Terms of Service
Last Revised on: July 1, 2023
Terms of Service Agreement
Thank you for your interest in Navigating Aging Needs, LLC (“NAN,” “we,” “us,” or “our”), our website (the “Website”), and our services designed to provide compassionate support and tools for family caregivers of aging individuals, including coaching, workshops, webinars, courses, membership communities and related content, made available through our proprietary web-based platform, Website, email or offline (the “Offerings,” collectively with the Website, our “Services”). Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be posted on the Services in connection with such features (“Supplemental Terms”). All such Supplemental Terms are incorporated by reference into this Terms of Service Agreement (“Terms of Service”, together with the Supplemental Terms, the “Agreement”). If these Terms of Service are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such features.
THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SERVICES. BY SCHEDULING AN APPOINTMENT TO BEGIN USING THE SERVICES, CLICKING “I ACCEPT,” OR OTHERWISE ACCESSING OR USING THE SERVICES, OR ANY PORTION THEREOF, AND/OR COMPLETING THE REGISTRATION PROCESS WITH NAN, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF SERVICE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH NAN, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF SERVICE PERSONALLY OR ON BEHALF OF THE ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT ENTITY TO THE TERMS OF SERVICE. THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU REGISTERED ON THE WEBSITE. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.
THE SERVICES ARE NOT INTENDED FOR EMERGENCY USE. IF YOU OR YOUR LOVED ONE ARE EXPERIENCING A MEDICAL OR MENTAL HEALTH EMERGENCY, YOU SHOULD IMMEDIATELY CALL "911" OR GO TO THE NEAREST OPEN CLINIC OR EMERGENCY ROOM. IF YOU ARE THINKING ABOUT SUICIDE OR ARE CONSIDERING TAKING ACTIONS THAT MAY CAUSE HARM TO YOURSELF OR OTHERS, YOU SHOULD IMMEDIATELY CALL “988” (THE SUICIDE AND CRISIS HOTLINE) OR NOTIFY THE APPROPRIATE EMERGENCY MEDICAL PERSONNEL.
IF YOU SUBSCRIBE TO OUR SERVICES, YOUR SUBSCRIPTION WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL TERM AT NAN’S THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU OPT OUT OF THE AUTO-RENEWAL IN ACCORDANCE WITH SECTION 7.5 BELOW.
PLEASE BE AWARE THAT SECTION 13 (DISPUTE RESOLUTION) OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
PLEASE BE AWARE THAT SECTION 3.3 (NAN COMMUNICATIONS) OF THIS AGREEMENT, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.
PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY NAN IN ITS SOLE DISCRETION AT ANY TIME. If we make any substantial changes, we may require you to accept the changes, notify you by sending you an e-mail, and/or by prominently posting notice of the changes on the Website. Any changes to this Agreement will be effective upon the earliest of when you indicate your acceptance of the changes, thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable), and thirty (30) calendar days following our posting of notice of the changes on the Website. The changes will be effective immediately for new users of the Services. Continued use of our Services following notice of such changes shall indicate your acknowledgement and acceptance of such changes and agreement to be bound by the terms and conditions of such changes. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
1. Our Services.
1.1 Coaching Services. As part of our Services, NAN offers coaching services and recommendations to assist caregivers in navigating medical, emotional, legal, and social challenges faced by your aging loved ones, while also considering the caregiver’s own needs and burdens associated with caregiving. Our coaching Services, provided by “NAN Navigators”, consist of (a) an initial assessment of your particular needs, (b) the design of a personalized plan that provides recommendations and strategies for caregivers to care for their loved ones and themselves (the “Plan”), (c) the implementation of the Plan, and (d) coordination services with other NAN experts that will guide you in determining what type of care services you should seek. Our Services include interactions between you and NAN Navigators through different means, including phone calls and video calls. We also make available the Plan and provide relevant content through our proprietary web-based platform. The Services or your interactions with NAN Navigators are not intended to defer or serve as a substitute for professional medical, mental health or legal services. You understand and agree that: (a) NAN Navigators design the Plan based on the input and information you provide to us and you are solely responsible for the accuracy and completeness of such information; (b) our Services, including your Plan, are a self-help tools to support, educate and assist you in addressing health, aging, and caregiving concerns of your loved ones; and (c) you are required to take steps and actions for the Plan to be implemented and followed thorough. WHILE OUR SERVICES WILL PROVIDE YOU WITH A PLAN, CONTENT AND GUIDANCE DESIGNED TO SUPPORT, EDUCATE AND ASSIST YOU IN ADDRESSING HEALTH, AGING, AND CAREGIVING CONCERNS OF YOUR LOVED ONE, WE MAKE NO REPRESENTATION, GUARANTY OR WARRANTY WHATSOEVER AS TO (1) THE ACCURACY OF THE INFORMATION CONTAINED IN THE SERVICES, INCLUDING THE PLAN; (2) ANY ERRORS, MISTAKES, OR INACCURACIES ON YOUR PART WHILE USING THE SERVICES; (3) WHETHER YOU WILL FIND THE SERVICES, INCLUDING THE PLAN AND THE COACHING SERVICES, RELEVANT, USEFUL, CORRECT, SATISFACTORY OR SUITABLE TO YOUR OR YOUR LOVED ONE’S NEEDS; AND (4) WHETHER THE SERVICES WILL BE SUCCESSFUL OR IMPROVE OUTCOMES OF YOUR LOVED ONE’S CARE NEEDS OR YOUR OWN NEEDS.
1.2 Disclaimer. YOU ACKNOWLEDGE THAT WHILE SOME OF THE CONTENT THAT IS PROVIDED THROUGH THE SERVICES MAY BE PROVIDED BY INDIVIDUALS IN THE MEDICAL OR LICENSED MENTAL HEALTH PROFESSIONS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PROVISION OF SUCH INFORMATION DOES NOT CREATE A PROFESSIONAL/PATIENT RELATIONSHIP, AND DOES NOT CONSTITUTE AN OPINION, MEDICAL ADVICE OR DIAGNOSIS OR TREATMENT OF ANY PARTICULAR CONDITION, BUT IS PROVIDED AS A SELF-HELP TOOL DESIGNED TO ASSIST AND EDUCATE YOU IN CARING FOR YOUR LOVED ONE, AND SUPPORTING YOU AS A CAREGIVER. YOUR INTERACTIONS WITH NAN NAVIGATORS AND OTHER MEMBERS OF OUR TEAM THROUGH THE SERVICES ARE NOT INTENDED TO BE A SUBSTITUTE FOR HEALTH CARE PROVIDER ADVICE, DIAGNOSIS, OR TREATMENT. YOU ALSO ACKNOWLEDGE THAT THE SERVICES DO NOT INCLUDE, AND EXPRESSLY EXCLUDE, ASSISTANCE WITH LEGAL DISPUTES INVOLVING YOU OR YOUR AGING LOVED ONES.
1.3 User’s Sole Responsibility. IT IS YOUR RESPONSIBILITY TO SEEK THE ADVICE OF A PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PROVIDER OR PROFESSIONAL (“HEALTH CARE PROVIDER”) FOR YOUR OR YOUR LOVED ONE’S MEDICAL AND MENTAL HEALTH NEEDS. YOU SHOULD NOT RELY SOLELY ON, NOR MAKE HEALTH OR WELL-BEING DECISIONS BASED SOLELY ON YOUR USE OF THE SERVICES. UNDER NO CIRCUMSTANCES CAN THE SERVICES REPLACE MEDICAL OR MENTAL HEALTH SERVICES RENDERED BY YOUR OR YOUR LOVED ONE’S HEALTH CARE PROVIDER. YOU SHOULD NOT CHANGE YOUR OR YOUR LOVED ONE’S TREATMENT OR PLAN OF CARE, MEDICATION OR THERAPY BASED ON INFORMATION YOU RECEIVED THROUGH THE SERVICES. CONVERSATIONS WITH NAN NAVIGATORS OR OTHER MEMBERS OF OUR TEAM ARE NOT A SUBSTITUTE FOR CARE PROVIDED BY YOUR OR YOUR LOVED ONE’S HEALTH CARE PROVIDER. Never disregard, avoid, or delay obtaining medical advice from a qualified health care PROVIDER because of INFORMATION FROM our ServiceS. If you receive advice from a qualified health care provider which conflicts with anything contained in our ServiceS, you should adhere to the advice from the qualified health care provider and consult them before continuing TO use our ServiceS.
2. REGISTRATION.
2.1 Registering Your Account. In order to access certain features of the Services, you may be required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered an account on the Website (“Account”).
2.2 Registration Data. In registering an account on the Website, you agree to (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (i) at least thirteen (13) years old; (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. You may not share your Account or password with anyone, and you agree to (y) notify NAN immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current, or incomplete, or NAN has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, NAN has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. NAN reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by NAN, or if you have been previously banned from any of the Services.
2.3 Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of NAN.
2.4 Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Services, including but not limited to, a mobile device that is suitable to connect with and use the Services, in cases where the Services offer a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
3. USE OF THE SERVICES. The Services, and the information and our Content (as defined below) available through them, including but not limited to the Plan, are protected by copyright laws throughout the world. Subject to the Agreement, NAN grants you a limited license to access and use the Services for your personal purposes. Unless otherwise specified by NAN in a separate license, your right to use any and all Services is subject to the Agreement.
3.1 Updates. You understand that the Services are evolving. As a result, NAN may require you to accept updates to the Services that you have installed on your computer or mobile device. You acknowledge and agree that NAN may update the Services with or without notifying you. You may need to update third-party software from time to time in order to use the Services.
3.2 Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services, including the Website; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other the Services (including images, text, page layout or form) of NAN; (c) you shall not use any metatags or other “hidden text” using NAN’s name or trademarks;(d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update or other addition to the Services shall be subject to the Agreement. NAN, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of any Services terminates the licenses granted by NAN pursuant to the Agreement.
3.3 NAN Communications. By entering into this Agreement or using the Services, you agree to receive communications from us (including via e-mail, text message, calls, and push notifications). You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from us and our affiliated companies may include, but are not limited to, operational communications concerning your Account or the use of the Services, updates about existing and new features, and news concerning NAN and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM US (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), YOU CAN TEXT THE WORD “STOPALL” TO [___] FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT THE EFFECTIVENESS OF, AND YOUR ABILITY TO USE, THE SERVICES.
3.4 Consent to Recording and Monitoring. You acknowledge that any voice calls, video meetings or other conversations between you and NAN representatives may be recorded and/or monitored on behalf of NAN for training, quality assurance or other business purposes and you consent to such recording and monitoring.
4. RESPONSIBILITY FOR CONTENT. You acknowledge that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Services (collectively, “Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not NAN, are entirely responsible for all Content that you upload, post, e-mail, transmit, disclose or otherwise make available to us through the Services, including through conversations with the NAN Navigators (whether by direct entry or submission) or other channels (e.g., email, phone call, etc.) (“Your Content”).
4.1 Storage. Unless expressly agreed to by NAN in writing elsewhere, NAN has no obligation to store any of Your Content that you make available on the Services. NAN has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that NAN retains the right to create reasonable limits on NAN’s use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by NAN in its sole discretion.
5. OWNERSHIP.
5.1 Services. Except with respect to Your Content, you agree that NAN and its suppliers own all rights, title and interest in the Services (including but not limited to NAN’s Content, the Plan, any computer code, themes, objects, characters, character names, stories, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, and NAN software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any the Services.
5.2 Trademarks. Navigating Aging Needs and all related graphics, logos, service marks and trade names used on or in connection with any the Services or in connection with the Services are the trademarks of NAN and may not be used without permission in connection with your, or any third-party, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.
5.3 License to Your Content. Subject to this Agreement, you grant NAN a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) (a) for operating and providing the Services to you; and (b) research and other business purposes provided that such data is aggregated and anonymized.
5.4 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to NAN through its suggestion, feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and that NAN has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to NAN a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or NAN’s business.
6. USER CONDUCT. As a condition of use, you agree not to use the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) make available any Content on or through the Services that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without NAN’s prior written consent; (v) impersonates any person or entity, including any employee or representative of NAN; (vi) interferes with or attempt to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by this Agreement; or (vii) attempts to engage in or engage in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services, using manual or automated software or other means to access, “scrape,” “crawl” or “spider” any pages contained in the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services.
7. FEES AND PURCHASE TERMS.
7.1 Sponsored Subscriptions. Our Services may be available to you through a third party (such as a governmental entity (a “Sponsor”)) sponsored program (“Sponsored Subscription”), in accordance with the agreement executed between such Sponsor and NAN (“Sponsor Terms”). If that is the case, such Sponsor may be paying our Services’ fees for making the Services available to you and the terms of Sections 7.2 through 7.6 do not apply to you. If your Sponsored Subscription ends pursuant to the Sponsor Terms, and you want to continue to use our Services, your new subscription will be subject to the terms set forth in Sections 7.2 through 7.6. Please contact us at Info@nanforcaregivers.com to provide you with pricing. Otherwise, we will terminate your access to the Services and end your Sponsored Subscription in accordance with the Sponsor Terms and as set forth in Section 13.
7.2 Payment Terms, Authorization. If you wish to purchase our Subscription Services (as defined below), you agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You must provide NAN with a valid credit card (“Payment Provider”), or purchase order information, as a condition to signing up for the Services. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement, not this Agreement, to determine your rights and liabilities. By providing your credit card number account and associated payment information to our Third Party Service Provider (as defined below) through our Website, you agree that NAN is authorized to immediately charge your Account for all fees and charges due and payable to NAN hereunder and that no additional notice or consent is required. You agree to update your payment information if any changes in your billing address or the credit card used for payment hereunder occur. NAN reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Services or by e-mail delivery to you.
7.3 Prices; Subscription Fees. We offer paid subscriptions to certain features of our Services (“Subscription Services”) and you will be responsible for payment of the applicable fees for the Subscription Services (“Subscription Fees”) at the time you create your Account and select your subscription package. Except as set forth in the Agreement, all fees for the Services are non-refundable. NAN may change the fees for any feature of our Services, including additional fees or charges, provided that NAN gives you advance notice of changes before they apply. NAN, at its sole discretion, may make promotional offers with different features and different pricing to any of our customers. These promotional offers, unless made to you, will have no bearing whatsoever on this contract.
7.4 Taxes. The Service Subscription Fees do not include any Sales Tax. If NAN determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement. If any Services, or payments for any Services, under the Agreement are subject to Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to NAN, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify NAN for any liability or expense we may incur in connection with such Sales Taxes. Upon our request, you will provide us with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales or use tax, and any other tax measured by sales proceeds, that NAN is permitted to pass to its customers, that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
7.5 Automatic Renewal. Your subscription will continue indefinitely until terminated in accordance with the Agreement. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically commence on the first day following the end of such period (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at NAN’s then-current price for such subscription. You agree that your Account will be subject to this automatic renewal feature unless you cancel your subscription at least thirty (30) days prior to the Renewal Commencement Date (or in the event that you receive a notice from NAN that your subscription will be automatically renewed, you will have thirty (30) days from the date of the NAN notice), by logging into and going to the “Change/Cancel Membership” page of your “Account Settings” page. IF YOU DO NOT WISH YOUR ACCOUNT TO RENEW AUTOMATICALLY, OR IF YOU WANT TO CHANGE OR TERMINATE YOUR SUBSCRIPTION, PLEASE CONTACT NAN AT INFO@NANFORCAREGIVERS.COM OR LOG IN AND GO TO THE “CHANGE/CANCEL MEMBERSHIP” PAGE ON YOUR “ACCOUNT SETTINGS” PAGE. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. By subscribing, you authorize NAN to charge your Payment Provider now, and again at the beginning of any subsequent subscription period. Upon renewal of your subscription, if NAN does not receive payment from your Payment Provider, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that NAN may either terminate or suspend your subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received).
7.6 Third Party Service Provider. The NAN uses Stripe, Inc., and its affiliates as the third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) (a “Third Party Service Provider”). You agree to be bound by Stripe’s Privacy Policy (currently accessible at https://stripe.com/us/privacy) and its Terms of Service (currently accessible at https://stripe.com/us/terms) and hereby consent and authorize the NAN and Stripe to share any information and payment instructions you provide with one or more Third Party Service Provider(s) to the minimum extent required to complete your transactions.
8. PRIVACY. The information you provide to us while using our Services may include personal health information. Information regarding our use of health and other personal information is provided in our Privacy Policy located at https://nanforcaregivers.com/privacy-policy . By accepting this Agreement, you agree and consent to NAN, and NAN’s employees, including NAN Navigators (a) accessing and using your Plan, which may include health information, to render the Services, and (b) the processing of your personal information in accordance with to our Privacy Policy.
9. Indemnification. You agree to indemnify and hold NAN, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “NAN Party” and collectively, the “NAN Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, any NAN Service; (c) your violation of the Agreement; (d) your violation of any rights of another party, including any Registered Users; or (e) your violation of any applicable laws, rules or regulations. NAN reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with NAN in asserting any available defenses. This provision does not require you to indemnify any of the NAN Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.
10. DISCLAIMER OF WARRANTIES AND CONDITIONS.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. NAN PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
NAN PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; (4) THE QUALITY OF ANY SERVICES OR INFORMATION OBTAINED BY YOU THROUGH THE SERVICES, INCLUDING THE PLAN, WILL MEET YOUR EXPECTATIONS; (5) ANY ERRORS IN THE SERVICES WILL BE CORRECTED; OR (6) THE SERVICES, INCLUDING THE PLAN, WILL PREVENT ANY AND ALL SECURITY INCIDENTS AND THREATS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM NAN OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
THE CONTENT AND INFORMATION PROVIDED ON THE SERVICES, INCLUDING THE PLAN, ARE DESIGNED FOR INFORMATIONAL PURPOSES ONLY. NAN DOES NOT PROVIDE LEGAL, FINANCIAL, MEDICAL OR MENTAL HEALTH ADVICE. NOTHING STATED OR POSTED ON OR MADE AVAILABLE THROUGH THE SERVICES ARE INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, INSTRUCTIONAL FOR MEDICAL DIAGNOSIS OR TREATMENT OR A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT OR PROFESSIONAL LEGAL OR FINANCIAL ADVICE. IF YOU RELY ON ANY CONTENT OBTAINED THROUGH THE SERVICES, YOU DO SO AT YOUR OWN RISK.
FROM TIME TO TIME, NAN MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT NAN’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
YOU ACKNOWLEDGE AND AGREE THAT NAN PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD NAN PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF ECONOMIC DAMAGES FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
11. LIMITATION OF LIABILITY.
11.1 DISCLAIMER OF CERTAIN DAMAGES. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL NAN PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO THIRD PARTY SECURITY INCIDENTS, THIRD PARTY DATA BREACH AND LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT NAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED; OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (E) ANY OTHER MATTER RELATED TO THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A NAN PARTY FOR (I) DEATH OR PERSONAL INJURY CAUSED BY A NAN PARTY’S NEGLIGENCE; OR FOR (II) ANY INJURY CAUSED BY A NAN PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
11.2 CAP ON LIABILITY. TO THE FULLEST EXTENT PROVIDED BY LAW, NAN PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO NAN BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (B) $100; OR (C) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A NAN PARTY FOR (I) DEATH OR PERSONAL INJURY CAUSED BY A NAN PARTY’S NEGLIGENCE; OR FOR (II) ANY INJURY CAUSED BY A NAN PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
11.3 USER CONTENT. EXCEPT FOR NAN’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN THE NAN’S PRIVACY POLICY, NAN ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
11.4 EXCLUSION OF DAMAGES. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
11.5 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN NAN AND YOU.
12. MONITORING AND ENFORCEMENT. NAN reserves the right to: (a) remove or refuse to post any of your Content for any or no reason in our sole discretion; (b) take any action with respect to any of your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for the NAN; (c) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (e) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement.
If NAN becomes aware of any possible violations by you of the Agreement, NAN reserves the right to investigate such violations. If, as a result of the investigation, NAN believes that criminal activity has occurred, NAN reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. NAN is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in Services, including Your Content, in NAN’s possession in connection with your use of the Services, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of NAN, its Registered Users or the public, and all enforcement or other government officials, as NAN in its sole discretion believes to be necessary or appropriate.
13. TERM AND TERMINATION.
13.1 Term. The Agreement commences on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement.
13.2 Termination. If you violate any provision of this Agreement or your Sponsored Subscription terminates pursuant to the Sponsor Terms and you do not elect to continue with a paid subscription, your Account and the Agreement automatically terminate. In addition, NAN may, at its sole discretion, terminate the Agreement, your Account on the Services or suspend or terminate your access to the Services at any time for any reason or no reason, with or without notice. You may terminate Subscription Services at any time as set forth in Section 7.5.
13.3 Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. NAN will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
14. DISPUTE RESOLUTION. Please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with NAN and limits the manner in which you can seek relief from us.
14.1 Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Website, to any products sold or distributed through the Website, or to any aspect of your relationship with NAN, will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims or seek relief in small claims court if your claims qualify,; and (b) you or NAN may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
14.2 Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to our registered agent: Corporation Service Company, 251 Little Falls Drive, Wilmington, Delaware 19808. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, NAN will pay them for you. In addition, NAN will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
14.3 Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and NAN. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
14.4 Waiver of Jury Trial. YOU AND NAN HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and NAN are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 14.1 (Application of Arbitration Agreement) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
14.5 Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of Florida. All other disputes, claims, or requests for relief shall be arbitrated.
14.6 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: Info@nanforcaregivers.com], within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your NAN username (if any), the email address you used to set up your NAN account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
14.7 Severability. Except as provided in Section 14.5 (Waiver of Class or Other Non-Individualized Relief), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
14.8 Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with NAN.
14.9 Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if NAN makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing NAN at the following address: Info@nanforcaregivers.com.
15. THIRD-PARTY SERVICES. The Services may contain links to third-party websites, services and applications (“Third-Party Properties”). When you click on a link to Third-Party Properties, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Properties are not under the control of NAN. NAN is not responsible for any Third-Party Properties. NAN provides these Third-Party Properties only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Properties, or any product or service provided in connection therewith. You agree that it is impossible for NAN to monitor Third-Party Properties and that you use such Third-Party Properties at your own risk. When you leave our Website, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Properties, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
16. GENERAL PROVISIONS.
16.1 International Users. The Services can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that NAN intends to announce such Services or Content in your country. the Services are controlled and offered by NAN from its facilities in the United States of America. NAN makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
16.2 Electronic Communications. The communications between you and NAN may take place via electronic means, whether you visit the Services or send NAN e-mails, or whether NAN posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from NAN in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that NAN provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. (“E-Sign”).
16.3 Release. You hereby release NAN Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Services, including but not limited to, any interactions with or conduct of third-party websites of any kind arising in connection with or as a result of the Agreement or your use of the Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a NAN Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder.
16.4 Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without NAN’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
16.5 Force Majeure. NAN shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
16.6 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact us at Info@nanforcaregivers.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
16.7 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and NAN agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Orange County, Florida.
16.8 Governing Law. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of FLORIDA, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the AGREEMENT.
16.9 Notice. Where NAN requires that you provide an e-mail address, you are responsible for providing NAN with your most current e-mail address. In the event that the last e-mail address you provided to NAN is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, NAN’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to NAN at the following address: Info@nanforcaregivers.com. Such notice shall be deemed given when received by NAN by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
16.10 Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
16.11 Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
16.12 Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.