Terms and Conditions
These Terms constitute an agreement between, You and Shiminly. Shiminly provides access to Services (as defined herein below) online through the mobile application, website, or through telephonic calls, video chat, email consultation to the End-User (as defined herein below) who registers on the Site (as defined herein below) to connect with Experts (as defined herein below) registered with Shiminly. These are rules You agree to follow when using the mobile application and/or website developed by Shiminly including when You ask questions and when You view or input content on or into the Site. Our Privacy Policy is officially part of these Terms even though it is a separate document.
Definitions To clarify what this document means, certain words with capital letters will be defined. Here are the definitions for this Agreement:
“Company”, “We,” “Us,” or “Our” means Shiminly, having its registered office at 5 Mount Royal Ave, Ste 100, Marlborough, MA 01752.
“Content” means text, graphics, images and any other material entered, processed, contained on or accessed through the Apps, including Content created, modified, validated or submitted by Us or Experts.
“Device” means a device, usually electronic, that processes data according to a set of instructions, which may include but not be limited to workstations, personal computers, laptops, netbooks, personal digital assistants, tablets, phones (including smartphones).
“End User” means the student or the parents and the terms ‘You’ ‘Your’ and ‘Yourself’ shall be interpreted accordingly.
“Expert” may include, but are not limited to, independent, qualified, trained professional teachers. The term Expert shall include the individual Experts registered with the Site and their respective employees, agents, independent contractors or teachers and the terms ‘You’ ‘Your’ and ‘Yourself’ shall be interpreted accordingly. The Experts have no financial interest in the Company except to the extent of the fees to be received by them.
“Services” means and includes:
- Enabling the End User to connect with Experts through the Site or mobile application virtually to prepare them with future-ready skills to thrive in a changing world with innovative approaches to a whole-person education.
- The provision of appointment scheduling and reminders.
- Facilitating online counselling sessions based on the appointments scheduled between the End User and the Expert through the Site by way of online, voicemail and chat interactions through the Device.
“Site” means and includes shiminly.com, the Shiminly mobile application and related web sites and mobile applications that we release.
By clicking on the Sign Up button on the sign up page, indicates You have read and agree to the shiminly.com terms and conditions and then clicking the “Continue” button You agree to submit the Member registration form. You are entering into this Agreement and irrevocably accepting the obligations stipulated in these Terms and agree to abide by them. Accessing the Site through any Device You agree to be subjected to these Terms. You should, therefore, read these Terms carefully. If You do not agree to be bound by any Terms of this Agreement, do not check the box indicating Your agreement to these Terms and do not otherwise continue with the member registration process. In such case You will not be able to register as a Member or otherwise use this Site. We specifically hold the right to deny access without any notice to any person who We believe has violated any of these Terms or for any reason whatsoever at Our sole discretion.
1. Services provided on the Site and Proficiency Guarantee
The Site includes, without limitation, the following Services:
- Enabling the End User to connect with Experts through the Site.
- The provision of appointment scheduling and reminders.
- Facilitating online counselling sessions.
Based on the appointments scheduled between the End User and the Expert through the Site by way of online, voicemail and chat interactions through the Device.
THE EXPERTS REGISTERED ON THE SITE ARE NOT OUR EMPLOYEES.
Any information obtained from the Site, Experts or third-party links and content is for informational purposes only.
Shiminly guarantees increased proficiency for all students that (i) sign up for a forty (40) hour course (ii) and attend a minimum of thirty-eight (38) hours of a 40-hour course. A student that does not gain increased proficiency will be provided with a single ensuing forty (40) hour course for free on a case-by-case basis.
2. Eligibility
By using the Site, You represent and warrant that:
- You are at least 18 years old;
- You have the lawful authority and capacity to contract and be bound by these Terms;
- You are not a person, under the laws of the country in which You access or use the Site who is either banned or otherwise legally prohibited from receiving or using the Site.
3. Use By Children
If You are less than 18 years of age, You must have Your parent or legal guardian’s permission to use the Site. The parent, legal guardian, or ward of a minor, will be fully responsible for complying with Our Terms of Use and Our Privacy Policy. The parent, guardian or the ward of a minor represents and warrants that they are the parents or legally appointed guardians or wards of such minor. We are under no obligation to verify the veracity of such parents or legally appointed guardians or wards of such End User under the age of 18 years.
4. Express Consent to the Terms
We reserve the right, at Our sole and absolute discretion, to change or update these Terms from time to time without notice and subject to Your termination right as set out below. You are therefore encouraged to check these Terms regularly for any changes. By using the Site after any modification to these Terms will imply that You accept those changes. We will post the last date of any change to these Terms at the top of this page. If You do not agree with these Terms in their entirety, You should NOT register and You should not use to use the Site or avail the Services provided by Us. The use of Services on this Site and all the information that is availed from this Site is done solely at the risk of the End User. You agree that We may from time to time update the Site, which would require You to install certain updates to the software in order to continue to access or use the Site. Such updates which may be for the purpose of fixing an error, bug or any other issue in the Site and/or enhancing the functionality of Site and may result in changes the appearance of the Site.
5. Experts are Not Employees or Agents
The Experts are neither Our employees nor Our agents and We assume no responsibility for any of their actions or omissions.
6. Payment Schedule and Mechanism
Except the free trial, all Services availed on this Site are chargeable as per your selected course or session (“Course”) selected by You and you are liable to pay the fees specified by Us (“Fees”). The Fee shall be exclusive of all taxes and the End User shall be liable to pay all taxes and statutory dues as are applicable. The End-User represents and warrants that (i) all information in respect of payment is true, accurate and complete, (ii) You shall be responsible to be in compliance of applicable law including but not limited to payment of applicable taxes, and (iii) You agree to pay the charges imposed by the third-party payment processor (eg. PayPal, Stripe, RazorPay) and abide by the terms and conditions of such third-party payment processors.
7. Cancellation and Refunds
Refunds
You are eligible for a full refund if the refund request is sent to Shiminly, 48 hours prior to your session. All Your refund requests should be emailed to info@shiminly23.kcgdemo.com and be accompanied by a reason. A refund will be made to the payment method You used for to purchase the Course.
Cancellation
You may cancel your session at any time by emailing us, along with your reason for cancellation, to info@shiminly23.kcgdemo.com .
Shiminly will make reasonable efforts to process cancellation requests within one business day from the receipt of the cancellation request. Except as otherwise provided in these Terms, you will not receive any refund and certain termination fees may apply.
8. User Accounts
If You want to utilize our Services, You will have to register on the Site and create an account with Us (“User Account”). In order to register on this Site, You will have to provide the following information (‘Registration Data’):
- E-mail Address;
- Contact Details (Residence Number, Mobile Number, etc.)
On providing the relevant information, You will be asked to provide a display name, full name and password. Registration on this Site is a one-time process and individuals who have already registered shall login / sign into this Site using the same user name and password as provided during the registration process. You agree to provide accurate, current and complete information as may be required for completing the registration process. The Experts shall also ensure that all information provided by the Experts on any Site is accurate, current and complete information (“User Account Data“) You agree and understand that all activities and actions undertaken using the User Account shall be solely Your responsibility whether or not You have authorized such activities or actions.
9. Use of Your User Account
You are requested to safeguard and are exclusively responsible for Your user name and password. If You suspect the Your password has been lost or stolen, someone has attempted to use the Services through Your User Account without Your consent or Your User Account has been accessed without Your permission please notify Us immediately at info@shiminly23.kcgdemo.com Use of the Site on public computers and storing user name and password on web browsers and other software is discouraged. You will be fully responsible for all activity on Your User Account and for any changes therein. You agree not assign or otherwise transfer Your User Account to any other person or entity. We will not be liable where Your User Account details are used by someone else either with or without knowledge. We will hold You liable and responsible for any losses incurred by Us due to someone else’s use of Your User Account. Please refer to our Privacy Policy regarding storing your information. You accept risks associated with the unauthorized access to the User Account Data and any other information provided by You. You will not authorize others to use Your End-User Account or the Expert as the case maybe. By creating an End-User Account, You expressly consent to the use of: (a) electronic means to complete these Terms and to provide You with any notices given pursuant to these Terms; and (b) electronic records to store information related to these Terms or Your use of the Services. shiminly.com cannot and will not be liable for any loss or damage arising from Your failure to comply with the above requirements.
10. Send You notices and information.
As a registered End User You agree that We may communicate with You, including by sending information, correspondence, and notices to You. The communications shall be sent to You using the information provided by You at the time of creating a User Account. These communications may be sent via email, SMS (text message), push notification, on site notification or otherwise. These communications sent to You includes but is not limited to, confirmation of Your registration, transactions that You carry out on the Site, reminders, recommended actions for You or promotions that are undertaken by Us or others authorized by Us. You can control what information You want to be sent to You, and where it is to be sent. You also have to choice to unsubscribe or opt-out from receiving reminders via email, SMS, push notifications or mobile telephone notification, or any of them. Charges for receiving such information will be as charged by Your mobile service provider. shiminly.com does not guarantee and is not liable or responsible for the failure to send such notifications or reminders to You.
11. Personal Use
Commercial use or redistribution of any the information made available on the Site is strictly prohibited. The Services shall be only used for personal purposes and shall not be used for commercial purposes. Any use of the information provided on the Site other than as specifically authorized, without prior written consent is also strictly prohibited and will result in termination of the registration granted here. Such unauthorized use may also violate applicable laws. This membership is revocable at Our sole discretion, at any time and without notice.
12. Code of Conduct
The Services provided on the Site are to be used responsibly. The use of the Services provided on the Site shall in no way be unlawful, threatening, harassing, abusive, defamatory, slanderous, libelous, harmful to minors, vulgar, gratuitously violent, obscene, pornographic, indecent, lewd, invasive of another’s privacy, or racially, ethnically or otherwise offensive, hateful, abusive or that would cause annoyance, inconvenience, or needless anxiety to others. You agree not take any action that impedes with, damages or adversely affects the Company and/or the Services and/or any Site; You also agree not to intentionally overuse any Services, or use any Services for any other inappropriate purposes. The information and Services available on the Site may not be used for any illegal purpose. You may not;
- access our networks, computers, or the information and Services in any manner that could damage, disable, overburden, or impair them, or interfere with any other person’s use and enjoyment;
- attempt to gain unauthorized access to any information or Services, other accounts, computer systems, or networks connected with the Services or the Site. Unauthorized access includes, but is not limited to, using another person’s login credentials to access the Services or the Site;
- upload any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any software or this Site;
- Use the Site to conduct any fraudulent activity including any ‘pyramid scheme’; ‘ponzi scheme’ or ‘chain letter.
- transmit, upload, email, post or otherwise make available any information or material that infringes upon a third party right, especially intellectual property rights or any third party advertisements;
- You will not use any site to develop, or to assist anyone in developing a competitive product or service or for other competitive purposes;
Any attempt by any individual or entity to solicit login information of any other user or Shiminly’s Experts or to access any such account is an express and direct violation of these Terms of Use and of applicable law, including relevant privacy and security laws and laws prohibiting unfair or unethical business practices.
- In addition to the other provisions of these Terms, End User agree to be respectful of the Expert and your fellow learners by following the below code of conduct:
- You attend the online session on time and stay for the entirety of the session.
- You mute yourself when you’re not speaking so background noise doesn’t interrupt others.
- You allow others to finish before speaking.
- You allow others to have equal opportunity to speak.
- You do not make disrespectful comments about race, religions or countries.
- You wear appropriate attire while on video.
- Your turn off or set to vibrate your cell.
13. Expert Profile
Every individual who is desirous of registering as an Expert on the Site shall have a minimum qualification of a degree/diploma in the relevant field from a reputed and recognized institute, college, university along with at least 1 year of work experience in such field. Only those individuals possessing the minimum qualification and approved by Us shall enlist himself/herself on the Site using his/her e-mail address. The Expert shall provide the relevant information about his/her education, training, experience, areas of specialization, language preference, preferred mode of communication, fees, etc as may be required or suggested by Us from time to time. After administration review and approval, the Expert shall be required to create a profile page to enable him/her to post relevant information about his/her education, training, experience, and areas of specialization (“Expert Profile”). shiminly.com shall not be held responsible for the information provided by the Experts on the Site including, without limitation, the accuracy or reliability of any information contained therein. The Experts on the Site are solely and exclusively responsible for the content of their respective Expert Profiles. The Experts registered on the Site shall in no circumstances assign or otherwise transfer his/her Expert Profile to any other person or entity. The Expert shall not represent himself or hold himself out as an employee/agent of the Company. The Experts above are responsible for all activity on the Expert Profile and for any charges/changes therein. The Site and the Company do not guarantee or assure resolution of concerns that the End User seeks help for, and this applies to all types of communication modes and all durations. End Users should choose Experts on their own discretion. While We shall strive ensure that all the Experts registered with it hold at least the minimum qualifications as stipulated in these Terms, We take no responsibility (legal or otherwise) of any misrepresentation by any Expert of their qualifications or experience.
14. Access and Use
You represent and warrant that Your access and use of any Services on the Site is subject to the following:
- You shall access any Site or Services using authorized and lawful means.
- We disclaim any and all liability that may arise from failure or delay by You which results in Your inability to access or use the Services on the Site.
- You are responsible for ensuring that Your Device is configured and compatible with the Site. You may not be able to access the Site from an unauthorized or incompatible Device.
- We shall not be held liable for any breach of confidentiality obligations by the Expert or any third party service providers as mentioned hereinabove.
- You will not use the Services to collect or store personal data about other End Users without their express permission;
- You will not knowingly include or use any false or inaccurate information in the Registration Data or Expert Profile, as the case may be;
- You will refrain from taking any steps, such as reverse assembly or reverse compilation, to derive a source code equivalent to Site or attempt to do so, or acquiesce, authorise or encourage any other party to do the same;
- You shall be solely responsible for (i) procuring and maintaining Your network connections and telecommunications links from Your systems to Our data centres, and (ii) all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to Your network connections or telecommunications links or caused by the internet;
- The Experts registered on the Site have represented that they have the requisite qualifications, licenses, experience and/or certifications in the areas of the fields as may be applicable. We disclaim any and all liability in respect of any Expert(s) making fraudulent and inaccurate representations of his/her/their credentials.
- You agree that the Experts registered with Our Site shall determine at his/her sole discretion and on the basis of assessment whether an End User should be provided Consultation Services through the Site. If an Expert is of the opinion that the Consultation services provided on this Site are not suitable for Your needs, the Expert may at his/her sole discretion not provide online Consultation Services to You.
15. Specific Terms applicable to Experts
The terms mentioned in this clause are applicable only to the Experts who register with the Site to provide Services to End Users. Use of the Services is conditioned on the following pre-requisites; (i) Compliance with professional duties as a licensed, registered or certified professional; and (ii) acceptance of this Terms. The obligations laid out in this Clause are in addition to, and not in lieu of, the professional and legal obligations of the Expert as a provider of counselling services. You shall not use the Services of the Site if You are unable to comply with Your obligations under these Terms as well as Your professional and legal obligations.
- You are and will be at all times that You use the Services and the Site, licensed, registered or certified, as applicable, in good standing, and shall meet all other legal requirements, to provide counselling services to End Users using the Site.
- You shall not use this Site in violation of any applicable laws or regulations.
- You will personally provide the Services on the Site.
- In the event You are no longer permitted under any law to provide counselling services to End Users, You will immediately cease to use the Services and the Site to provide counselling services and shall promptly inform Us of such restriction or cessation.
- You hereby consent to Shiminly posting Your Profile and a picture of Yourself on the Site.
- If You are providing counselling services through the Site to End Users not resident in your country or state, You shall ensure compliance with all applicable laws in the jurisdiction of such End User and shall also ensure that You hold all the valid licenses and permits required in such other jurisdictions.
- You represent and warrant that there is no court order, decree or proceedings pending or threatened against You that would render You incapable of providing services through the Site. In the event that a court order or decree is obtained against You or proceedings are initiated by or against You in respect of Your qualification, license, certification, etc., You shall forthwith inform Us of such order, decree or proceedings.
- In the event You chose to cease using the Site or accept any new End-User or You take leave exceeding 7 consecutive days, You shall give the End User and Us 2 days prior written notice of the same. In such circumstances, it is Your responsibility to ensure that there is a proper transition of care for any End User for whom You will no longer provide services.
- You represent and warrant that You will maintain the confidentiality of End User Personal Information (as defined herein below) and shall only use End User Personal Information as permitted in these Terms and consistent with applicable privacy laws and Our Privacy Policy and for no other purpose.
- You shall ensure that you will attend all your appointments on time and answer questions at the earliest.
- All resources, information, and materials which are either owned by Us, or Our affiliates, and/or owned by third parties and in the possession of or licensed to Us, and which constitutes valuable resources, confidential and/or proprietary information, know-how, and trade secrets belonging to Us or Our affiliates, and/or third parties (hereinafter referred to as “Confidential Information”) shall be strict confidence and shall not be to disclose to or made available to any person(s) or third party without Our prior written consent. Such Confidential Information shall be used only for the purpose of providing behavioral counselling services on the Site under these Terms and shall not be produced, copied, in whole or in part, except as specifically authorized and in conformance with Our instructions when necessary for the purposes set forth herein. You shall return all Confidential Information, together with any copies, reproductions or other records thereof in any form, to Us at such time as You cease using the Services and the Site.
- Keeping record of consultation session notes and video recordings with prior consent of the user, is the sole responsibility of the respective Expert. We do not store any communication between the user and consulting Expert during phone chat, video chat and text chat. You also agree to take full legal responsibility for safeguarding the recorded documents.
- You agree to notify us promptly in the event Your password has been lost or stolen, someone has attempted to use the Services under Your user name without Your consent or Your accounts have been accessed without Your permission or security of Your profile and/or email access has been compromised in any way at info@shiminly23.kcgdemo.com In the event there has been an unauthorized access of Your profile or email-access and in order to preserve or restore the security of the Site, We shall at Our discretion have the right to deny Your access to the Services or any part thereof.
- An End User may personal information on the Site and authorize You to have access to such information in advance of an appointment, all information provided during the Counselling Session and all notes and inferences of the Expert created during or post a Counselling Session in respect of the particular End User (“End User Personal Information”). You acknowledge, agree, release and indemnify Us from all claims and liabilities arising out of Your failure to have the End User confirm the End User Personal Information or arising out of any omissions or errors in any End User Personal Information provided through the Services. You are responsible to take prior consent from End User while using or collecting End User Personal Information and you should comply with applicable Data Protection Laws.
- All charges/fees in respect of telephone usage, internet usage or otherwise incurred by You for availing the Services shall be payable by You.
- The breach of any of these Terms shall result in the removal of Your Expert Profile or terminating your account without warning and without any liability on Our part.
- You agree to abide by the Privacy Policy as well as the guidelines, rules, schedules, disclosures, disclaimers, amendments to these Terms and other terms that we post on the Site or otherwise provide or make available to You from time to time, each of which are hereby incorporated by reference.
- You covenant that use of End User Personal Information will not conflict with the Privacy or Your professional and legal duties and obligations.
16. Digital Millenium Copyright Act (DMCA) Notices; Copyright Agent
- Shiminly respects the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement by any content or material on the Shiminly Web Site, please provide the following information in writing to Shiminly’s Copyright Agent (see 17 U.S.C. Section 512(c)(3) for further detail):
- a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright.
- a description of the copyrighted work that you claim has been infringed.
- a description of the material that you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information sufficient to permit us to locate the material.
- information so that we can contact you, such as address, telephone number and e-mail address.
- a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.
If you believe that any content or materials you posted, uploaded or Submitted to the Shiminly Site, that were subsequently removed from the Shiminly Site, or to which access was disabled, were improperly removed or disabled, please provide the following Counter-Notification to Shiminly’s Copyright Agent (see 17 U.S.C. Section 512(g) for further detail):
- your physical or electronic signature.
- a description of the materials that have been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
- a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
- your name, address and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, and that you will accept service of process from the person who provided notification of the alleged infringement.
Shiminly’s Copyright Agent can be reached as follows:
Copyright Agent
Shiminly
5 Mount Royal Ave, Ste 100
Marlborough, MA 01752
Phone: 508-925-32
Fax:_508-449-9339
Email: info@shiminly23.kcgdemo.com
Only DMCA notices should be sent to the Copyright Agent. For other comments or questions regarding the Site, please contact Us through our contact page
Intellectual Property Rights
The Shiminly logo, other Shiminly Trademarks and service marks are Our trademarks. You must have Our written permission to use or display any shiminly.com marks. You hereby acknowledge that any and all intellectual property rights (including but not limited to all trademark, copyright, patent, service marks, etc.) and other proprietary rights in and in relation to any Site including without limitation any derivatives, improvements or modifications which ownership is directly attributable to the Company (expressly excluding any information which belongs to an Expert, End User, other third party) shall vest wholly completely and fully with shiminly.com throughout the territory of the world and You shall have no right or claim to such intellectual property in any manner whatsoever.
17. Indemnification
By accepting these Terms and using any Site, You agree that You shall defend, indemnify and hold harmless the Company, its directors, shareholders, officers and other representatives from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with Your use or access of the Services, violation or breach of these Terms or any applicable law or regulation, violation of any rights of any third party, including End Users and Experts (as the case may be) connected through any Site; or infringement, or infringement by any third party, including End Users and Experts (as the case may be), of any intellectual property or other rights of any person or entity and all third-party claims based upon the content of any communications transmitted by You.
18. Disclaimer of Warranties
A. We hereby explicitly and specifically disclaims any and all representations, warranties or guarantees, whether written, oral, expressed or implied including, without limiting the generality of the foregoing, any warranty of quality or fitness for a particular purpose.
B. The Site is provided to You strictly on an “as is” basis. Notwithstanding anything contained in these Terms, the Company does not warrant that the Site: (i) will perform error-free or uninterrupted, or that We will correct all or any errors or defects (ii) will operate in combination with Your Devices, or with any other hardware, software, systems or data not provided by the Company (iii) will meet Your requirements, specifications or expectations.
C. You further acknowledge that We do not control the transfer of data over communications facilities, including the internet, and that any Site may be subject to limitations, delays, and other problems inherent in the use of such communications facilities; We are not responsible for any (i) delays, delivery failures, or other damages as a result; (ii) issues related to the performance, operation or security of any Site that arise from the Your content or third party content.
D. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
E. Notice Required by California Law
Pursuant to California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights notice:
The name, address and telephone number of the provider of this service is: Shiminly, having its registered office at 5 Mount Royal Ave, Ste 100, Marlborough, MA 01752. Complaints regarding the service or requests to receive further information regarding use of this service may be sent to the above address or to info@shiminly23.kcgdemo.com .
The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite S202, Sacramento, CA 95834 or by telephone at (916) 574-7950 or (800) 952-5210.
YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SITE OR APP AND/OR AVAILING OR PROVIDING ANY SERVICES REMAINS SOLELY WITH YOU.
19. Limitation of Liability
- Notwithstanding anything contained elsewhere in these Terms, in no event shall We be liable to You or anyone claiming under You for the cost or loss including but not limited to any special, exemplary, consequential, incidental, punitive or indirect damages on any theory of liability, whether in contract, tort (including without limitationnegligence), strict liability or otherwise. The limitations set forth in this section shall apply even if You are advised of the possibility of such damage.
- We will not be liable for indirect losses or damage and which are not reasonably foreseeable by You and Us at the time of entering into these Terms, for example loss of profits or loss of opportunity.
- We shall not under any circumstances whatsoever be a party to disputes, negotiations of disputes between the End User and an Expert.
- We will not be liable for: (i) the quality of the counselling session being given by the Expert(s), (ii) any negligence on part of the Expert(s); (iii) any inconvenience suffered by the User due to a failure on the part of the Expert(s)to provide agreed services or to make himself/herself available at the appointed time, absence of the Expert, or similar difficulties; and (iv) any misconduct or inappropriate behavior by the Expert or his/her staff.
- Decisions made by You on the basis of information provided on or via the Site is at Your sole discretion and risk. So far as is permissible by law, We do not accept any liability to any person relating to the use of this Site.
- We endeavour to correct any errors or omissions in our content as soon as practicable once they have been brought to our attention, However, We do not guarantee that the Site will be available uninterrupted and fully operational nor that the information provided via the Site will be free from errors or omissions. We shall not be liable for any failure or suspension of the site, or for termination of access to the Site or access to Site content.
- Due to the fact that many technical aspects of the Site and the information provided is supplied by or otherwise dependent on third parties, We are not responsible for the accuracy, suitability, reliability, completeness, performance, satisfactory quality, fitness for a particular purpose, or freedom from viruses, or other harmful programs of the content contained in or accessed through this Site.
20. Disclaimer
- Services can be provided only by the Experts who register with Us.
- We do not guarantee the quality of counselling services provided by any of the Experts registered on Our Site.
- We shall not be liable for any loss or damage incurred by You in respect of Your interaction with a registered Expert, including but not limited to any loss or damage arising directly or indirectly on account of loss or damage with respect to counselling and advisory services through the Site.
- Your recourse in the event of any such claim with respect to any Expert with respect to counselling and advisory services and sessions scheduled through the Site, including any third party content, is solely against the relevant Expert. In no event will any agreement between End User and any Expert be binding on Us or impose upon Us any additional obligations, or any obligations inconsistent with these Terms.
- We shall not be held liable for any opinions, customer reviews or comments posted by any End User on any Site in respect of counselling and advisory services and sessions scheduled through the Site provided by the Expert through any Site.
21. Termination
We reserve the right, in Our sole discretion to suspend or terminate an Your access to the Website and the Services with or without notice and to exercise any other remedy available under law, if You breach these Terms of Use. Upon suspension or termination, Your right to procure the Services on the Site shall forthwith cease and the We reserve the right to remove or delete Your information that is available with the Us, including but not limited to login and account information. If for any reason You chose to discontinue the Services provided on the Site, You can terminate Your User Account or Expert Profile, as the case maybe by sending us a notice or deactivating Your User Account or Expert Profile (as the case may be). Once You deactivate, Your User Account or Expert Profile (as the case may be), You will no longer be able to access any of the Services provided on the Site. The user of a User Account or Expert Profile, as the case may be that has been suspended or terminated may not continue to use the Site under the same account, a different account or re-register under a new account. Any suspension, termination, or cancellation will not affect Your obligations to be bound under these Terms which by their nature are intended to survive such suspension, termination, or cancellation. For example, but not by way of limitation, upon any such suspension, termination, or cancellation the provisions of Section 17 (Intellectual Property Rights), Section 19 (Disclaimer), Section 18 (Indemnification), Section 20 (Limitation of Liability), Section 24 (General Terms), and Section 25 (Governing Law) shall survive and remain in full force and effect, but the provisions of Your License to use the Site shall be suspended, terminated or cancelled, as the case may be.
22. Errors and Inaccuracies
We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice to You. We do not, however, guarantee that any such errors, inaccuracies, or omissions will be corrected. We reserve the right to refuse to provide Services that are based on inaccurate or erroneous information on the Site, including, without limitation, incorrect or out-of-date information regarding pricing, payment terms, or for any other lawful reason.
23. General
- These Terms shall take precedence and prevail over anything in or associated with any Site that is in conflict with or is inconsistent with these Terms.
- No partnership, employment, or agency relationship exists between any Expert and the Company as a result of these Terms or use of any Site. The Expert is prohibited from entering into any contract (whether oral or in writing) that may impose direct or indirect liability or commitment on Us in respect of any third party including the End User.
- Maintenance:We may, from time to time perform maintenance upon the Site, hardware, software or other problems related to the Service, resulting in interrupted Service, delays or errors in the Site and/or Service. We will attempt to provide prior notice of such interruptions, delays or errors but cannot guarantee that such notice will be provided.
- Assignment:These Terms are personal to You and You shall not assign these Terms or Your rights to the Services or obligations to any other party. We expressly reserve the right to assign these Terms and to delegate any of the obligations hereunder, at our sole discretion and without Your consent. We may also assign or delegate certain of Our rights and responsibilities under these Terms to independent contractors or other third parties.
- Severability:If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction or arbitral tribunal, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law; provided however that, in such event these Terms of Use shall be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction or arbitral tribunal.
- Wavier:We shall not be deemed to have waived any of our rights or remedies hereunder unless such waiver is in writing and signed by us. No delay or omission on our part in exercising any right or remedy shall operate as a waiver of that right or remedy or any other rights or remedies. A waiver on any particular occasion shall not be construed as a bar or waiver of any rights or remedies on future occasions.
24. Governing Law
- These Terms of Use shall be construed as a contractual obligation between You and Us and governed by laws of state of Massachusetts.
- Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the applicability of these Terms of Use to arbitrate, or to Your use of the Website, App or the Services or information to which it gives access, shall be determined by arbitration in Marlborough, before a sole arbitrator. Arbitration shall be conducted in accordance with the American Arbitration Association. The venue of such arbitration shall be Massachusetts. All proceedings of such arbitration, including, without limitation, any awards, shall be in the English language. The award shall be final and binding on the Parties.
- Subject to what is stated in the above Paragraph, the courts at Massachusetts shall have exclusive jurisdiction over any disputes arising out of or in relation to this Agreement, Your use of the Website, the App or the Services or the information to which it gives access.
