DISPUTES BETWEEN YOU AND YARDY ARE RESOLVED.

1. What Yardy Is, and What It Is Not

1.1 Yardy is a brokerage and lead-routing platform. Yardy helps renters (individuals and businesses, "Renters") describe equipment-rental needs through SMS, voice, web, or other supported channels, and routes those needs to one or more independent equipment-rental businesses ("Rental Shops") so Rental Shops can respond with availability, pricing, and other information (each, a "Bid").

1.2 Heyquip is not the rental provider. The actual rental of equipment (including pickup, delivery, condition, safety, training, deposit, payment, insurance, return, late fees, damage, and any contractual obligations between the Renter and the Rental Shop) is governed exclusively by the rental agreement entered into directly between the Renter and the Rental Shop (the "Rental Agreement"). Heyquip is not a party to the Rental Agreement, has no obligations or liability under it, and is not a guarantor, surety, agent, employee, partner, joint venturer, or representative of either the Renter or the Rental Shop.

1.3 Heyquip does not own, inspect, store, transport, deliver, operate, maintain, repair, insure, or guarantee any equipment. Heyquip does not certify, license, or vet Rental Shops or their personnel, and does not warrant the accuracy, completeness, currency, suitability, safety, or legality of any Bid, equipment specification, availability, price, photo, recommendation, or other information conveyed through the Services.

1.4 Yardy does not process rental payments. Renters pay Rental Shops directly, on terms each Rental Shop sets in the Rental Agreement. Heyquip is not a payment processor for the rental transaction and has no responsibility for any dispute, refund, deposit, hold, or chargeback between a Renter and a Rental Shop.

1.5 Yardy may operate as a registered broker, sub-rental coordinator, or fulfillment partner in some transactions. Where this applies, the relationship and any payment terms will be set out in a separate written agreement between Heyquip and the affected party. Absent such an agreement, Section 1.2 governs.

1.6 Heyquip Inc. is the only legal entity behind Yardy. "Yardy" is a brand and product operated by Heyquip Inc.; it is not a separate legal person and cannot be sued, contracted with, or held liable in its own name. Every right and obligation in these Terms is held by Heyquip Inc.

1.7 Heyquip's role is limited to passing the lead. Heyquip's sole role under these Terms is to receive your equipment-rental request, format it, and route it to one or more Rental Shops. Heyquip does not negotiate price, schedule, equipment selection, delivery, return, safety, training, or any other operational matter on behalf of any party, and does not approve, certify, or guarantee any Rental Shop, operator, or piece of equipment. The Rental Shop is solely responsible for accepting or declining your request, for the contents of any Bid, for confirming what equipment is appropriate for your job, for executing the Rental Agreement, and for performing the rental.

2. AI and Automated Communications

2.1 Yardy uses artificial-intelligence software to read, summarize, and respond to your messages and calls. Conversations are partially automated. Some conversations are also reviewed, edited, or continued by Heyquip staff (a "human takeover").

2.2 AI output may be wrong. Yardy's AI may misinterpret a request, return inaccurate availability or pricing, route a request to the wrong Rental Shop, or otherwise produce errors. You should not rely on AI-generated information for safety-critical decisions and must independently verify availability, price, and suitability with the Rental Shop before acting on it.

2.3 You may request a human at any time by replying with the word "HUMAN" (or equivalent) to any Yardy SMS, by asking the agent verbally on a call, or by contacting support@heyquip.com.

2.4 Calls and messages may be recorded, transcribed, and analyzed for service operation, safety, quality, training, and abuse-prevention purposes, in accordance with our Privacy Policy and applicable law. By continuing the conversation after the disclosure given at session start, you consent to such recording and transcription.

2.5 Recommendations and suggestions are informational only. During a conversation, Yardy may suggest a category of equipment, a model, an accessory, a quantity, a configuration, a delivery option, a safety step, a sequencing of work, a permit or utility-locate requirement, or any other item that may be useful for your project (collectively, "Yardy Recommendations"). Yardy Recommendations are generated automatically based on limited information you provide and are not professional, engineering, safety, legal, or operational advice. Yardy Recommendations do not constitute a quote, a reservation, or a guarantee that any Rental Shop will, can, or should provide what is described.

2.6 Rental-Shop verification is required before any Yardy Recommendation is acted on. Every Yardy Recommendation must be independently reviewed and confirmed by the Rental Shop providing the equipment, at the time the Rental Shop prepares its Bid or Rental Agreement. The Rental Shop, not Heyquip, is the qualified party to determine whether a piece of equipment, accessory, or approach is appropriate, safe, available, properly sized, properly rated, and lawful for your specific job, jobsite, and operator skill level. You agree not to rely on a Yardy Recommendation that has not been confirmed in writing by the Rental Shop providing the equipment. If a Rental Shop does not confirm a Yardy Recommendation, you must defer to the Rental Shop. Heyquip has no obligation or liability for any Yardy Recommendation, including any error, omission, mismatch, or unsuitability.

3. SMS, Voice, and A2P Messaging Consent

3.1 By messaging the Yardy phone number or providing your phone number to Yardy (through any channel), you consent to receive automated and AI-generated SMS, MMS, RCS, and voice communications from Yardy and from Rental Shops to whom your request is routed, at the number you provided, for the purpose of fulfilling your equipment-rental request and providing related Service updates.

3.2 Message and data rates may apply. Frequency varies based on your conversation activity. Yardy is not responsible for fees imposed by your wireless carrier.

3.3 Opt-out / opt-in / help. You may opt out of SMS at any time by replying STOP to any Yardy SMS. You may opt back in by replying START or UNSTOP. Reply HELP for help, or contact support@heyquip.com. Carrier-mandated keywords are honored automatically and are processed before the AI agent runs.

3.4 Carrier disclaimers. Wireless carriers are not liable for delayed or undelivered messages. Yardy uses third-party messaging providers (including Twilio); we are not responsible for outages, delivery failures, or message ordering caused by those providers or by carriers.

3.5 You represent that you are the authorized subscriber or user of the phone number you provide to Yardy, and that you will promptly notify Yardy at support@heyquip.com if that number is reassigned or no longer yours.

4. Eligibility and Accounts

4.1 You represent that you are at least 18 years old (or the age of majority in your jurisdiction), have legal capacity to enter into binding contracts, and are using the Services in or for activity within North America.

4.2 You may be asked to create an account on app.yardy.io. You are responsible for keeping your credentials confidential and for all activity under your account. Notify us immediately at support@heyquip.com if you suspect unauthorized access.

4.3 You agree to provide true, accurate, current, and complete information when you use the Services, including your name, contact information, jobsite address (where applicable), and equipment-need details, and to keep that information up to date.

5. How the Brokerage Works

5.1 Renter requests. When you submit an equipment-rental request through Yardy, you authorize Heyquip to share the request details (including your name, contact information, jobsite address, project context, equipment specifications, scheduling needs, certificate of insurance ("COI"), and any other information you provide) with one or more Rental Shops we determine, in our reasonable judgment, may be able to fulfill the request.

5.2 Bids are non-binding offers from Rental Shops. Any Bid surfaced through Yardy is an indicative offer subject to the Rental Shop's confirmation, the Rental Shop's own terms, equipment availability, your verification, and execution of the Rental Agreement. Yardy does not guarantee that a Bid will be honored.

5.3 You are not obligated to accept any Bid. When you accept a Bid, you enter into a Rental Agreement directly with the Rental Shop. From that point, the Rental Shop is your counterparty for all matters related to the rental.

5.4 Rental Shop sign-up. Rental Shops who use Yardy to receive Bid requests are subject to a separate written agreement with Heyquip; those terms govern the Rental Shop's use of the Services.

5.5 No exclusivity. You are free to obtain rentals through channels other than Yardy. Rental Shops are independent businesses and may decline to bid, decline a rental, or end communication at any time.

5.6 The Rental Shop is the sole party responsible for fitness, safety, and suitability. When a Rental Shop receives a request from Yardy that includes any Yardy Recommendation (see Section 2.5), the Rental Shop is required, under its own professional duties and the Rental Agreement, to independently verify and confirm that the equipment, configuration, accessories, and approach are appropriate for the Renter's job, jobsite, and operator before issuing a Bid or executing the Rental Agreement. As between Heyquip, the Renter, and the Rental Shop, the Rental Shop bears sole responsibility for the suitability and safety of the equipment it agrees to rent. Heyquip is not a substitute for the Rental Shop's professional judgment and assumes no responsibility for it.

6. Fees

6.1 Use of the Services is free for Renters except where expressly stated. Heyquip's revenue from Yardy is generated through commercial arrangements with Rental Shops and other partners. Any future Renter-side fee will be presented and accepted before being charged.

6.2 You are responsible for all charges levied by Rental Shops, payment processors, carriers, and other third parties in connection with your rental. All applicable taxes are your responsibility.

7. Your Content

7.1 "User Content" includes any text, photo, document (including COIs), voice recording, transcript fragment, rating, or other material you submit through the Services. You retain ownership of your User Content.

7.2 You grant Heyquip a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, transmit, display, adapt, translate, and otherwise use your User Content as reasonably necessary to operate, improve, and provide the Services, including (a) routing your request to Rental Shops, (b) generating transcripts and summaries, (c) training Heyquip's internal models on de-identified or aggregated content, (d) handling disputes and abuse, and (e) complying with law.

7.3 You represent and warrant that (i) you have all rights necessary to grant this license, (ii) your User Content is accurate and not misleading, (iii) it does not infringe any third party's intellectual property, privacy, or other rights, (iv) it does not violate applicable law, and (v) it is not unlawful, threatening, harassing, defamatory, obscene, deceptive, or otherwise objectionable.

7.4 We are not obligated to monitor or store User Content and may remove or restrict it at our sole discretion.

8. Acceptable Use

8.1 You agree not to:

(a) misrepresent who you are, who you act for, or the nature of your equipment need; (b) submit fraudulent, fake, or duplicative requests, or use the Services to harvest leads, prices, or shop information for resale or competitive intelligence; (c) use any robot, scraper, crawler, or automated means to access the Services other than the public-facing features; (d) attempt to interfere with, probe, scan, reverse engineer, or compromise the security or integrity of the Services or the underlying infrastructure; (e) transmit malware, spam, or unsolicited communications; (f) use the Services in connection with a use restricted by export controls, sanctions, or local law; (g) harass, threaten, defame, or abuse Rental Shops, their staff, Yardy operators, or other users; (h) use the Services to coordinate any unsafe, unlawful, or unauthorized use of equipment, including in violation of applicable utility-locate (e.g., 811 in the U.S., Info-Excavation in Quebec) rules; or (i) misuse Yardy's AI-generated outputs (including by representing them as professional advice).

8.2 We may suspend, terminate, rate-limit, or block access at any time if we reasonably suspect a violation of these Terms.

9. Third-Party Services and Links

The Services rely on third-party providers (including hosting, AI model providers, telephony, payments, geocoding, and authentication). Your use of features that interact with those third parties may also be governed by the third party's own terms and privacy policy. Heyquip does not control and is not responsible for third-party services, websites, or content linked from the Services.

10. Intellectual Property

10.1 The Services, including the yardy.io website, the app.yardy.io portal, the Yardy software, the agent prompts and prompt templates, the Yardy name and logos, and all related content other than User Content (collectively, "Yardy Materials"), are the exclusive property of Heyquip and its licensors and are protected by Canadian, U.S., and international intellectual-property law.

10.2 Subject to your compliance with these Terms, Heyquip grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your personal or internal business purpose of submitting and managing equipment-rental requests. No other rights are granted.

10.3 You may not copy, modify, distribute, sell, lease, sublicense, reverse engineer, or create derivative works of the Yardy Materials except with our prior written consent.

10.4 If you submit suggestions, ideas, or feedback ("Feedback"), you grant Heyquip an unrestricted, perpetual, irrevocable, royalty-free license to use the Feedback for any purpose without compensation or attribution.

11. Copyright Claims

If you believe in good faith that material accessible through the Services infringes your copyright, send notice to info@heyquip.com containing: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material and its location; (c) your contact information; (d) a statement, made under penalty of perjury, that you are the rights holder or authorized to act for the rights holder, and that you have a good-faith belief that the use is unauthorized; and (e) your physical or electronic signature.

12. Disclaimers

12.1 THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12.2 WITHOUT LIMITING THE FOREGOING, YARDY MAKES NO WARRANTY THAT (i) THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (ii) ANY INFORMATION CONVEYED BY THE SERVICES, INCLUDING ANY BID, AVAILABILITY, PRICE, EQUIPMENT SPECIFICATION, OR AI-GENERATED RESPONSE, IS ACCURATE, COMPLETE, OR CURRENT; (iii) ANY RENTAL SHOP IS QUALIFIED, LICENSED, INSURED, OR FIT TO PERFORM; OR (iv) ANY EQUIPMENT MADE AVAILABLE THROUGH A RENTAL SHOP IS SAFE, COMPLIANT, OR SUITABLE FOR YOUR INTENDED USE.

12.3 ANY INTERACTION, RENTAL, OR DISPUTE BETWEEN YOU AND A RENTAL SHOP IS YOUR RESPONSIBILITY. HEYQUIP HAS NO OBLIGATION TO MEDIATE, RESOLVE, REIMBURSE, OR PARTICIPATE IN SUCH MATTERS, BUT MAY DO SO AT ITS DISCRETION.

12.4 WITHOUT LIMITING THE FOREGOING, HEYQUIP DISCLAIMS ALL LIABILITY FOR (i) ANY YARDY RECOMMENDATION (AS DEFINED IN SECTION 2.5), INCLUDING ANY EQUIPMENT TYPE, MODEL, SIZE, CAPACITY, ACCESSORY, QUANTITY, CONFIGURATION, OR PROJECT-SEQUENCING SUGGESTION; (ii) ANY DECISION YOU MAKE BASED ON A YARDY RECOMMENDATION THAT WAS NOT INDEPENDENTLY CONFIRMED BY THE RENTAL SHOP PROVIDING THE EQUIPMENT; (iii) ANY MISMATCH BETWEEN A YARDY RECOMMENDATION AND THE EQUIPMENT THE RENTAL SHOP ULTIMATELY PROVIDES; AND (iv) ANY ACT OR OMISSION OF A RENTAL SHOP, INCLUDING ITS FAILURE TO REVIEW A YARDY RECOMMENDATION OR TO CORRECT IT.

12.4 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; IN THOSE JURISDICTIONS, THE ABOVE EXCLUSIONS APPLY TO THE GREATEST EXTENT PERMITTED BY LAW.

13. Limitation of Liability

13.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HEYQUIP, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS OPPORTUNITY, OR SUBSTITUTE SERVICES, ARISING FROM OR RELATING TO THE SERVICES, A BID, A RENTAL AGREEMENT, OR ANY EQUIPMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 IF, NOTWITHSTANDING THE FOREGOING, HEYQUIP IS FOUND LIABLE TO YOU FOR ANY MATTER ARISING UNDER OR RELATING TO THESE TERMS OR THE SERVICES, HEYQUIP'S TOTAL CUMULATIVE LIABILITY WILL NOT EXCEED THE GREATER OF (a) THE FEES YOU HAVE PAID TO HEYQUIP IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED CANADIAN DOLLARS (CAD $100).

13.3 Some jurisdictions do not allow the limitation of incidental or consequential damages or the limitation of liability for certain damages. Where prohibited, the limitations in this Section apply to the maximum extent permitted.

14. Dispute Resolution; Arbitration; Class-Action Waiver

14.1 Informal resolution first. Before initiating any formal proceeding, you agree to contact us at info@heyquip.com and to negotiate in good faith for at least thirty (30) days.

14.2 Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that is not resolved informally will be resolved by final and binding arbitration administered in Montréal, Quebec, Canada, in English (or French at your option), under the rules of the Canadian Arbitration Association then in effect. Judgment on the award may be entered in any court of competent jurisdiction.

14.3 Class-action waiver. YOU AND HEYQUIP AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

14.4 30-day opt-out. You may opt out of Sections 14.2 and 14.3 by sending written notice within thirty (30) days of first agreeing to these Terms to info@heyquip.com containing your name, the phone number you used with Yardy, and the statement "I opt out of arbitration."

14.5 Carve-outs. Nothing in this Section prevents either party from (a) seeking injunctive or equitable relief in court for intellectual-property or confidentiality claims, or (b) bringing a small-claims action for an eligible dispute.

14.6 Quebec consumers. If you are a consumer resident in Quebec and the Quebec Consumer Protection Act prohibits the application of arbitration or class-action waiver to your dispute, the prohibited provision will not apply to you, and the dispute will be governed by the courts of the province of Quebec.

15. Termination

15.1 You may stop using the Services at any time. You may also delete your account by following the instructions on app.yardy.io or by contacting support@heyquip.com.

15.2 We may suspend or terminate your access at any time, with or without notice, if we reasonably believe you have violated these Terms or applicable law, or if continued access creates risk to Yardy, Rental Shops, or other users.

15.3 Sections 1.2–1.5, 7.2, 10, 12, 13, 14, 16, 17, and 19 (and any other provision that by its nature should survive) survive termination.

16. Indemnification

To the maximum extent permitted by law, you agree to indemnify, defend, and hold harmless Heyquip and its affiliates, officers, directors, employees, agents, and service providers from and against any claim, demand, loss, liability, damage, or expense (including reasonable attorneys' fees) arising out of or relating to: (a) your access to or use of the Services; (b) your User Content; (c) your breach of these Terms; (d) your violation of any law or third-party right; or (e) any rental, dispute, injury, property damage, or other matter between you and a Rental Shop.

17. Governing Law

These Terms and your use of the Services are governed by the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. Subject to Section 14, the courts located in the Judicial District of Montréal, Quebec, have exclusive jurisdiction over any dispute not subject to arbitration.

18. Modifications

We may modify these Terms or the Services at any time. If we make material changes, we will provide reasonable notice (for example, by email, by SMS, or by posting on yardy.io). Material changes take effect on the date stated in the notice. Your continued use of the Services after the effective date of a change constitutes acceptance of the revised Terms.

19. General

19.1 Entire agreement. These Terms, together with the Privacy Policy and any additional written agreement between you and Heyquip, constitute the entire agreement between you and Heyquip regarding the Services and supersede prior agreements on the subject.

19.2 Severability. If any provision is found unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable, except that the class-action waiver in Section 14.3 is not severable.

19.3 No waiver. Our failure to enforce a provision is not a waiver of our right to do so later.

19.4 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a corporate transaction, including a merger, acquisition, financing, or sale of assets.

19.5 No third-party beneficiaries, except that Rental Shops are intended third-party beneficiaries of Sections 1.2, 1.3, 12, 13, and 16 to the extent applicable.

19.6 Notices. We may give notices by SMS, by email, or by posting on yardy.io or app.yardy.io. You agree to receive Notices electronically. Legal notices to Heyquip must be sent to info@heyquip.com and to 66 avenue Strathyre, Montreal, H8R 3P9, Quebec, Canada.

19.7 Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control.

19.8 Language. The parties have requested that these Terms be drawn up in English. Les parties ont demandé que ces Conditions soient rédigées en anglais.

20. Contact

Heyquip Inc. (operator of Yardy) Address: 66 avenue Strathyre, Montreal, H8R 3P9, Quebec, Canada Support: support@heyquip.com Legal: info@heyquip.com