Terms of Service
Please read these Terms of Service carefully as they contain important information about your legal rights, remedies, and obligations. By accessing or using the CommunityProfit Platform, you agree to comply with and be bound by these Terms of Service.
Last Updated: September 1, 2017
Thank you for using the Modern Parent Project!
These Terms of Service (“Terms“) constitute a legally binding agreement (“Agreement“) between you and CommunityProfit (as defined below) governing your access to and use of the CommunityProfit website, including any subdomains thereof, and any other websites through which CommunityProfit makes the CommunityProfit Services available (collectively, “Site“), our mobile, tablet and other smart device applications, and application program interfaces (collectively, “Application“) and all associated services including those branded “The Modern Parent Project” or “MPP” (collectively, “CommunityProfit Services“). The Site, Application and CommunityProfit Services together are hereinafter collectively referred to as the “CommunityProfit Platform”. Our consumer refund policy and other policies applicable to your use of the CommunityProfit Platform are incorporated by reference into this Agreement.
When these Terms mention “CommunityProfit,” “we,” “us,” or “our,” it refers to CommunityProfit, Inc.
Any and all payment processing services through or in connection with your use of the CommunityProfit Platform (“Payment Services“) are provided to you by one or more CommunityProfit Payments entities (individually and collectively, as appropriate, “CommunityProfit Payments“) as set out in the Payments Terms of Service (“Payments Terms“).
Experts alone are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Consultations and Expert Services. Expert are alone responsible for identifying and obtaining any required licenses, permits, or registrations for any Expert Services they offer. Certain types of Expert Services may be prohibited altogether. Penalties may include fines or other enforcement. If you have questions about how local laws apply to your Consultation(s) and Expert Service(s) on CommunityProfit, you should always seek legal guidance.
- Scope of CommunityProfit Services
1.1 The CommunityProfit Platform is an online knowledgebase and marketplace that enables registered users (“Members”) and certain third parties who offer services (Members and third parties who offer services are “Experts” and the services they offer are “Expert Services”) to make available such Content and Expert Services on the CommunityProfit Platform (“Consultations”) and to communicate and transact directly with Members that are seeking to book such Expert Services (Members using Expert Services are “Consumers”). Expert Services may include the offering of a scheduled time to speak directly (“Appointments“), longer single or multi-day activities in various categories (“Experiences”), access to unique events (“Events”), and a variety of other related services.
1.2 As the provider of the CommunityProfit Platform, CommunityProfit does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Consultations or Expert Services. Experts alone are responsible for their Consultations and Expert Services. When Members make or accept an appointment, they are entering into a contract directly with each other. CommunityProfit is not and does not become a party to or other participant in any contractual relationship between Members, nor is CommunityProfit a broker or insurer. CommunityProfit is not acting as an agent in any capacity for any Member, except as specified in the Payment Terms.
1.3 While we may help facilitate the resolution of disputes, CommunityProfit has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Consultations or Expert Services, (ii) the truth or accuracy of any Consultation descriptions, Ratings, Reviews, or other Member Content (as defined below), or (iii) the performance or conduct of any Member or third party. CommunityProfit does not endorse any Member, Consultation or Expert Services. Any references to a Member being “verified” (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by CommunityProfit about any Member, including of the Member’s identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to remain at an Appointment, participate in an Experience or Event or use other Expert Services, accept an appointment request from a Consumer, or communicate and interact with other Members, whether online or in person. Consultation descriptions are not an endorsement by CommunityProfit of any Expert or Consultation.
1.4 If you choose to use the CommunityProfit Platform as an Expert or Co-Expert (as defined below), your relationship with CommunityProfit is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of CommunityProfit for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of CommunityProfit.
1.5 To promote the CommunityProfit Platform and to increase the exposure of Consultations to potential Consumers, Consultations and other Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Consultations and other Member Content may be translated, in whole or in part, into other languages. CommunityProfit cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. The CommunityProfit Platform may contain translations powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and noninfringement.
1.6 The CommunityProfit Platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. CommunityProfit is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by CommunityProfit of such Third-Party Services.
1.7 Due to the nature of the Internet, CommunityProfit cannot guarantee the continuous and uninterrupted availability and accessibility of the CommunityProfit Platform. CommunityProfit may restrict the availability of the CommunityProfit Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the CommunityProfit Platform. CommunityProfit may improve, enhance and modify the CommunityProfit Platform and introduce new CommunityProfit Services from time to time.
- Eligibility, Using the CommunityProfit Platform, Member Verification
2.1 You must be at least 18 years old and able to enter into legally binding contracts to access and use the CommunityProfit Platform or register an CommunityProfit Account. By accessing or using the CommunityProfit Platform you represent and warrant that you are 18 or older and have the legal capacity and authority to enter into a contract.
2.2 You will comply with any applicable export control laws in your local jurisdiction. You also represent and warrant that (i) neither you nor your Expert Service(s) are located or take place in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
2.3 CommunityProfit may make the access to and use of the CommunityProfit Platform, or certain areas or features of the CommunityProfit Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or appointment and cancellation history.
2.4 User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Expert’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Experts to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Experts, (ii) screen Experts against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify an Expert, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
2.5 The access to or use of certain areas and features of the CommunityProfit Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the CommunityProfit Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise.
2.6 If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement. Some areas of the CommunityProfit Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
- Modification of these Terms
CommunityProfit reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the CommunityProfit Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of material modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the CommunityProfit Platform will constitute acceptance of the revised Terms.
- Account Registration
4.1 You must register an account (“CommunityProfit Account“) to access and use certain features of the CommunityProfit Platform, such as contributing content or scheduling Appointments. If you are registering a CommunityProfit Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2 You can register a CommunityProfit Account using an email address and creating a password, or through your account with certain third-party social networking services, such as Facebook or Google (“SNS Account“). You have the ability to disable the connection between your CommunityProfit Account and your SNS Account at any time, by accessing the “Settings” section of the CommunityProfit Platform.
4.3 You must provide accurate, current and complete information during the registration process and keep your CommunityProfit Account and public CommunityProfit Account profile page information up-to-date at all times.
4.4 You may not register more than one (1) CommunityProfit Account unless CommunityProfit authorizes you to do so. You may not assign or otherwise transfer your CommunityProfit Account to another party.
4.5 You are responsible for maintaining the confidentiality and security of your CommunityProfit Account credentials and may not disclose your credentials to any third party. You must immediately notify CommunityProfit if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your CommunityProfit Account. You are liable for any and all activities conducted through your CommunityProfit Account unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
4.6 CommunityProfit may enable features that allow you to authorize other Members or certain third parties to take certain actions that affect your CommunityProfit Account. For example, we may allow Members associated with an enterprise to book appointments for other Members, or we may allow Experts to add other Members as Co-Experts (as defined below) to help manage their Consultations. These features do not require that you share your credentials with any other person. No third party is authorized by CommunityProfit to ask for your credentials, and you shall not request the credentials of another Member.
5.1 “Content” (or “Collective Content”) means any information, text, graphics, or other materials uploaded, downloaded or appearing on the CommunityProfit Platform. You retain ownership of all Content you submit, post, display, or otherwise make available on the CommunityProfit Platform (“Member Content“)
5.2 Your License to CommunityProfit. By submitting, posting or displaying Member Content on or through the CommunityProfit Platform, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, create derivative works from, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).
You agree that this license includes the right for other users of the CommunityProfit Platform to modify your Member Content, and for CommunityProfit to make your Member Content available to others for the publication, distribution, syndication, or broadcast of such Member Content on other media and services, subject to our terms and conditions for such Member Content use. Such additional uses by CommunityProfit or others may be made with no compensation paid to you with respect to the Member Content that you submit, post, transmit or otherwise make available through the CommunityProfit Platform. We may modify, adapt, or create derivative works from your Member Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Member Content as are necessary to conform and adapt that Member Content to any requirements or limitations of any networks, devices, services, media or CommunityProfit. Additionally, by uploading content to the site, you warrant, represent and agree that you have the right to grant CommunityProfit the license described above. You also represent, warrant and agree that you have not and will not contribute any Member Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to you or you have the owner’s permission to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or right of any third party, (e) creates an impression that you know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting your affiliation with a person or entity; (f) contains other people’s private or personal information without their express authorization and permission, and/or (g) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. CommunityProfit reserves the right in its discretion to remove any Member Content from the Site, suspend or terminate your account at any time, or pursue any other remedy or relief available under equity or law.
5.3 CommunityProfit’s Licenses to You. Subject to these Terms, CommunityProfit gives you a worldwide, royalty-free, revocable, non-assignable and non-exclusive license to re-post any of the Content on CommunityProfit anywhere on the rest of the web provided that the user who created the content has not explicitly marked the content as not for reproduction, and provided that you: (a) do not modify the Content; (b) attribute CommunityProfit by name in readable text and with a human and machine-followable link (an HTML <a> anchor tag) linking back to the page displaying the original source of the content on https://modernparentproject.com on every page that contains CommunityProfit content; (c) upon request, either by CommunityProfit or a user, remove the user’s name from Content which the user has subsequently made anonymous; (d) upon request, either by CommunityProfit or by a user who contributed to the Content, make a reasonable effort to update a particular piece of Content to the latest version on https://modernparentproject.com; and (e) upon request, either by CommunityProfit or by a user who contributed to the Content, make a reasonable attempt to delete Content that has been deleted or marked as not for reproduction on https://modernparentproject.com. You may only use the attribution required by this Section in the manner set out above. In exercising these rights, you may not implicitly or explicitly assert or imply any connection with, sponsorship or endorsement by CommunityProfit, or any CommunityProfit user of you or your use of the work, without the separate, express prior written permission of CommunityProfit or the CommunityProfit user. If you operate a search engine or robot, or you republish a significant fraction of all CommunityProfit Content (as we may determine in our reasonable discretion), you must additionally follow these rules:
- You must use a descriptive user agent header.
- You must follow robots.txt at all times.
- You must make it clear how to contact you, either in your user agent string or on your website if you have one.
Subject to these Terms, CommunityProfit gives you a personal, worldwide, royalty-free, revocable, non-assignable and non-exclusive license to use the CommunityProfit Platform as it is provided to you by CommunityProfit. Your Member Content will be viewable by other users of the CommunityProfit Platform and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms. All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the CommunityProfit Platform. Any use of or reliance on any Content or materials posted via the CommunityProfit Platform or obtained by you through the CommunityProfit Platform is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the CommunityProfit Platform or endorse any opinions expressed via the CommunityProfit Platform. You understand that by using the CommunityProfit Platform, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate. Under no circumstances will CommunityProfit be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content made available via the CommunityProfit Platform or broadcast elsewhere.
You are responsible for your use of the CommunityProfit Platform, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third-party partners. You understand that your Content may be republished and if you do not have the right to submit Content for such use, it may subject you to liability. CommunityProfit will not be responsible or liable for any use of your Content by CommunityProfit in accordance with these Terms.
We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the CommunityProfit Platform and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information if we believed in good faith that it is reasonably necessary to (i) satisfy any applicable law, regulation, legal process or governmental request (for example, subpoenas or warrants), (ii) enforce or administer our agreements with users (such as these Terms), including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of CommunityProfit, its users and the public.
5.4 You will not post, upload, publish, submit or transmit any Member Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person; (v) promotes illegal or harmful activities or substances; or (vi) violates any other CommunityProfit policy. CommunityProfit may, without prior notice, remove or disable access to any Member Content that CommunityProfit finds to be in violation of these Terms or CommunityProfit’s then-current policies or standards, or otherwise may be harmful or objectionable to CommunityProfit, its Members, third parties, or property.
5.5 Third Party Beneficiaries — Medical and Legal Contributions. All Members who provide answers to legal or medical questions are intended third-party beneficiaries (“Legal & Medical Contributors”) of this section of the Terms. The answers on this site are provided by Legal & Medical Contributors for informational purposes only. CommunityProfit and Legal & Medical Contributors TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
In no event shall CommunityProfit or Legal & Medical Contributors be liable for any damages (including, without limitation, incidental and consequential damages, personal injury / wrongful death, lost profits, or damages resulting from lost data or business interruption) resulting from the use of or inability to use the CommunityProfit Platform or the Content, whether based on warranty, contract, tort, or any other legal theory, and whether or not CommunityProfit or its Legal & Medical Contributors is advised of the possibility of such damages. Neither CommunityProfit nor the Legal & Medical Contributors are liable for any personal injury, including death, caused by your use or misuse of the CommunityProfit Platform or Content.
As ethics rules differ by state, country and by jurisdiction, Legal & Medical Contributors should edit or add to disclaimer language as necessary to comply with their own applicable rules.
As always, we do not monitor or control the Content posted via the CommunityProfit Platform; the answers and messages created by Legal & Medical Contributors are their sole creation and responsibility. We do not endorse or guarantee the completeness, truthfulness, accuracy, or reliability of any answers or messages posted by Legal & Medical Contributors, nor do we endorse any opinions they express.
5.6 Answers to Medical Questions. Content posted by Medical Contributors is not intended to be medical advice or instructions for medical diagnosis or treatment, and no physician-patient relationship is, or is intended to be, created by Content provided by Medical Contributors. If you think you may have a medical emergency, call your doctor or your local emergency number (911 in the United States) immediately. Content is not a substitute for professional medical advice, examination, diagnosis or treatment. You should not delay or forego seeking treatment for a medical condition or disregard professional medical advice based on Content. You should always seek the advice of your physician or other qualified healthcare professional before starting or changing treatment. Content should not be used to diagnose, treat, cure, or prevent disease without the supervision of a doctor or qualified healthcare provider. Content does not recommend or endorse any tests, physicians, products, procedures, opinions or other information. Content is not regulated by the Food and Drug Administration or any state or national medical board. Information posted to CommunityProfit publicly or sent in an unsolicited message to a Medical Contributor is not confidential and does not establish a physician-patient relationship without the express consent of the Medical Contributor.
5.7 Answers to Legal Questions. Content posted by Legal Contributors in response to legal questions is not intended to be legal advice or form an attorney-client relationship. If you believe you have a legal claim, contact an attorney licensed in your state (or country) immediately to discuss your options. Most state bar associations have services to aid you in finding an attorney. For example, California residents should visit How Can I Find and Hire the Right Lawyer?
Content is provided for informational purposes only, with no assurance that the Content is true, correct, or accurate. No action should be taken, delayed, or deferred based on the Content. Content is not a substitute for professional legal advice or a solicitation to offer legal advice regarding specific facts. Should you ignore this warning and send specific or confidential information in a private message or post it as a comment, there is no duty to keep that information confidential or to discontinue or forego any representation adverse to your interests. You should not delay or forego seeking legal advice or disregard professional legal advice based on Content. Delay in seeking such legal advice could result in waiver of any claims you may have, depending on the applicable statute(s) of limitation. Content is not regulated by any state or national bar association. Information posted to CommunityProfit publicly or sent in an unsolicited message to a Legal Contributor is not confidential and does not establish an attorney-client relationship without the express consent of the Legal Contributor.
5.9 CommunityProfit respects copyright law and expects its Members to do the same. If you believe that any content on the CommunityProfit Platform infringes copyrights you own, please notify us in accordance with our Copyright Policy.
- Service Fees
6.1 CommunityProfit may charge fees to Experts (“Expert Fees“) and/or Consumers (“Consumer Fees“) (collectively, “Service Fees“) in consideration for the use of the CommunityProfit Platform. More information about when Service Fees apply and how they are calculated can be found on our Service Fees page.
6.2 CommunityProfit reserves the right to change the Service Fees at any time, and we will provide Members adequate notice of any fee changes before they become effective.
6.3 You are responsible for paying any Service Fees that you owe to CommunityProfit. The applicable Service Fees are due and payable and collected by CommunityProfit Payments pursuant to the Payments Terms. Except as otherwise provided on the CommunityProfit Platform, Service Fees are non-refundable.
- Terms specific for Experts
7.1 Terms applicable to all Consultations
7.1.1 When creating a Consultation through the CommunityProfit Platform you must (i) provide complete and accurate information about your Expert Service (such as calendar availability), (ii) disclose any deficiencies, and (iii) provide any other pertinent information requested by CommunityProfit. You are responsible for keeping your Consultation information (including calendar availability) up-to-date at all times.
7.1.2 You are solely responsible for setting a price (including any Taxes if applicable) for your Consultation (“Consultation Fee”). Once a Consumer requests an appointment, you may not request that the Consumer pays a higher price than in the appointment request.
7.1.3 Any terms and conditions included in your Consultation, in particular in relation to cancellations, must not conflict with these Terms.
7.1.4 Pictures, animations or videos (collectively, “Images“) used to describe your Consultations must accurately reflect the quality and condition of your Expert Services.
7.1.5 The placement and ranking of Consultations in search results on the CommunityProfit Platform may vary and depend on a variety of factors, such as Consumer search parameters and preferences, Expert requirements, price and calendar availability, number and quality of Images, content, customer service and cancellation history, Reviews and Ratings, type of Expert Service, and/or ease of appointment.
7.1.6 When you accept or have pre-approved an appointment request by a Consumer, you are entering into a legally binding agreement with the Consumer and are required to provide your Expert Service(s) to the Consumer as described in your Consultation when the appointment request is made. You also agree to pay the applicable Expert Fee and any applicable Taxes, which will be collected pursuant to the Payments Terms.
7.1.7 CommunityProfit recommends that Experts obtain appropriate insurance for their Expert Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Consumers (and the individuals the Consumer has booked for, if applicable) while engaging with you and/or your service.
7.2 Consultation Appointments
7.2.1 You may only list one Appointment per Consultation.
7.2.2 CommunityProfit is not responsible for administering or accepting any claims by Experts related to appointment cancellations or refund requests.
7.2.3 You represent and warrant that any Consultation you post and the appointment of, or a Consumer’s stay at, an Appointment will (i) not breach any agreements you have entered into with any third parties, such as homeowners association, condominium, or other agreements, and (ii) comply with all applicable laws (such as zoning laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As an Expert, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who reside at or are otherwise present at the Appointment at your request or invitation, excluding the Consumer (and the individuals the Consumer invites to the Appointment, if applicable).
7.3 Consultation Experiences, Events and other Expert Services
7.3.1 To list an Experience, Event or other Expert Service, you must submit the Experience, Event or Expert Service to CommunityProfit. To be considered to contribute articles, publications and related materials on the CommunityProfit Platform, the content, Experiences, Events or other Expert Services must at all times meet CommunityProfit’s quality standards and meet Consumer demand. CommunityProfit reserves the right to decide, in its sole discretion, if a submitted Experience, Event, Expert Service or contributed content will be published on the CommunityProfit Platform.
7.3.2 When listing an Experience, Event or other Expert Service you must, where applicable, fully educate and inform Consumers.
7.3.3 If you wish to list an Experience on behalf of a Nonprofit (“Social Impact Experience”), you must comply with the eligibility requirements for hosting a Social Impact Experience. When listing a Social Impact Experience you (i) represent and warrant that you are duly authorized to act on behalf of your Nonprofit and (ii) acknowledge and agree that all payouts will be directed to an account owned by your Nonprofit. You and your Nonprofit acknowledge that listing a Social Impact Experience does not create a commercial fundraising or co-venturer, or charitable trust relationship with CommunityProfit and CommunityProfit is not a professional fundraiser or commercial participator. Nonprofits, and not CommunityProfit, are responsible for determining what, if any, portion of their Consultation Fee is a charitable contribution and for providing Consumers charitable tax receipts for any applicable charitable contributions. You and your Nonprofit are solely responsible for complying with all laws that apply to your organization and your Social Impact Experience.
7.3.4 You represent and warrant that you (i) understand and comply with all laws, rules and regulations that may apply to your Experience, Event or other Expert Service(s), and (ii) will obtain any required licenses, permits, or registrations prior to providing your Experience, Event or other Expert Service(s).
7.3.5 You must provide an Experience, Event or other Expert Service personally and may not allow any third party to provide the Experience, Event or other Expert Service on your behalf, unless authorized by CommunityProfit.
7.4.1 CommunityProfit may enable Experts to authorize other Members (“Co-Experts”) to administer the Expert’s Consultation(s), and to bind the Expert and take certain actions in relation to the Consultation(s) as permitted by the Expert, such as accepting appointment requests, messaging and welcoming Consumers, and updating the Consultation Fee and calendar availability (collectively, “Co-Expert Services”). Any agreement formed between Expert and Co-Expert may not conflict with these Terms and the Payments Terms. Co-Experts may only act in an individual capacity and not on behalf of a company or other organization, unless expressly authorized by CommunityProfit. CommunityProfit reserves the right, in our sole discretion, to limit the number of Co-Experts a Expert may invite for each Consultation and to limit the number of Consultations a Co-Expert may manage.
7.4.2 Experts and Co-Experts may agree on a fee (“Co-Expert Services Fee”) in consideration for the Co-Expert Services provided by the Co-Expert. When such an agreement is made, the Expert agrees to pay the Co-Expert Services Fee for any confirmed appointment of their Consultation, which will be deducted directly from the Consultation Fee after deduction of any applicable Expert Fee. In addition, Experts may instruct a Co-Expert to provide certain one-time services in relation to their Consultation. CommunityProfit Payments will process Co-Expert Services Fees and Resolution Center payments pursuant to the Payments Terms.
7.4.3 Experts and Co-Experts agree that each activity, appointment, or other transaction reported on the CommunityProfit Platform, including any Co-Expert Services provided by the Co-Expert and any amounts due from an Expert to the Co-Expert for the provision of such services, will be deemed accurate, correct and binding, unless challenged, by notifying the other person and CommunityProfit (by emailing email@example.com), within 21 days of posting of the disputed activity, appointment or other transaction on the CommunityProfit Platform.
7.4.4 Experts should exercise due diligence and care when deciding who to add as a Co-Expert to their Consultation(s). Experts remain solely responsible and liable for any and all Consultations and Member Content published on the CommunityProfit Platform, including any Consultation created by a Co-Expert on their behalf. Further, Experts remain responsible and liable for their own acts and omissions, including, but not limited to, conduct that causes harm or damage to the Co-Expert(s). Co-Experts remain responsible and liable for their own acts and omissions when engaging in their roles and responsibilities as a Co-Expert, including, but not limited to, conduct that causes harm or damage to the Expert. In addition, both Expert and Co-Expert are jointly responsible and severally liable for third party claims, including Consumer claims, arising from the acts and omissions of the other person as related to hosting activities, communications with Consumers, and the provision of any Co-Expert Services.
7.4.5 Unless agreed otherwise by Expert and Co-Expert, Expert and Co-Expert may terminate the Co-Expert agreement at any time. In addition, both Expert and Co-Expert acknowledge that their Co-hosting relationship will terminate in the event that CommunityProfit (i) terminates the Co-Expert service or (ii) terminates either party’s participation in the Co-Expert service. When the Co-Expert agreement is terminated, the Expert will remain responsible for all of the Co-Expert’s actions prior to the termination, including the responsibility to fulfill any pending or future appointments initiated prior to the termination. When a Member is removed as a Co-Expert, that Member will no longer have access to any Expert or Consumer information related to the applicable Expert’s Consultation(s). In addition, Expert agrees to pay Co-Expert for all Co-Expert Services completed prior to Co-Expert’s termination within 14 days of Co-Expert’s termination. A Co-Expert will not be entitled to any fees for any Co-Expert Services that have not been completed prior to the Co-Expert’s termination.
7.4.6 As a Co-Expert, you will not be reviewed by Consumers, meaning that your Co-Expert activities will not affect your Reviews or Ratings for other Consultations for which you are a Expert. Instead, the Expert of such Consultation(s) will be reviewed by Consumers (including potentially on the basis of the Co-Expert’s conduct and performance). Experts acknowledge that Reviews and Ratings from Consumers for their Consultation(s) may be impacted by a Co-Expert’s conduct and performance.
- Terms specific for Consumers
8.1 Terms applicable to all appointments
8.1.1 Subject to meeting any requirements (such as completing any verification processes) set by the Expert, you can book a Consultation available on the CommunityProfit Platform by following the respective appointment process. All applicable fees, including the Consultation Fee, Consumer Fee (if applicable) and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to scheduling a Consultation. You agree to pay the Total Fees for any appointment requested in connection with your CommunityProfit Account.
8.1.2 Upon receipt of an appointment confirmation from CommunityProfit, a legally binding agreement is formed between you and your Expert, subject to any additional terms and conditions of the Expert that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Consultation. CommunityProfit Payments will collect the Total Fees at the time of the appointment request or upon the Expert’s confirmation pursuant to the Payments Terms.
8.1.3 If you book an Expert Service on behalf of additional guests, you are required to ensure that every additional guest meets any requirements set by the Expert, and is made aware of and agrees to these Terms and any terms and conditions, rules and restrictions set by the Expert. If you make an appointment for an additional guest who is a minor, you represent and warrant that you are legally authorized to act on behalf of the minor. Minors may only participate in an Experience, Event or other Expert Service if accompanied by an adult who is responsible for them.
8.2 Booking Appointments
8.2.1 You understand that a confirmed appointment (“Appointment Booking”) is a limited license granted to you by CommunityProfit to enter, occupy and use CommunityProfit’s secure online meeting, desktop sharing, and video conferencing software which enables users to communicate (“Whisper”) for the duration of your Appointment, Experience, Event or other Expert Service.
8.2.2 You agree to leave the Appointment, Experience, Event or other Expert Service no later than the checkout time that the Expert specifies or such other time as mutually agreed upon between you and the Expert. If you stay past the agreed upon appointment time without the Expert’s consent (“Overstay”), you no longer have a license to stay in the appointment and the Expert is entitled to terminate the Whisper session. In addition, you agree to pay, if requested by the Expert, for each five-minute period (or any portion thereof) that you Overstay, an additional Appointment fee of up to two (2) times the Consultation Fee originally paid by you to cover the scheduling inconvenience suffered by the Expert, plus all applicable Consumer Fees, Taxes, (collectively, “Overstay Fees“). Overstay Fees for late checkouts that do not impact upcoming appointments may be limited to the additional costs incurred by the Expert as a result of such Overstay. CommunityProfit Payments will collect Overstay Fees from you pursuant to the Payments Terms.
8.3 Booking Experiences, Events and other Expert Services
8.3.1 You should carefully review the description of any Experience, Event or other Expert Service you intend to book to ensure you (and any additional guests you are making an appointment for) meet any minimum age, or other requirements which the Expert has specified. You are required to inform the Expert of any circumstances that may impact your and any additional guest’s ability to safely participate in any Experience, Event or other Expert Service. You are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to your participation in an Experience, Event or other Expert Service.
8.3.2 Before and during an Experience, Event or other Expert Service you must at all times adhere to the Experts’ instructions.
- Booking Modifications, Cancellations, and Refunds, Resolution Center
9.1 Experts and Consumers are responsible for any modifications to an appointment that they make via the CommunityProfit Platform or direct CommunityProfit customer service to make (“Booking Modifications“) and agree to pay any additional Consultation Fees, Expert Fees or Consumer Fees and/or Taxes associated with such Booking Modifications.
9.2 Consumers cannot cancel a confirmed appointment and there are no refunds. Unless extenuating circumstances exist, any amounts due to the Expert will be remitted to the Expert by CommunityProfit Payments pursuant to the Payments Terms.
9.3 If an Expert cancels a confirmed appointment, the Consumer will receive a full refund of the Total Fees for such appointment and CommunityProfit may publish an automated review on the Consultation canceled by the Expert indicating that an appointment was canceled. In addition, CommunityProfit may (i) keep the calendar for the Consultation unavailable or blocked for the dates of the canceled appointment, and/or (ii) impose a cancellation fee, unless the Expert has a valid reason for canceling the appointment or has legitimate concerns about the Consumer’s behavior.
9.4 For Experiences, Events and other Expert Services, if an act of God or terrorism creates an unsafe scenario for Consumers, Experts may modify or cancel an Expert Service.
9.5 In certain circumstances, CommunityProfit may decide, in its sole discretion, that it is necessary to cancel a confirmed appointment and make the appropriate refund and payout decisions. This may be where CommunityProfit believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to CommunityProfit, other Members, third parties or property, or for any of the reasons set out in these Terms.
9.6 Members may use their Account page to request support related to appointments.
- Ratings and Reviews
10.1 Within a certain timeframe after completing an appointment, Consumers can leave a public review (“Review”) and submit a star rating (“Rating”) about Experts. Any Ratings or Reviews reflect the opinion of individual Members and do not reflect the opinion of CommunityProfit. Ratings and Reviews are not verified by CommunityProfit for accuracy and may be incorrect or misleading.
10.2 Ratings and Reviews by Consumers must be fair, truthful and factual and may not contain any offensive or defamatory language. Ratings and Reviews must comply with CommunityProfit’s content and other policies.
10.3 Members are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party write a positive or negative Review about another Member.
- Damage to Appointments, Disputes between Members
11.1 As a Consumer, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Appointment, excluding the Expert (and the individuals the Expert invites to the Appointment, if applicable).
11.2 Members agree to cooperate with and assist CommunityProfit in good faith, and to provide CommunityProfit with such information and take such actions as may be reasonably requested by CommunityProfit, in connection with any complaints or claims made by Members relating to Appointments, Experiences, or Co-Expert agreements. A Member shall, upon CommunityProfit’s reasonable request and at no cost to the Member, participate in mediation or a similar resolution process with another Member, which process will be conducted by CommunityProfit or a third party selected by CommunityProfit or its insurer, with respect to losses for which a Member is requesting payment from CommunityProfit.
11.3 If you are a Consumer or a Co-Expert, you understand and agree that CommunityProfit may make a claim under your professional liability insurance policy related to any damage or loss that you may have caused, or been responsible for. You agree to cooperate with and assist CommunityProfit in good faith, and to provide CommunityProfit with such information as may be reasonably requested by CommunityProfit, to make a claim under your insurance policy, including, but not limited to, executing documents and taking such further acts as CommunityProfit may reasonably request to assist CommunityProfit in accomplishing the foregoing.
- Rounding off, Currency conversion
12.1 CommunityProfit may, in its sole discretion, round up or round down amounts that are payable from or to Consumers or Experts to the nearest whole functional base unit in which the currency is denominated (i.e. to the nearest dollar, euro or other supported currency); for example, CommunityProfit will round up an amount of $101.50 to $102.00, and round down an amount of $101.49 to $101.00. For currencies that are denominated in large numbers, CommunityProfit may determine the functional base unit in which those currencies are denominated to be 10, 100 or 1,000 of the currency; for example, CommunityProfit may round up an amount of 1,045 up to 1,050 and 1,044 down to 1,040, or 837,500 up to 838,000 and 837,499 down to 837,000.
12.2 The CommunityProfit Platform facilitates appointments between Consumers and Experts who may prefer to pay in a currency different from their destination currency, which may require currency conversions to accommodate these differing currency preferences. Although the CommunityProfit Platform allows Members to view the price of Consultations in various currencies, the currencies available for Members to make and receive payments may be limited, and may not include the default currency in any given geographic location. Details regarding currency conversion, including any associated fees, are detailed in the Payments Terms.
13.1 Asana Expert you are solely responsible for determining your obligations to report, collect, remit or include in your Consultation Fees any applicable VAT or other indirect sales taxes, income taxes or other similar (“Taxes“).
13.2 Tax regulations may require us to collect appropriate Tax information from Experts, or to withhold Taxes from payouts to Experts, or both. If an Expert fails to provide us with documentation that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to freeze all payouts, withhold such amounts as required by law, or to do both, until resolution.
13.3 You understand that any appropriate governmental agency, department and/or authority (“Tax Authority“) where your Appointment is located may require Taxes to be collected from Consumers or Experts on Consultation Fees, and to be remitted to the respective Tax Authority. The laws in jurisdictions may vary, but these Taxes may be required to be collected and remitted as a percentage of the Consultation Fees set by Experts or other variations.
13.4 In certain jurisdictions, CommunityProfit may decide in its sole discretion to facilitate collection and remittance of Taxes from or on behalf of Consumers or Experts, in accordance these Terms (“Collection and Remittance“) if such jurisdiction asserts CommunityProfit or Experts have a Tax collection and remittance obligation. In any jurisdiction in which we decide to facilitate direct Collection and Remittance, you hereby instruct and authorize CommunityProfit (via CommunityProfit Payments) to collect Taxes from Consumers on the Expert’s behalf at the time Consultation Fees are collected, and to remit such Taxes to the Tax Authority. The amount of Taxes, if any, collected and remitted by CommunityProfit will be visible to and separately stated to both Consumers and Experts on their respective transaction documents. Where CommunityProfit is facilitating Collection and Remittance, Experts are not permitted to collect any Taxes being collected by CommunityProfit relating to their Appointments in that jurisdiction.
13.5 You agree that any claim or cause of action relating to CommunityProfit’s facilitation of Collection and Remittance of Taxes shall not extend to any supplier or vendor that may be used by CommunityProfit in connection with facilitation of Collection and Remittance, if any. Consumers and Experts agree that we may seek additional amounts from you in the event that the Taxes collected and/or remitted are insufficient to fully discharge your obligations to the Tax Authority, and agree that your sole remedy for Taxes collected is a refund of Taxes collected by CommunityProfit from the applicable Tax Authority in accordance with applicable procedures set by that Tax Authority.
13.6 CommunityProfit reserves the right, with prior notice to Experts, to cease the Collection and Remittance in any jurisdiction for any reason at which point Experts and Consumers are once again solely responsible and liable for the collection and/or remittance of any and all Taxes that may apply to Appointments in that jurisdiction.
- Prohibited Activities
14.1 You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the CommunityProfit Platform. In connection with your use of the CommunityProfit Platform, you will not and will not assist or enable others to:
- breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms, Policies or Standards;
- use the CommunityProfit Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies CommunityProfit endorsement, partnership or otherwise misleads others as to your affiliation with CommunityProfit;
- use the CommunityProfit Platform in connection with the distribution of unsolicited commercial messages (“spam”);
- offer, as an Expert, any Appointment that you do not yourself have permission to make available through the CommunityProfit Platform;
- unless CommunityProfit explicitly permits otherwise, book any Consultation if you will not actually be using the Expert Services yourself;
- contact another Member for any purpose other than asking a question related to your own appointment, Consultation, or the Member’s use of the CommunityProfit Platform, including, but not limited to, recruiting or otherwise soliciting any Member without our prior written approval;
- use the CommunityProfit Platform to request, make or accept an appointment independent of the CommunityProfit Platform, to circumvent any Service Fees or for any other reason;
- request, accept or make any payment for Consultation Fees outside of the CommunityProfit Platform or CommunityProfit Payments. If you do so, you acknowledge and agree that you: (i) would be in breach of these Terms; (ii) accept all risks and responsibility for such payment, and (iii) hold CommunityProfit harmless from any liability for such payment;
- discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any abusive or disruptive behavior;
- use, display, mirror or frame the CommunityProfit Platform or Collective Content, or any individual element within the CommunityProfit Platform, CommunityProfit’s name, any CommunityProfit trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the CommunityProfit Platform, without CommunityProfit’s express written consent;
- dilute, tarnish or otherwise harm the CommunityProfit brand in any way, including through unauthorized use of Collective Content, registering and/or using CommunityProfit or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to CommunityProfit domains, trademarks, taglines, promotional campaigns or Collective Content (for clarity, this includes the Modern Parent Project and MPP brand);
- use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the CommunityProfit Platform for any purpose;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by CommunityProfit or any of CommunityProfit’s providers or any other third party to protect the CommunityProfit Platform;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the CommunityProfit Platform;
- take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the CommunityProfit Platform;
- export, re-export, import, or transfer the Application except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
- violate or infringe anyone else’s rights or otherwise cause harm to anyone.
14.2 You acknowledge that CommunityProfit has no obligation to monitor the access to or use of the CommunityProfit Platform by any Member or to review, disable access to, or edit any Member Content, but has the right to do so to (i) operate, secure and improve the CommunityProfit Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Member Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Members agree to cooperate with and assist CommunityProfit in good faith, and to provide CommunityProfit with such information and take such actions as may be reasonably requested by CommunityProfit with respect to any investigation undertaken by CommunityProfit or a representative of CommunityProfit regarding the use or abuse of the CommunityProfit Platform.
14.3 If you feel that any Member you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to CommunityProfit by contacting us; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.
- Term and Termination, Suspension and other Measures
15.1 This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or CommunityProfit terminate the Agreement in accordance with this provision.
15.2 You may terminate this Agreement at any time via the “Cancel Account” feature on the CommunityProfit Platform or by sending us an email. If you cancel your CommunityProfit Account as an Expert, any confirmed appointment(s) will be automatically cancelled and your Consumers will receive a full refund. If you cancel your CommunityProfit Account as a Consumer, any confirmed appointment(s) will be automatically cancelled and any refund will depend upon the terms of the Consultation’s cancellation policy.
15.3 Without limiting our rights specified below, CommunityProfit may terminate this Agreement for convenience at any time by giving you thirty (30) days’ notice via email to your registered email address.
15.4 CommunityProfit may immediately, without notice terminate this Agreement if (i) you have materially breached your obligations under these Terms, the Payments Terms, our policies or standards, (ii) you have violated applicable laws, regulations or third party rights, or (iii) CommunityProfit believes in good faith that such action is reasonably necessary to protect the personal safety or property of CommunityProfit, its Members, or third parties (for example in the case of fraudulent behavior of a Member).
15.5 In addition, CommunityProfit may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, our policies or standards, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the CommunityProfit Account registration, Consultation process or thereafter, (iv) you and/or your Consultations or Expert Services at any time fail to meet any applicable quality or eligibility criteria, (v) you have repeatedly received poor Ratings or Reviews or CommunityProfit otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed appointments or failed to respond to appointment requests without a valid reason, or (vii) CommunityProfit believes in good faith that such action is reasonably necessary to protect the personal safety or property of CommunityProfit, its Members, or third parties, or to prevent fraud or other illegal activity:
- refuse to surface, delete or delay any Consultations, Ratings, Reviews, or other Member Content;
- cancel any pending or confirmed appointments;
- limit your access to or use of the CommunityProfit Platform;
- temporarily or permanently revoke any special status associated with your CommunityProfit Account; or
- temporarily or in case of severe or repeated offenses permanently suspend your CommunityProfit Account.
In case of non-material breaches and where appropriate, you will be given notice of any intended measure by CommunityProfit and an opportunity to resolve the issue to CommunityProfit’s reasonable satisfaction.
15.6 If we take any of the measures described above (i) we may refund your Consumers in full for any and all confirmed appointments that have been cancelled, irrespective of preexisting cancellation policies, and (ii) you will not be entitled to any compensation for pending or confirmed appointments that were cancelled.
15.7 When this Agreement has been terminated, you are not entitled to a restoration of your CommunityProfit Account or any of your Member Content. If your access to or use of the CommunityProfit Platform has been limited or your CommunityProfit Account has been suspended or this Agreement has been terminated by us, you may not register a new CommunityProfit Account or access and use the CommunityProfit Platform through an CommunityProfit Account of another Member.
15.8 Unless you reside in Germany, if you or we terminate this Agreement, the clauses of these Terms that reasonably should survive termination of the Agreement will remain in effect.
If you choose to use the CommunityProfit Platform or Collective Content, you do so voluntarily and at your sole risk. The CommunityProfit Platform and Collective Content is provided “as is”, without warranty of any kind, either express or implied.
You agree that you have had whatever opportunity you deem necessary to investigate the CommunityProfit Services, laws, rules, or regulations that may be applicable to your Consultations and/or Expert Services you are receiving and that you are not relying upon any statement of law or fact made by CommunityProfit relating to a Consultation.
If we choose to conduct identity verification or background checks on any Member, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Member or guarantee that a Member will not engage in misconduct in the future.
You agree that some Experiences, Events or other Expert Services may carry inherent risk, and by participating in those Expert Services, you choose to assume those risks voluntarily. You assume full responsibility for the choices you make before, during and after your participation in a Expert Service. If you are bringing a minor as an additional guest, you are solely responsible for the supervision of that minor throughout the duration of your Expert Service and to the maximum extent permitted by law, you agree to release and hold harmless CommunityProfit from all liabilities and claims that arise in any way from any injury, death, loss or harm that occurs to that minor during the Expert Service or in any way related to your Expert Service.
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.
17.1 Unless you reside in the EU, you acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the CommunityProfit Platform and Collective Content, your publishing or appointment of any Consultation via the CommunityProfit Platform, your attendance at any Appointment, participation in any Experience or Event or use of any other Expert Service or any other interaction you have with other Members whether in person or online remains with you. Neither CommunityProfit nor any other party involved in creating, producing, or delivering the CommunityProfit Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the CommunityProfit Platform or Collective Content, (iii) from any communications, interactions or meetings with other Members or other persons with whom you communicate, interact or meet with as a result of your use of the CommunityProfit Platform, or (iv) from your publishing or appointment of a Consultation, including the provision or use of a Consultation’s Expert Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not CommunityProfit has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable Experts pursuant to these Terms or an approved payment request under the CommunityProfit Expert Guarantee, in no event will CommunityProfit’s aggregate liability arising out of or in connection with these Terms and your use of the CommunityProfit Platform including, but not limited to, from your publishing or appointment of any Consultations via the CommunityProfit Platform, or from the use of or inability to use the CommunityProfit Platform or Collective Content and in connection with any Appointment, Experiences, Event or other Expert Service, or interactions with any other Members, exceed the amounts you have paid or owe for appointments via the CommunityProfit Platform as a Consumer in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Expert, the amounts paid by CommunityProfit to you in the one (1) month period prior to the event giving rise to the liability, or one hundred U.S. dollars (US$100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between CommunityProfit and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you. If you reside outside of the U.S., this does not affect CommunityProfit’s liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.
17.2 If you reside in the EU, CommunityProfit is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors, or other vicarious agents. The same applies to the assumption of guarantees or any other strict liability, or in case of a culpable injury to life, limb, or health. CommunityProfit is liable for any negligent breaches of essential contractual obligations by us, our legal representatives, directors, or other vicarious agents. Essential contractual obligations are such duties of CommunityProfit in whose proper fulfilment you regularly trust and must trust for the proper execution of the contract but the amount shall be limited to the typically occurring foreseeable damage. Any additional liability of CommunityProfit is excluded.
You agree to release, defend (at CommunityProfit’s option), indemnify, and hold CommunityProfit and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our policies or standards, (ii) your improper use of the CommunityProfit Platform or any CommunityProfit Services, (iii) your interaction with any Member, attendance at an Appointment, participation in an Experience, Event or other Expert Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, attendance, participation or use, (iv) CommunityProfit’s Collection and Remittance of Taxes, or (v) your breach of any laws, regulations or third party rights.
- Dispute Resolution and Arbitration Agreement
19.1 This Dispute Resolution and Arbitration Agreement shall apply if you (i) reside in the United States; or (ii) do not reside in the United States, but bring any claim against CommunityProfit (to the extent not in conflict with Section 21).
19.2 Overview of Dispute Resolution Process. CommunityProfit is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom Section 19.1 applies: (1) an informal negotiation directly with CommunityProfit’s customer service team, and (2) a binding arbitration administered by the American Arbitration Association (“AAA”) using its specially designed Consumer Arbitration Rules (as modified by this Section 19).
19.3 Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and CommunityProfit each agree to notify the other party of the dispute and attempt to negotiate an informal resolution to it first. We will contact you at the email address you have provided to us; you can contact CommunityProfit’s customer service team by emailing us. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA and the written Demand for Arbitration (available at www.adr.org) provided to the other party, as specified in the AAA Rules.
19.4 Agreement to Arbitrate. You and CommunityProfit mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement or interpretation thereof, or to the use of the CommunityProfit Platform, the Expert Services, or the Collective Content (collectively, “Disputes”) will be settled by binding arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and CommunityProfit agree that the arbitrator will decide that issue.
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19.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules (the “AAA Rules“) then in effect, except as modified here. The AAA Rules are available at www.adr.org.
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19.9 Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
19.10 Jury Trial Waiver. You and CommunityProfit acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
19.11 No Class Actions or Representative Proceedings. You and CommunityProfit acknowledge and agree that we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding as to all Disputes. Further, unless you and CommunityProfit both otherwise agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute.
19.12 Severability. Except as provided in Section 19.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
19.13 Changes. Notwithstanding the provisions of Section 3 (“Modification of these Terms”), if CommunityProfit changes this Section 19 (“Dispute Resolution and Arbitration Agreement”) after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email) within thirty (30) days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of CommunityProfit’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and CommunityProfit in accordance with the provisions of the “Dispute Resolution and Arbitration Agreement” section as of the date you last accepted these Terms (or accepted any subsequent changes to these Terms).
19.14 Survival. Except as provided in Section 19.12 and subject to Section 15.8, this Section 19 will survive any termination of these Terms and will continue to apply even if you stop using the CommunityProfit Platform or terminate your CommunityProfit Account.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the CommunityProfit Platform (“Feedback“). You may submit Feedback by emailing us, through the Contact Us section of the CommunityProfit Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.
- Applicable Law and Jurisdiction
21.1 These Terms will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 19 must be brought in state or federal court in San Francisco, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in San Francisco, California.
- General Provisions
22.1 Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between CommunityProfit and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between CommunityProfit and you in relation to the access to and use of the CommunityProfit Platform.
22.2 No joint venture, partnership, employment, or agency relationship exists between you and CommunityProfit as a result of this Agreement or your use of the CommunityProfit Platform.
22.3 These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
22.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
22.5 CommunityProfit’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
22.6 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without CommunityProfit’s prior written consent. CommunityProfit may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion. Your right to terminate this Agreement at any time remains unaffected.
22.7 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be in writing and given by CommunityProfit via email, CommunityProfit Platform notification, or messaging service (including SMS and chat). For notices made to Members residing outside of Germany, the date of receipt will be deemed the date on which CommunityProfit transmits the notice.
22.8 If you have any questions about these Terms please email us