itsGLO Cleaning Inc. — Independent Contractor Services Agreement (v1)

itsGLO CLEANING INC.

Independent Contractor
Services Agreement

Confidential

55 Gerrard St W, Toronto, ON M5G 0B9
admin@itsglocleaning.ca · info@itsglocleaning.ca
Governed by the laws of Ontario, Canada

Please read this entire Agreement carefully before signing. By signing the Master Acknowledgment at the end, you agree to be legally bound by all terms herein. This is a business-to-business agreement, not an employment agreement. You are encouraged to seek independent legal and tax advice before signing.

Important — Read First

This is an independent contractor agreement, not an employment contract. If you sign this Agreement, you are entering into a business-to-business relationship with itsGLO Cleaning Inc. as an independent contractor (a "Contractor"). You are not an employee of itsGLO Cleaning Inc. and the protections of the Ontario Employment Standards Act, 2000 (such as minimum wage, overtime, vacation pay, statutory holiday pay, sick leave, and termination notice) do not apply to your relationship with the Company.

Among other consequences of independent contractor status:

You are responsible for remitting your own income tax, Canada Pension Plan (CPP) contributions, and (if applicable) Employment Insurance (EI) premiums to the Canada Revenue Agency. The Company will not deduct these amounts from your fees.
You are responsible for collecting and remitting GST/HST if your gross revenues from all sources exceed the small-supplier threshold ($30,000 over four consecutive calendar quarters).
You must hold commercial general liability insurance as set out in section A.7. WSIB coverage is optional for independent contractors in Ontario; the Company recommends but does not require it.
You are not entitled to vacation pay, statutory holiday pay, overtime pay, sick leave, severance, or any employment benefit.
You may perform services for other clients, including other cleaning service businesses, subject only to the conflict-of-interest and non-solicitation restrictions in Part C.

Where to sign — at a glance

Section 1 — Contractor Information — fill in your business and tax information; sign at the end of the section.
Part A — Fees (section A.4) — review the 55% per-booking fee model and tick whether you are GST/HST-registered.
Part E — Pre-Engagement Documentation — tick each document you have provided.
Part F — Acknowledgments — tick each statement to confirm your independent contractor status and agreement to comply, including the permanent non-solicitation obligations.
Master Acknowledgment — sign last, after you have read Parts A–F.

Sign only at separation: Schedule 1 — Final Settlement & Equipment Deduction Authorization (sign only if and when the engagement ends and you choose to settle equipment-return obligations under section A.10.3 from your final invoice).

Electronic signatures are valid. Under the Electronic Commerce Act, 2000 (Ontario), an electronic signature applied via the Company's designated signing platform has the same legal force as a handwritten signature.

Section 1 — Contractor Information

Please complete all fields accurately. This information is collected for engagement, invoicing, tax, and insurance verification purposes.

Contractor Identity

Legal First Name

Legal Last Name

Date of Birth

Phone Number

Email Address

Business Information

If you operate as a sole proprietor under your personal name, you may provide your SIN in place of a Business Number. If you operate under a registered business name or through a corporation, provide your Business Number.

Registered Business Name (if any)

Business Number / SIN

GST/HST Number (if registered)

GST/HST status: ☐ Registered — I will charge GST/HST on all invoices ☐ Not registered (small supplier — under $30,000 in gross revenues over four consecutive calendar quarters)

Mailing Address

Street Address

Apt / Suite

City

Province

Postal Code

Eligibility to Work in Canada

Canadian Citizen / PR Working Holiday Visa Work Permit Other

If you are providing services in Ontario under a work permit, provide a copy of your permit. The Contractor represents and warrants that they are legally entitled to provide services in Canada.

Direct Deposit for Invoice Payment

The Company will pay your invoices by electronic funds transfer to the account below. Provide a void cheque or direct deposit form.

Bank / Institution Name

Branch / Transit Number

Account Number

Account Holder Name

Emergency Contact (in case of incident at a client site)

Full Name
Relationship
Phone

By signing below, I confirm that all information in this section is accurate and complete to the best of my knowledge, and that I am providing services to itsGLO Cleaning Inc. as an independent contractor and not as an employee.

Contractor Signature

Date

Part A — Engagement Terms

This Independent Contractor Services Agreement (the "Agreement") is entered into between itsGLO Cleaning Inc., 55 Gerrard St W, Toronto, ON M5G 0B9 (the "Company") and the Contractor identified in Section 1 of this document (the "Contractor"). The Company and the Contractor are each a "Party" and together the "Parties".

A.1 Services to be Performed

The Contractor agrees to provide residential, commercial, and short-term rental cleaning services (the "Services") to clients introduced to the Contractor by the Company through the Company's booking platform. The Contractor will:

Accept bookings through the Company's platform on a job-by-job basis. The Contractor is under no obligation to accept any particular booking.
Perform each accepted booking in a professional, workmanlike manner consistent with industry standards and the job-specific scope provided through the platform.
Determine the means, methods, and sequence by which each cleaning task is performed, subject only to the requirement that the Services satisfy the agreed scope and the Company's documented quality standards.
Report any hazards, damages, or material concerns at a client site to the Company promptly.

A.2 Independent Contractor Status

This section sets out the foundation of the legal relationship between the Parties. Both Parties acknowledge that the characterization of the relationship as one of independent contracting is fundamental to the Agreement and that each Party is entitled to rely on it.

The Parties expressly agree and acknowledge that:

The Contractor is engaged as an independent contractor and is not an employee, agent, partner, or joint venturer of the Company.
Nothing in this Agreement creates an employment relationship between the Parties. The Contractor is not entitled to any employment benefit, including (without limitation) minimum wage, overtime pay, vacation pay, statutory holiday pay, sick leave, severance, termination notice, group health benefits, pension, or any other benefit available to employees of the Company.
The Contractor controls the manner and method of performing the Services, including how and in what order tasks are completed, what cleaning techniques are used, and how the Contractor manages their own time, subject only to the agreed scope of each booking and the Company's quality standards.
The Contractor is free to provide cleaning and other services to other clients, businesses, or platforms, subject only to the conflict-of-interest and non-solicitation restrictions in Part C.
The Contractor may, with prior written approval from the Company, engage qualified subcontractors or substitutes to perform any Services on the Contractor's behalf, provided that any such subcontractor satisfies the Company's background check, insurance, and quality requirements. The Contractor remains fully responsible for the performance of any work performed by their subcontractor.
The Contractor bears the risk of profit or loss in connection with the performance of the Services and is responsible for managing their own business expenses.
The Company will not deduct income tax, Canada Pension Plan contributions, or Employment Insurance premiums from any payment to the Contractor. The Contractor is solely responsible for remitting all such amounts to the Canada Revenue Agency.
The Company will issue a T4A statement (or equivalent) at year-end if and as required by the Income Tax Act (Canada).

A.3 Term and Renewal

This Agreement commences on the date the Contractor signs the Master Acknowledgment and continues until terminated in accordance with section A.10. There is no fixed term and no probationary period. Either Party may terminate this Agreement on written notice as set out in section A.10.

A.4 Service Fees and Invoicing

The Company will pay the Contractor a fee for each accepted and completed booking, calculated as follows:

Booking Fee	For each booking, the Contractor's fee is fifty-five percent (55%) of the total amount the Company charges the client for that booking, exclusive of any GST/HST charged by the Company to the client.
Visibility	The Company will display the calculated fee for each booking on the Company's platform before the Contractor accepts the booking, so the Contractor can decide whether to accept it. By accepting a booking through the platform, the Contractor agrees to the displayed fee for that booking.
GST/HST	The Contractor adds GST/HST to their invoice for each booking only if the Contractor is GST/HST-registered. The Contractor must provide their GST/HST number on each invoice that includes GST/HST.
Currency	All amounts are in Canadian Dollars (CAD).

The 55% share reflects the Company's contribution to the engagement, including but not limited to: client acquisition and marketing, the booking and payment platform, scheduling and dispatch, billing and collections, brand and quality control, customer service and complaint handling, insurance contributions, and administrative overhead.

The Contractor acknowledges that this fee structure has been set with knowledge that the Contractor is responsible for their own taxes, insurance, equipment, supplies, travel, and business expenses, and that no employment benefits are provided. The percentage may be changed only by written agreement signed by both Parties; any change applies only to bookings accepted after the date of the change.

A.4.1 Invoicing

The Contractor will submit a written invoice to the Company on a bi-weekly basis (or such other interval as the Parties may agree). Each invoice must include:

The Contractor's legal name (or registered business name) and contact details
The Contractor's GST/HST number, if registered
A unique invoice number and the invoice date
A list of bookings completed during the invoicing period (date, client reference, agreed fee)
Any applicable GST/HST as a separate line item
The total amount due, in CAD

The Company will pay properly submitted invoices within fourteen (14) days of receipt by electronic funds transfer to the account on file. The Company may withhold payment of any line item that is reasonably disputed in good faith, provided the Company notifies the Contractor in writing of the basis for the dispute within 7 days of receiving the invoice.

A.4.2 Tax Responsibility

The Contractor is solely responsible for:

Remitting income tax on all amounts received under this Agreement;
Making CPP contributions as required;
Determining whether they are required to register for GST/HST and remitting collected GST/HST to the Canada Revenue Agency;
Filing all required tax returns and information returns.

The Contractor agrees to indemnify and hold harmless the Company from and against any claim, assessment, penalty, or interest assessed against the Company by any tax authority arising from the Contractor's failure to remit taxes properly owed by the Contractor in connection with payments received under this Agreement.

A.4.3 Expenses

Except as expressly set out in this Agreement or in a written, pre-approved expense authorization, the Contractor bears all costs of providing the Services, including travel, supplies, equipment, insurance, training, and administration.

Where the Company has expressly agreed in writing in advance to reimburse a specific expense (for example, a specialty cleaning product purchased at the Company's request for a particular booking), the Contractor will submit the original receipt within fourteen (14) days of purchase. Reimbursement is paid as part of the Contractor's next regular invoice payment.

A.5 Service Acceptance and Performance

The Contractor decides which bookings to accept. Once a booking is accepted through the Company's platform, the Contractor commits to performing that booking in accordance with the agreed scope, time window, and the Company's quality standards.

If the Contractor is unable to perform an accepted booking, the Contractor must notify the Company at the earliest reasonable opportunity, and in any event no later than four (4) hours before the booking's scheduled start time, so that the Company can arrange a replacement.
If the Contractor fails to perform an accepted booking and fails to provide such notice, the Company may charge the Contractor a "Booking Disruption Fee" of one hundred dollars ($100.00 CAD), representing a fair pre-estimate of the Company's cost of arranging an alternative provider on short notice. This fee is offset against the Contractor's next invoice payment.
Repeated failure to perform accepted bookings (more than two (2) such failures in any rolling six (6)-month period) constitutes a material breach of this Agreement under section A.10.2.

The Contractor may use a qualified substitute (with the Company's prior written approval, per section A.2) to fulfil an accepted booking if the Contractor is unable to perform it personally, provided the substitute satisfies the Company's background check, insurance, and quality requirements.

A.6 Tools, Equipment, and Supplies

The Contractor is responsible for providing all tools, equipment, and supplies necessary to perform the Services, except for items the Company expressly agrees in writing to provide. Where the Company provides any item to the Contractor (for example, a branded uniform, an identification badge, client keys, key fobs, access cards, or branded supplies), those items remain the property of the Company at all times and must be returned in accordance with section A.10.3.

A.7 Insurance

The Contractor must, at the Contractor's own cost, hold and maintain throughout the term of this Agreement commercial general liability insurance with a minimum limit of one million dollars ($1,000,000 CAD) per occurrence, naming itsGLO Cleaning Inc. as an additional insured. The Contractor will provide a Certificate of Insurance evidencing this coverage upon execution of this Agreement and within ten (10) days of any renewal.

About WSIB (informational)

Under the Workplace Safety and Insurance Act, 1997 (Ontario), most independent contractors in the cleaning sector are not required to register with the Workplace Safety and Insurance Board (WSIB). WSIB coverage is, however, available to independent operators on an optional basis and the Company strongly recommends that the Contractor obtain it. The Contractor is not required to hold WSIB coverage as a condition of this Agreement.

The Contractor acknowledges that they are not covered under any WSIB account or insurance policy held by the Company. The Contractor is solely responsible for any injury, illness, or loss they sustain in the course of providing the Services and waives any claim against the Company in respect of such injury, illness, or loss to the extent permitted by applicable law.

A.8 Background Check and Eligibility

As a condition of engagement, and in view of the Contractor's access to client premises and personal spaces, the Contractor consents to a criminal background check prior to commencing Services with clients. The Contractor agrees to cooperate with all background check requirements and provide any required authorizations. The Company reserves the right to decline to engage the Contractor or to terminate this Agreement where background check results are unsatisfactory.

The Contractor must notify the Company immediately if charged with or convicted of any criminal offence during the term of this Agreement. The Contractor represents and warrants that they are legally entitled to provide services in Canada and agrees to maintain all required immigration authorizations throughout the term of this Agreement.

A.9 Travel

The Contractor is responsible for their own travel to and from each client site. Travel time and cost are included in the agreed Service Fees and are not separately compensable, except where the Parties agree in writing in advance for a specific booking that exceptional travel will be reimbursed.

A.10 Termination of Agreement

A.10.1 Termination on Notice

If the Contractor wishes to end this Agreement, the Contractor must provide the Company with at least two (2) weeks' written notice (fourteen (14) days), delivered in person or by email to info@itsglocleaning.ca, specifying the Contractor's intended last day of providing Services. During the notice period, the Contractor will continue to be eligible to accept bookings on the Company's platform on the same terms as before, and is expected to perform any already-accepted bookings in accordance with this Agreement.

The Company may terminate this Agreement at any time on fourteen (14) days' written notice to the Contractor, or immediately for material breach under section A.10.2.

The Company may, at its sole discretion, waive all or part of any notice period. The Company is not required to pay the Contractor for the waived portion of the notice period, except for fees properly invoiced for Services actually performed.

A.10.2 Termination for Material Breach

Either Party may terminate this Agreement immediately, on written notice, where the other Party has committed a material breach of this Agreement. Without limiting the generality of the foregoing, the following constitute material breaches by the Contractor:

Theft, fraud, or deliberate dishonesty in connection with the Services or the Company's clients
Deliberate solicitation of, or performance of private services for, Company clients in breach of Part C of this Agreement (including performing cleaning or related services for Company clients outside of the Company platform)
Serious or repeated harassment, violence, or discrimination at any client site
Wilful disregard of occupational health and safety requirements that creates a material risk of harm
Repeated failure to perform accepted bookings (per section A.5)
Deliberate breach of the confidentiality obligations in Part C
Intentional falsification of invoices, booking completion records, or other records
Loss or revocation of the Contractor's right to work in Canada
Failure to maintain required insurance or WSIB coverage as set out in section A.7, after fifteen (15) days' written notice and opportunity to cure

The Company's right to terminate this Agreement for material breach is in addition to, and not in lieu of, any other remedy available to the Company at law or in equity, including the liquidated damages set out in section C.5 and section A.10.3.

A.10.3 Return of Company Property

Upon any termination of this Agreement, regardless of the reason, the Contractor must return all Company property in their possession or control. Company property includes, without limitation:

Any branded uniform(s), aprons, or apparel provided by the Company, laundered and in good condition
Identification badges, lanyards, or business cards provided by the Company
Client keys, key fobs, access cards, alarm codes, and entry codes
Any tools, equipment, devices, or supplies issued by the Company (including, where applicable, mobile devices, chargers, branded cleaning kits, and supplies)
All physical and digital records, notes, photographs, or materials containing Company or client Confidential Information

All items must be returned in person to itsGLO Cleaning Inc., 55 Gerrard St W, Toronto, ON M5G 0B9, within forty-eight (48) hours of the effective date of termination. Return by mail is not permitted unless the Company provides express written authorization in advance.

Condition standard. Returned property must be in good working condition, fair wear and tear excepted. "Fair wear and tear" means deterioration that results from the ordinary, intended use of the property over the period the Contractor held it. It does not include: loss, theft, items not returned within the 48-hour window, items returned in unsanitary condition, or damage caused by misuse, negligence, or wilful conduct.

Liquidated damages — $400. The Parties acknowledge that the cost of sourcing, branding, sanitizing, and re-issuing Company-provided equipment, uniforms, and access materials is difficult to quantify precisely on a per-item basis, and that administrative cost is incurred whether one item or several are unreturned or damaged. The Parties therefore agree that Four Hundred Dollars ($400.00 CAD) is a fair and genuine pre-estimate of the Company's loss where the Contractor:

Fails to return any Company-issued property within the 48-hour window, or
Returns any Company-issued property in a condition worse than good working condition, fair wear and tear excepted.

This $400 amount is payable as a single lump sum per termination event (not per item), is not a penalty, and is in addition to any other remedy available to the Company at law or in equity, including the right to claim the full replacement value of any item where that value materially exceeds $400 (for example, a lost set of client keys requiring a re-key, or a stolen mobile device).

Method of payment. The Contractor authorizes the Company to offset this $400 amount, plus any other amount properly owed by the Contractor under this Agreement (including any Booking Disruption Fees and any documented replacement costs in excess of $400), against any outstanding invoice or final invoice payable by the Company to the Contractor. If the available offset is insufficient to cover the amount owing, the balance remains a debt the Contractor owes to the Company, payable on written demand. Offsetting is permitted because the Contractor is an independent contractor and not an employee, and the restrictions on wage deductions in section 13 of the Employment Standards Act, 2000 do not apply.

Disputes. If the Contractor disputes whether returned property fell below the condition standard, they may submit a written dispute within fourteen (14) days of termination. The Company will respond in writing within fourteen (14) days, and where reasonable, will provide photographs of the disputed items.

Reminder: ALL Company property must be returned to 55 Gerrard St W, Toronto, ON within 48 hours of the effective date of termination, regardless of the reason for termination. Failure to return Company property, or return in damaged condition, triggers a $400 liquidated-damages obligation under section A.10.3, payable as an offset against any outstanding invoice.

A.10.4 Final Invoice and Payment

Within fourteen (14) days of termination, the Contractor will submit a final invoice for all Services performed up to the effective date of termination but not yet invoiced. The Company will pay the final invoice within fourteen (14) days of receipt, less any amount properly owed by the Contractor to the Company (including under section A.10.3 and section A.5).

A.11 Indemnification

The Contractor will indemnify and hold harmless the Company, its directors, officers, employees, and agents from and against any claim, demand, loss, damage, cost, or expense (including reasonable legal fees) arising from or relating to:

Any breach by the Contractor of this Agreement;
Any act, omission, negligence, or wilful misconduct of the Contractor or any subcontractor of the Contractor in performing the Services;
Any claim by a tax authority arising from the Contractor's failure to remit taxes properly owed in connection with payments received under this Agreement;
Any claim that the Contractor was misclassified as an independent contractor and ought to have been classified as an employee, except to the extent such claim arises from the Company's own conduct that is materially inconsistent with the independent contractor characterization set out in section A.2;
Any property damage or personal injury at a client site caused by the Contractor.

A.12 Electronic Execution

This Agreement may be executed electronically, including via the Company's designated onboarding platform. An electronic signature shall have the same legal force and effect as an original handwritten signature pursuant to the Electronic Commerce Act, 2000 (Ontario). Each Party confirms having had a reasonable opportunity to review the full document prior to executing it electronically.

A.13 Severability

If any provision of this Agreement, or any part thereof, is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be severed to the minimum extent necessary, and the remaining provisions shall continue in full force and effect. The Parties agree that any severed provision should be read down to the minimum extent required to make it enforceable, preserving the Parties' original intent as closely as possible.

A.14 Entire Agreement and Amendments

This Agreement, together with the standards and policies referenced herein, constitutes the entire agreement between the Parties with respect to the Services and supersedes all prior oral or written representations, negotiations, and agreements on the same subject matter. This Agreement may only be amended by a written document signed by both Parties.

A.15 Governing Law and Jurisdiction

This Agreement is governed by and shall be construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. Any legal proceedings arising from or relating to this Agreement shall be instituted in the courts of the Province of Ontario, to whose exclusive jurisdiction the Parties hereby irrevocably attorn.

Part B — Service Standards & Conduct

The following standards are an integral part of this Agreement and apply to all Services performed by the Contractor at all client sites and in all communications with clients connected to bookings accepted through the Company's platform. The Company sets these standards because the Contractor performs Services on behalf of the Company's brand and at the Company's clients; how the Contractor performs the Services within these standards remains within the Contractor's control.

B.1 Appearance and Identification

The Contractor must present a professional, clean appearance at all client sites.
Where the Company has provided a branded uniform, apron, or identification badge for use at Company-platform bookings, the Contractor must wear it during those bookings. The Contractor remains free to use their own clothing or branding for any work performed outside of the Company's platform (subject to Part C).
Footwear: Closed-toe, slip-resistant shoes are mandatory at all client sites. Open-toe shoes, sandals, flip-flops, or any footwear that exposes the toes are prohibited at all client sites under safety standards.
All personal equipment and supplies brought to Company-platform bookings must be clean, functional, and in professional condition.
Company-provided uniforms, badges, and supplies remain the property of itsGLO Cleaning Inc. and must be returned per section A.10.3 upon any termination of this Agreement.

B.2 Professional Conduct and Confidentiality

The Company requires a professional, respectful, and discreet service environment. While performing Services through the Company's platform, the Contractor must not:

Disparage, gossip about, or share personal information regarding clients, the Company, the Company's other contractors, or the Company's staff — in person, by text, through social media, or by any other means;
Make negative or critical remarks about itsGLO Cleaning Inc., its management, pricing, policies, or operations to clients, prospective clients, or the public;
Discuss another contractor's compensation, performance, or personal circumstances with any other person;
Create or spread rumours, whether at client sites or online;
Post complaints, negative reviews, or disparaging content about the Company, its other contractors, or its clients on any social media platform, review site, or messaging application.

The Contractor is encouraged to raise concerns directly with the Company through appropriate channels. Disagreements must be handled professionally and privately — not vented to clients, the public, or on social media.

B.3 Job Site Procedures

For each accepted booking, the Contractor must follow this procedure:

Upon arrival, confirm that the scope of the job (size, number of rooms and bathrooms) matches the booking details. Any discrepancy must be reported to the Company immediately, before work begins.
Assess the condition of the property. If it is materially dirtier or larger than represented, notify the Company before proceeding.
Conduct a pre-cleaning walk-through and photograph all pre-existing damage — particularly in kitchens, bathrooms, and high-traffic areas — before any cleaning begins.
Review and complete all tasks on the job-specific checklist provided through the Company's booking platform.
Notify the Company approximately one (1) hour before the expected completion time of the job, especially when the client is not present on-site.
Conduct a final walk-through before leaving, reviewing all areas from the client's perspective to identify any missed tasks.
Photograph all completed areas before departing and submit photos through the Company's designated platform on the same day.
If the Contractor holds client keys and the client will not return before the Contractor departs: ensure all lights and appliances (including the stove and oven) are off, all entry points are secured, and any alarm system is engaged before leaving.

B.4 Mandatory Photo Documentation

Photo documentation is a non-negotiable requirement of every booking accepted through the Company's platform. Failure to comply with this section may result in the booking fee being reduced or withheld (where the Contractor cannot demonstrate that the booking was completed in accordance with scope) and may limit the Company's ability to assess responsibility for damages. The Contractor must:

Photograph all pre-existing damage at every job site upon arrival, before any work begins;
Photograph all completed cleaning areas before departing every assignment;
Submit all photos through the Company's designated platform on the same day as the booking;
Never post, share, or forward photographs of client properties, belongings, or work performed on personal social media, messaging applications, or to any unauthorized third party.

B.5 Communication Standards

Respond to Company messages and calls relating to accepted bookings within two (2) hours during normal business hours.
All communications with the Company's clients must be professional, courteous, and limited to matters directly related to the assigned booking.
The Contractor must not provide the Company's clients with the Contractor's personal contact information for the purpose of bypassing the Company. If a client requests contact information, direct the client to contact the Company.
Where a client requests additional services not on the assigned checklist that would require more than ten (10) minutes to complete, the Contractor must direct the client to contact the Company directly to arrange and price the additional work.
All communication with the Company's clients in connection with bookings accepted through the Company's platform must remain within Company-approved channels. The Contractor shall not use the Company's client relationships to establish independent communication channels for the purpose of providing services outside the Company's platform (see Part C).

B.6 Conduct at Client Properties

Treat all clients with respect, dignity, and professionalism at all times.
Do not consume the client's food, beverages, or personal items.
Do not use the client's personal devices, appliances (for personal purposes), or belongings.
Do not bring any unauthorized individual, including family members or friends, to a client's property. (An approved substitute under section A.2 is not "unauthorized".)
Do not move furniture or any item weighing more than thirty (30) lbs without explicit written instruction from the Company.
Any damage, suspected damage, or unusual condition must be reported to the Company immediately — before the Contractor leaves the job site — and documented with photographs.

B.7 No Direct Payment Collection from Company Clients

For any booking accepted through the Company's platform, all client payments must flow exclusively through the Company. The Contractor must not:

Accept payment of any kind directly from a Company client for a Company-platform booking — including cash, electronic transfer, cheque, gift cards, or any other form;
Issue quotes, pricing, or estimates to clients on behalf of the Company;
Negotiate the scope, pricing, or frequency of any Company service directly with a client.

This section does not restrict the Contractor's right to provide services to other clients on the Contractor's own account, subject to Part C.

Part C — Confidentiality, Non-Solicitation & Conflict of Interest

The obligations in this Part C are fundamental conditions of this Agreement and survive its termination. These restrictions are limited in scope and are not intended to operate as a non-compete on the cleaning industry generally — the Contractor remains free to provide cleaning services to clients of their own and to other businesses, subject to the specific restrictions below. The Contractor is encouraged to seek independent legal advice regarding these provisions.

C.1 Confidentiality

In the course of providing the Services, the Contractor will have access to confidential and proprietary information belonging to the Company and its clients ("Confidential Information"), including but not limited to:

Client names, contact details, addresses, entry codes, keys, and access instructions
Client service schedules, preferences, and billing information
Pricing, service rates, discount structures, and promotional terms
Business systems, processes, training materials, and operational procedures
Information regarding the Company's other contractors and staff
Any other information the Contractor knows or ought reasonably to know is confidential

The Contractor agrees to:

Hold all Confidential Information in strict confidence during and after the term of this Agreement;
Use Confidential Information only for the purpose of performing the Services;
Not disclose any Confidential Information to any third party without prior written authorization from the Company;
Report any known or suspected breach of confidentiality to the Company immediately;
Return or permanently destroy all Confidential Information in any form upon termination of this Agreement.

This confidentiality obligation survives the termination or expiry of this Agreement indefinitely.

C.1.1 Ownership of Clients and Business Relationships

All clients, prospective clients, leads, and business opportunities obtained, serviced, or introduced through the Company's platform are and shall remain the exclusive property of the Company.

The Contractor acknowledges that all such relationships are developed through the Company's branding, marketing, systems, and goodwill, and do not belong to the Contractor. The Contractor shall have no ownership interest in any Company client relationship and shall not assert any claim to such relationships during or after the term of this Agreement.

C.1.2 Ownership of Company Materials and Systems

All training materials, checklists, procedures, systems, documentation, and operational methods developed or provided by the Company are and shall remain the exclusive property of the Company.

The Contractor shall not copy, reproduce, distribute, or use such materials for any purpose other than performing the Services for the Company, either during or after the term of this Agreement.

FINANCIAL PENALTIES — READ CAREFULLY. The Contractor's obligations under sections C.2, C.3, and C.4 carry permanent (lifetime) restrictions and significant financial penalties. Each Company Client solicited or served in breach of this Part triggers a liquidated damages payment of $5,000.00 CAD per Client. Each Company contractor, employee, or staff member solicited away in breach triggers a liquidated damages payment of $5,000.00 CAD per individual. These amounts are payable on written demand, are in addition to any other remedy available to the Company (including injunctive relief and the recovery of profits), and may be offset against any outstanding amount owed by the Company to the Contractor. See section C.5 for the complete terms.

C.2 Non-Solicitation of Company Clients — Permanent

During the term of this Agreement and at all times after the termination of this Agreement, indefinitely and for the lifetime of the Contractor, the Contractor shall not, directly or indirectly, alone or in association with any other person or entity:

Solicit, contact, accept, perform, or arrange to perform any cleaning or related services for any Client of the Company;
Encourage, induce, or assist any Client of the Company to reduce, discontinue, or divert their business away from the Company.

"Client" means any person or entity for whom the Contractor performed Services through the Company's platform at any time during the term of this Agreement, or with whom the Company had an active business relationship at the time of termination.

This restriction applies regardless of who initiates contact, regardless of how the Contractor came to be in contact with the Client, and regardless of whether the Contractor would benefit directly or indirectly. The Contractor acknowledges that the Company's relationships with its Clients are built through the Company's branding, marketing investment, platform infrastructure, and operational systems — and that the protection of those relationships is a fundamental condition of the Contractor being granted access to those Clients in the first place. This restriction does not prevent the Contractor from providing cleaning services to any other client — only to the Company's Clients as defined above.

C.3 Non-Circumvention and Off-Platform Work — Permanent

During the term of this Agreement and at all times after termination, indefinitely and for the lifetime of the Contractor, the Contractor shall not:

Accept, perform, or arrange to perform any private or off-platform cleaning or related services for any person or entity that is or was a Company Client or lead, regardless of who initiates the contact;
Redirect, encourage, or assist any Company Client or lead to bypass the Company and engage the Contractor or any associate directly;
Use any relationship, knowledge, access, or information obtained through the Company to solicit or serve any Company Client in competition with the Company.

The Contractor acknowledges that misrepresenting availability — including cancelling accepted bookings or feigning unavailability — for the purpose of performing off-platform work for Company Clients constitutes a material breach of this Agreement and grounds for immediate termination under section A.10.2, in addition to triggering the liquidated damages in section C.5.

These restrictions apply specifically to the Company's Clients and leads. They do not restrict the Contractor from operating their own cleaning business, working with other cleaning service platforms, or providing services to clients the Contractor obtains independently of the Company. These clauses are not a non-competition agreement and are not intended to operate as one.

C.4 Non-Solicitation of Company Contractors, Employees, and Staff — Permanent

During the term of this Agreement and at all times after termination, indefinitely and for the lifetime of the Contractor, the Contractor shall not, directly or indirectly, solicit, induce, encourage, or attempt to recruit any other contractor, employee, or agent of the Company to terminate or reduce their relationship with the Company, or to perform services for the Contractor or for any business that the Contractor owns, operates, or is associated with.

C.4.1 Step-Down Severability for Sections C.2, C.3, and C.4

The Parties intend the duration of the restrictions in sections C.2, C.3, and C.4 to be perpetual (indefinite / lifetime). If a court of competent jurisdiction finds that a perpetual duration is unenforceable, the Parties agree that the duration shall be read down to the longest of the following periods that the court would find enforceable, in descending order of preference: (a) ten (10) years following termination; (b) five (5) years following termination; (c) three (3) years following termination; (d) two (2) years following termination; (e) twelve (12) months following termination. The Parties intend that, even if the maximum duration is read down, the restrictions remain in force for the longest enforceable period and the substantive obligations otherwise survive in full.

C.5 Liquidated Damages — Financial Penalties

The Parties acknowledge that a breach of section C.2, C.3, or C.4 would cause the Company harm that is inherently difficult to quantify at the time of entering into this Agreement, including loss of long-term client revenue, marketing investment, training investment, and team stability. Accordingly, the Parties agree that the following amounts are genuine pre-estimates of the Company's loss for each such breach and are payable by the Contractor on written demand:

Breach	Liquidated Damages
Breach of section C.2 or C.3 — soliciting or serving a Company Client	$5,000.00 CAD per Client solicited or served
Breach of section C.4 — soliciting a Company contractor, employee, or staff member	$5,000.00 CAD per individual solicited
Failure to return Company property in good condition within the 48-hour window (section A.10.3)	$400.00 CAD per termination event, plus full replacement value where it materially exceeds $400
Failure to perform an accepted booking without notice (section A.5)	$100.00 CAD Booking Disruption Fee per occurrence

These amounts are not penalties. They are payable in addition to, and not in lieu of, any other remedy available to the Company in law or equity, including (without limitation):

The right to seek injunctive or other equitable relief to prevent or restrain any breach of this Part C, without being required to prove actual damages or post a bond;
The right to claim the Company's lost profits from any Client diverted in breach of section C.2 or C.3, where those profits exceed the liquidated damages amount;
The right to offset any amount owed under this section against any outstanding invoice or final invoice payable by the Company to the Contractor.

The Contractor expressly acknowledges that the financial penalties in this section are reasonable, are a fundamental condition of this Agreement, and that the Contractor has been given the opportunity to seek independent legal advice before signing.

C.5.1 Non-Disparagement

The Contractor agrees that they shall not, during or after the term of this Agreement, make or publish any statement, whether oral, written, or online, that could reasonably be expected to harm the reputation of the Company, its management, contractors, employees, or clients.

This clause does not restrict the Contractor from making good-faith complaints through appropriate legal or regulatory channels.

C.6 Conflict of Interest Disclosure

The Contractor is free to provide services to other clients and businesses, including other cleaning companies, subject to the restrictions in sections C.2, C.3, and C.4. The Contractor must, however, disclose in writing to the Company any actual or potential conflict of interest that could reasonably affect the Contractor's ability to perform the Services impartially or to comply with this Agreement, promptly upon the Contractor becoming aware of it.

Part D — Site Standards: Health, Safety, Privacy, and Accessibility

The following standards apply to the Contractor at all client sites and in connection with all Services performed through the Company's platform. They reflect both legal obligations that apply to anyone working at a client site in Ontario and the Company's expectations of any person providing services on its behalf.

D.1 Occupational Health and Safety

The Contractor must comply with the Occupational Health and Safety Act (Ontario) ("OHSA") and all applicable regulations at every client site. The Contractor agrees to:

Wear appropriate personal protective equipment (PPE) for all cleaning tasks — including gloves when handling chemicals, masks in dusty environments or when using chemical products, and protective eyewear where there is a splash risk;
Never stand on chairs, tables, countertops, or any unstable surface to access elevated areas — appropriate extendable tools must be used instead;
Never mix cleaning chemicals, and comply with WHMIS standards for all hazardous products at all times;
Report any injury, incident, or near-miss to the Company immediately, regardless of severity;
Refuse to perform any work the Contractor reasonably believes to be unsafe, in accordance with the OHSA.

The Contractor acknowledges that, as an independent contractor, the Contractor is responsible for their own occupational health and safety arrangements, including PPE, training, and (under section A.7) WSIB or equivalent insurance coverage.

D.2 Workplace Harassment and Violence

The Company maintains a zero-tolerance position on harassment — including sexual harassment and harassment on the basis of any ground protected by the Ontario Human Rights Code — and on violence, at every client site and in every communication connected to the Services. The Contractor agrees that:

All clients, Company staff, and other contractors must be treated with dignity and respect at all times and in all locations connected to the Services;
Any harassment, discrimination, threats, or acts of violence experienced or witnessed by the Contractor must be reported to the Company immediately;
The Company will investigate complaints involving the Contractor or about the Contractor within forty-eight (48) hours of receipt and will handle complaints with confidentiality to the extent reasonably possible. Substantiated misconduct by the Contractor constitutes a material breach of this Agreement.

D.3 Accessibility for Ontarians with Disabilities (AODA)

In compliance with the Accessibility for Ontarians with Disabilities Act, 2005 and the Integrated Accessibility Standards Regulation, the Contractor agrees to provide Services to all clients in a manner that respects the dignity, independence, and equal access of persons with disabilities. The Contractor will accommodate assistive devices and service animals and will follow the Company's instructions regarding accessible service delivery.

D.4 Equal and Non-Discriminatory Service

The Contractor will not refuse to provide Services, or provide Services on different terms, on any ground protected by the Ontario Human Rights Code, including race, ancestry, place of origin, colour, ethnic origin, citizenship, creed, sex, sexual orientation, gender identity, gender expression, age, marital status, family status, or disability.

D.5 Client Privacy and Social Media

The Contractor must not post photographs of client properties, client belongings, or any work performed on behalf of the Company on any personal social media account, messaging application, or website without the prior express written consent of both the client and the Company. Violation of this section constitutes a serious breach of client privacy and a material breach of this Agreement under section A.10.2.

Part E — Pre-Engagement Documentation Checklist

The following documents and items must be provided before the Contractor commences Services through the Company's platform. The Company will sign off when each item is on file.

Required Document	Status
Two (2) pieces of valid government-issued photo ID (e.g., passport, driver's licence, provincial ID card)	☐ Provided
Proof of current address dated within 90 days (e.g., bank statement or utility bill)	☐ Provided
Void cheque or signed direct deposit form (for invoice payment)	☐ Provided
Business Number (BN) and/or GST/HST registration confirmation, if registered	☐ N/A ☐ Provided
Certificate of Insurance — Commercial General Liability ($1M minimum), naming itsGLO Cleaning Inc. as additional insured (required)	☐ Provided ☐ Pending (within 30 days)
WSIB account number — optional independent operator coverage (recommended, not required)	☐ Provided ☐ Not applicable
Copy of valid work permit or proof of eligibility to work in Canada (if applicable)	☐ N/A ☐ Provided
Signed copy of this complete Independent Contractor Services Agreement	☐ Signed

Pre-Start Item	Status
Completed Company onboarding orientation (platform walkthrough, quality standards, photo submission procedure)	☐ Completed
Company-issued items received (uniform, ID badge, branded supplies, if any) and condition acknowledged	☐ Confirmed ☐ N/A
Criminal background check authorization signed	☐ Signed

Company Sign-Off

Date

Part F — Acknowledgments

By ticking each box below, the Contractor confirms that they have read and understood the referenced statement and agree to comply with the corresponding obligation under this Agreement.

Statement	Acknowledgment
Independent contractor status — I confirm that I am providing Services to itsGLO Cleaning Inc. as an independent contractor and not as an employee, and that I understand the consequences of independent contractor status set out in section A.2 (including responsibility for my own taxes, insurance, and WSIB coverage; and no entitlement to ESA-based employment benefits).	☐ I confirm
Tax responsibility — I am solely responsible for remitting income tax, CPP contributions, and (if applicable) GST/HST to the Canada Revenue Agency in respect of fees paid to me under this Agreement.	☐ I confirm
Insurance — I will obtain and maintain commercial general liability insurance ($1M minimum) naming itsGLO Cleaning Inc. as additional insured, as required by section A.7, and will provide proof of coverage upon request. I understand that WSIB coverage is recommended but not required.	☐ I confirm
Health & safety — I will comply with the OHSA and follow the safety standards set out in section D.1 at every client site, and will use appropriate PPE.	☐ I confirm
Harassment-free service — I will treat all clients, Company staff, and other contractors with dignity and respect, and will not engage in harassment, violence, or discrimination of any kind.	☐ I confirm
AODA — I will deliver Services to all clients, including persons with disabilities, in a manner that is respectful, dignified, and accessible.	☐ I confirm
Permanent non-solicitation and financial penalties — I have read and agree to comply with the confidentiality, non-solicitation, non-circumvention, and conflict-of-interest obligations in Part C. I understand that the non-solicitation restrictions on Company Clients (sections C.2 and C.3) and Company contractors, employees, and staff (section C.4) apply indefinitely / for life, and that breach triggers liquidated damages of $5,000 per Client or $5,000 per individual respectively, in addition to any other remedy available to the Company.	☐ I confirm
Client privacy — I will not post photographs of client properties or work performed on personal social media or any unauthorized channel, per section D.5.	☐ I confirm

Master Acknowledgment and Signature Page

I, the undersigned Contractor, acknowledge and agree that:

I have read this entire Independent Contractor Services Agreement in full, have had a reasonable opportunity to seek independent legal and tax advice, and understand all of its terms.
I agree to be legally bound by all provisions of: Part A (Engagement Terms), Part B (Service Standards & Conduct), Part C (Confidentiality, Non-Solicitation & Conflict of Interest), Part D (Site Standards), Part E (Pre-Engagement Documentation), and Part F (Acknowledgments).
I confirm that I am providing the Services as an independent contractor and not as an employee, and I understand and accept the consequences of independent contractor status as set out in section A.2.
The personal, business, and tax information I have provided in Section 1 is accurate and complete to the best of my knowledge.
I understand and accept the restrictive covenants in Part C as reasonable, proportionate, and necessary to protect the Company's legitimate business interests.
I understand that material breach of this Agreement may result in immediate termination under section A.10.2, claims for the liquidated damages specified in sections C.5 and A.10.3, and offset of amounts owed against my final invoice under section A.10.
I confirm that my electronic or handwritten signature below has the same legal force as an original signature pursuant to the Electronic Commerce Act, 2000 (Ontario).

By signing below, both Parties confirm their agreement to, and are legally bound by, all terms and conditions set out in this Independent Contractor Services Agreement.

Contractor

Full Legal Name (please print clearly)

Contractor Signature

Date

itsGLO Cleaning Inc.

Salim Hourieh, CEO — Authorized Signatory

Company Signature

Date

Schedule 1 — Final Settlement & Equipment Deduction Authorization

Sign this schedule only at termination of the Agreement, and only if you choose to settle equipment-return obligations under section A.10.3 by offset against your final invoice. Signing is voluntary. You may instead pay the $400 separately or dispute the amount.

I, the undersigned Contractor, confirm that:

My Independent Contractor Services Agreement with itsGLO Cleaning Inc. terminated on the date set out below.
I owe the Company $400.00 CAD under section A.10.3 of the Agreement because (check all that apply):
☐ I did not return all Company-issued property within the 48-hour window.

☐ I returned Company-issued property in a condition below the standard set in section A.10.3.
I owe the Company an additional $ ____________ CAD as documented replacement value for items where the actual cost materially exceeds $400 (e.g., re-keying or replacing lost mobile devices), per section A.10.3. (Leave blank if not applicable.)
I authorize the Company to offset the amounts above against any outstanding invoice or final invoice payable to me. If the available offset is insufficient, the balance remains a debt I owe the Company, payable on written demand.
I understand that signing this authorization is voluntary and that I may instead pay the amount separately or dispute it in writing within fourteen (14) days under section A.10.3.

Contractor Full Legal Name

Effective Date of Termination

Contractor

Contractor Signature

Date

Witness / Company Representative

Witness / Company Representative Name (please print clearly)

Witness / Company Representative Signature

Date

Hi Demo, let's get your contract signed.

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