IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION
BELOW. PLEASE READ CAREFULLY.
Effective date: 10/12/2020
Welcome to Wonderschool. Please read on to learn the rules and restrictions that govern your use of our website(s), products, services and applications (the “Services”
) are a binding contract between you and Wonderschool, Inc. (“Wonderschool,” “we,” “our,”
and Copyright Dispute Policy
. If you do not agree to these Terms, you may not access or use the Services.
All references to "you"
as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, and each of your heirs, assigns, and successors. If you use the Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and "you" and "your" herein shall refer to that entity, its directors, officers, employees, contractors, and agents.
Wonderschool is a platform that (1) enables individual early childhood education professionals (“Teachers”) and parents (“Parents”) looking to engage Teachers’ services to connect with and transact with one another relating to the provision of early childcare educational services (the “Network Offering”); and (2) enables established childcare centers (“Childcare Centers”) to market availability, manage their operations, and communicate with Parents of children enrolled at their childcare center (the “Center Management Offering”). Any person who accesses or uses the Services, whether on their own behalf or on behalf of any third party, is a “Wonderschool User.” If you are accessing or using the Services on behalf of a third party (an “Enterprise Customer”) or pursuant to a group purchasing or channel partner relationship (each, a “Channel Partner”), your access to and use of the Services is also subject to the terms of Wonderschool’s agreement with the Enterprise Customer or Channel Partner (each, an “Enterprise Agreement”), including the Enterprise Customer’s or Channel Partner’s obligation to pay fees for your access to and use of the Services.
SCOPE OF THE SERVICES
Teachers and Childcare Centers arrange and organize early childhood education services on premises of the Teacher’s or Childcare Center’s choosing (“Childcare Services”). Teachers and Childcare Centers may list Childcare Services as available via the Services (“Listings”). Parents may reserve spots in Listings for their child via the Services (“Enrollment”). You may view Listings as an unregistered visitor to the Services; however, if you wish to enroll your child or create a Listing, you must first register to create an Account (defined below).
WONDERSCHOOL IS NOT IN THE BUSINESS OF PROVIDING EDUCATION CLASSES OR CHILDCARE SERVICES.
Wonderschool is not a party to the relationship formed between a Teacher and a Parent or a Childcare Center and a Parent. A Parent may use Wonderschool to facilitate its receipt of Childcare Services, but Wonderschool can’t and won’t be responsible for making sure those Childcare Services are actually provided or are up to a certain standard of quality, or for mediating disputes between Teachers, Childcare Centers, and/or Parents. Wonderschool similarly can’t and won’t be responsible for ensuring that information (including credentials) a Parent or Teacher or Childcare Center provides is accurate or up-to-date. Although Wonderschool may undertake additional checks and processes designed to help verify or check the identities or backgrounds of Teachers, we do not make any representations about, confirm, or endorse any user or their purported identity or background, regardless of any involvement by Wonderschool in conducting checks or assisting with Enrollments. We don’t control the actions of any Parent or Teacher or Childcare Center, and Teachers and Childcare Centers aren’t our employees or contractors. Teachers and Childcare Centers set or confirm their own prices and determine their own schedules.
When Parents enroll their child with a Childcare Center or procure Childcare Services from a Teacher via the Services, they are entering into a contract directly with such Teacher or Childcare Center. Wonderschool is not and does not become a party to or other participant in any contractual relationship between Wonderschool Users. Wonderschool is not acting as an agent in any capacity for any Wonderschool User, except as specified in the payment terms in Section 14 below. A Parent and a Teacher/Childcare Center may choose to enter into a separate agreement outside of Wonderschool regarding the Childcare Services, to which we are not a party and aren’t responsible for enforcing (an “Outside Agreement”). Parents and Teachers/Childcare Centers are free to enter into Outside Agreements, but Wonderschool has no obligation to review them. Outside Agreements may not conflict with any provision of these Terms.
Wonderschool does not endorse any Teacher, Childcare Center, Listing, Channel Partner, or Enterprise Customer. You should always exercise due diligence and care when deciding whether to enroll with a Childcare Center, procure Childcare Services from a Teacher, or communicate and interact with other Wonderschool Users, whether online or in person. If you choose to use the Services as a Teacher, your relationship with Wonderschool is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of Wonderschool for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Wonderschool. Wonderschool does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of Childcare Services or otherwise. You acknowledge and agree that you have complete discretion whether to engage in any Childcare Services, list any Listings, or otherwise engage in other business or employment activities.
MODIFICATIONS TO THESE TERMS
We are constantly trying to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time. Except as explicitly provided otherwise, all changes will be effective upon the posting of the amended Terms on our website or mobile application. Your continued use of the Services shall constitute your consent to the changes. We may provide additional notice to you of modifications, in accordance with applicable law.Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
, incorporated herein by reference, for information regarding our collection, use, and disclosure of information.
Only individuals who are at least 18 years old and can form legally binding contracts under applicable law are permitted to access the Services. Parents may provide us with personal information about their children, but if we learn we have collected personal information from children under 13, we will delete that information in accordance with our legal requirements. If you believe that a child under 13 may have provided us personal information, please contact us at [email protected]
By registering as a Teacher or Childcare Center, you represent and warrant that you, and the employees, agents, contractors, and subcontractors who may perform work for you, are properly and fully qualified and experienced, and licensed and insured as required by applicable laws or regulations to which they may be subject in the jurisdiction(s) in which they offer Childcare Services.
A person who completes Wonderschool’s account registration process, including Teachers and Parents, is a “Member.”
Wonderschool may, for transparency or fraud prevention or detection purposes (directly or through third parties) ask a Member to provide a form of government identification (for example, a driver’s license or passport), date of birth, and other information, or undertake additional checks, screening, and processes designed to help verify or check the identities or backgrounds of Members and all other individuals who may come into contact with children in connection with the Childcare Services they provide, including the individuals residing with Members and volunteers (collectively with Member, “Member Personnel”
). Such efforts may include screening the information of Member Personnel against third party databases or other sources. However, we do not make any representations about, confirm, or endorse any Member Personnel’s purported identity or background. If you are a Member, you understand and agree that, as permitted by applicable laws, Wonderschool may use the information you provide about you and/or Member Personnel to conduct identity checks and may obtain reports based on publicly-available information regarding you and Member Personnel, which may include history of criminal convictions or sex offender registration. We may limit, block, suspend, deactivate, or cancel your eligibility to access the Services or be a Member based on the results of such a check. You agree and authorize us to use your personal information, such as your full name and date of birth, to obtain such reports from our vendors. As a Member, you further represent and warrant that you have obtained authorization of all Member Personnel for Wonderschool to use their personal information to conduct identity checks and obtain reports.
You must create an account (“Account”) to access certain features of the Services, such as enrolling your child with a Teacher or Childcare Center or creating a Listing. To create an Account and become a Member, you must select a username and password. You may not select as your username a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. You agree to provide accurate, current, and complete information during the Account registration process and at all other times when you use the Services, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your Account password. You are solely responsible for all activity that occurs on your Account, and you will notify Wonderschool immediately of any unauthorized use. Wonderschool is not liable for any losses by any party caused by an unauthorized use of your Account. Notwithstanding the foregoing, you may be liable for the losses of Wonderschool or others due to such unauthorized use. Your Account is nontransferable except with Wonderschool’s written permission and in line with Wonderschool policies and procedures.
PROPRIETARY RIGHTS AND LICENSES
Subject to your compliance with these Terms and your (or the applicable Channel Partner’s or Enterprise Customer’s) compliance with the applicable Enterprise Agreement, Wonderschool grants you a limited, non-exclusive, revocable, nontransferable, and non-sublicensable license to (i) access and use the Services, and (ii) access, use, reproduce, and display User Submissions (as defined herein); in each case, solely for your own personal use or internal business purposes (and not for resale). You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or User Submissions, except as expressly permitted in these Terms. The Services and User Submissions are provided to you AS IS. If you download or print a copy of User Submissions for personal use, you must retain all copyright and other proprietary notices contained thereon. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Wonderschool or its licensors, except for the licenses and rights expressly granted in these Terms.
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright, trademark, and other laws of the United States, foreign countries, and international conventions. Except as expressly provided in these Terms, Wonderschool and its licensors exclusively own all right, title, and interest in and to the Services and Content, including all associated intellectual property rights. All trademarks, service marks, logos, trade names and any other proprietary designations of Wonderschool used herein are trademarks or registered trademarks of Wonderschool. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.
Wonderschool may allow you to post, upload, publish, submit or transmit information to or through the Services (“User Submission”
). Some User Submissions may be viewable by other users. Except as explicitly limited herein, by making available any User Submissions on or through the Services, you hereby grant to Wonderschool a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free, sub-licensable license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Submissions on, through, by means of or to promote, market, or advertise Wonderschool, Listings, or the Services, or for any other purpose in our sole discretion. This license shall survive termination of the Services, these Terms, or your Account. Wonderschool does not claim ownership rights in your User Submissions and nothing in these Terms will be deemed to restrict rights that you may have to use and exploit any such User Submissions submitted, posted, uploaded, published, or transmitted on or through the Services by you.
We have the right (but not the obligation) to: (1) monitor the Services and User Submissions; (2) alter or remove any User Submissions; and (3) disclose any information or content publicly posted or privately transmitted through the Services and the circumstances surrounding their transmission to any third party in order to operate the Services, protect ourselves, our sponsors, and our members and visitors, and to comply with legal obligations or governmental requests. If you believe any content violates our member policies, please contact Wonderschool immediately at [email protected]
so that we can consider its editing or removal.
Any information or content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such content originated, and you access all such information and content at your own risk, and we aren’t liable for any errors or omissions in that information or content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services.
We can’t guarantee the identity of any Wonderschool Users with whom you interact in using the Services and are not responsible for which Wonderschool Users gain access to the Services. You are responsible for all User Submissions you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.
RULES AND PROHIBITIONS
You understand and agree that you will not:
- Violate any law or regulation, including, without limitation, any applicable export control laws, zoning regulations or tax regulations;
- Infringe or violate the intellectual property rights or any other rights of anyone else (including Wonderschool);
- Engage in any harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable conduct;
- Jeopardize the security of your Account or anyone else’s (such as allowing someone else to log in to the Services as you);
- Attempt, in any manner, to obtain the password, account, or other security information from any other user;
- Use another user’s Account, misrepresent yourself or the Childcare Services offered, misrepresent your identity, qualifications, or any other statements associated with a Listing, or post User Submissions inappropriate for the Services;
- Violate the security of any computer network, or cracks any passwords or security encryption codes;Distribute viruses or any other technologies that may harm Wonderschool or users;
- Run Mail-list, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
- “Crawl,” “scrape,” or “spider” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
- In any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate information or Content on the Services, including but not limited to, for use on a mirrored, competitive, or third-party site;
- Decompile, reverse engineer, or otherwise attempt to obtain the source code or underlying ideas or information of or relating to the Services;
- Transmit more request messages through the Services in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
- Advertise or solicit Listings that are not related to or appropriate for the Services;
- Take any action that may undermine the efficacy or accuracy of reviews or ratings systems;
- Sign up for, negotiate a price for, use, or otherwise solicit services of a Teacher with no intention of following through with your use of or payment for the Listing;
- Falsely imply Wonderschool endorsement, partnership or otherwise misleads others as to your affiliation with Wonderschool; or
- Attempt to do any of the foregoing directly or indirectly.
You are also prohibited from making false, libelous, abusive, or misleading statements about Wonderschool or our Services. Without limiting Wonderschool’s rights, a violation of any of the foregoing is grounds for termination of your right to use or access the Services.
You may have heard of the Digital Millennium Copyright Act (the “DMCA”), as it relates to online service providers, like Wonderschool, being asked to remove material that allegedly violates someone’s copyright. We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers; to review our complete Copyright Dispute Policy and learn how to report potentially infringing content, click here
. To learn more about the DMCA, click here
By sending us any feedback, comments, questions, or suggestions concerning Wonderschool or the Services (collectively, “Feedback”) you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you hereby assign to Wonderschool all right, title, and interest in and to such Feedback, and Wonderschool is free to use such feedback without payment or restriction.
Subject to the terms herein, Parents may enroll their child in Listings on the Services. The placement or ranking of Listings in search results may depend on a variety of factors, including, Parent and Teacher/Childcare Center preferences, ratings, and/or search criteria. A Teacher or Childcare Center may choose to include certain requirements which Parents must meet in order to be eligible to request an Enrollment, such as requiring Parents to have visited the Childcare Center in order to enroll.
ENROLLMENT INVITATIONS & REQUESTS
To enroll a child into a Listing, the applicable Teacher/Childcare Center must send the Parent an invitation to enroll in the Listing for a particular period of time at a particular price (the “Enrollment Invitation”
) or a Parent must request an Enrollment via the Services for a particular period of time (the “Application”
). The Enrollment Invitation will enable the Parent to either confirm or reject the Enrollment Invitation within the time period stated (the “Enrollment Invitation Period”
), or the Enrollment Invitation will expire and the child will not be enrolled. By initiating an Enrollment Invitation, the applicable Teacher/Childcare Center authorizes Wonderschool to send the applicable Parent (1) the first and last name of the Teacher/Childcare Center providing the Enrollment Invitation and (2) a link to the Teacher/Childcare Center’s Account profile page. If a Parent does not confirm or rejects an Enrollment Invitation within the Enrollment Invitation Period, any amounts collected by Wonderschool for the Enrollment Invitation will be refunded to the applicable Parent.
When a Parent requests an Enrollment via the Services, the applicable Teacher/Childcare Center will receive a request to enroll in the Listing for a particular period of time (the “Application”
). The Application will enable the Teacher/Childcare Center to either confirm or reject the Application within the time period stated (the “Application Period”
), or the Application will expire and the child will not be enrolled. By initiating an Application, the applicable Parent authorizes Wonderschool to send the applicable Teacher/Childcare Center (1) the first and last name of the Parent requesting the Enrollment, (2) a link to the Parent’s Account profile page and (3) an indication of whether or not the Parent has provided other information to Wonderschool, such as a verified email address, or a government ID. If the Teacher/Childcare Center is unable to confirm or decides to reject an Application within the Application Period, any amounts collected by Wonderschool (via the Payment Processor) for the requested Enrollment will be refunded to the applicable Parent.
The applicable Teacher/Childcare Center, not Wonderschool, is solely responsible for honoring any confirmed Enrollment(s) and making available any Listing(es) reserved through the Services.
ENROLLMENT FEES AND DEPOSITS
In addition to tuition and other costs, Teachers/Childcare Centers may also require Parents pay an enrollment fee (the “Enrollment Fee”
) or a deposit equal to at least one month’s tuition for the Listing (the “Deposit”
). Except as otherwise agreed by the applicable Teacher/Childcare Center or provided herein, Enrollment Fees are non-refundable, and Deposits shall be applied to the last month’s tuition for the applicable Listing. All changes in Enrollment shall otherwise be subject to the Listing’s applicable cancellation policy.
Each Listing will contain a cancellation policy covering cancellations of confirmed Enrollments. Any cancellation of a confirmed Enrollment shall be subject to the applicable Listing’s cancellation policy. Without limitation, the cancellation policy will dictate whether a Parent is eligible for any refunds of Deposits or other fees paid, though the Enrollment Fee is not refundable.
If a Parent cancels a confirmed Enrollment or Wonderschool decides that it is necessary to cancel a confirmed Enrollment, and Wonderschool issues a refund to the Parent in accordance with these Terms or other applicable cancellation policies, the Teacher/Childcare Center agrees that in the event the Teacher/Childcare Center has already been paid, Wonderschool will be entitled to recover the amount of any such refund from such Teacher/Childcare Center, including by subtracting such refund amount out from any future Disbursements (defined below) due to such Teacher/Childcare Center.
If a Parent cancels an Application before the Application is confirmed by the Teacher/Childcare Center, Wonderschool will cancel any pre-authorization to the Parent’s Payment Method and/or refund any nominal amounts charged to such Parent’s Payment Method in connection with the Application within a commercially reasonable time.
If a Teacher/Childcare Center cancels a confirmed Enrollment, (i) Wonderschool will refund the total fees, including any Enrollment Fee or Deposit, for such Enrollment to the applicable Parent pursuant to these Terms and (ii) Wonderschool may inform the Parent of alternative Listings and other related information. If a Teacher/Childcare Center cancelled a confirmed Enrollment and you, as a Parent, have not received a message from Wonderschool, please contact [email protected]
. Notwithstanding the foregoing, Teacher/Childcare Center may retain Enrollment Fees and deposits where cancellation of a confirmed Enrollment by a Teacher/Childcare Center is caused by a Parent’s violation of these Terms or the rules applicable to the particular Listing.
In addition, if a Teacher/Childcare Center cancels a confirmed Enrollment, Wonderschool may apply penalties or consequences to such Teacher/Childcare Center or such Teacher/Childcare Center’s Listing, including (i) publishing an automated review on such Teacher/Childcare Center’s Listing indicating that an Enrollment was cancelled, (ii) keeping the availability for such Teacher/Childcare Center’s Listing unavailable or blocked for the dates of the cancelled Enrollment, (iii) imposing a cancellation fee, or (iv) terminating the Teacher/Childcare Center’s Account. Teachers and Childcare Centers will be notified of the situations in which a cancellation fee applies before deciding to cancel.
TUITION AND OTHER PARENT FEES
By enrolling in a Listing, Parents agree to pay tuition for the Listing (the “Tuition Fees”
) and fees charged by Wonderschool for use of the Services (the “Platform Fees,”
and together with Tuition Fees, the “Parent Fees”
). The Parent Fees payable will be displayed to a Parent before the Parent accepts an Enrollment Invitation from a Teacher/Childcare Center and/or before a Parent sends an Application to a Teacher/Childcare Center. Wonderschool will collect the Parent Fees from each Parent either at the time of the Parent’s acceptance of the Enrollment Invitation or at the time of the Parent’s Application or upon the Teacher/Childcare Center’s confirmation of the Application (depending upon the Parent’s payment method).
The Parent agrees that Wonderschool may charge the payment method associated with the Parent’s Account the Parent Fees for any confirmed Enrollment. Wonderschool may (i) obtain a pre-authorization of such payment method for the Parent Fees or (ii) charge the payment method a nominal amount, not to exceed one dollar, to verify the payment method. As a general rule, Wonderschool will collect the Parent Fees due once Wonderschool receives confirmation of a Parent’s Enrollment from the applicable Teacher/Childcare Center. In instances in which Wonderschool is unable to collect Parent Fees in the ordinary course, Wonderschool may elect to collect Parent Fees at a later point in time.
Parents authorize Wonderschool to charge all sums for Parent Fees, Tuition Fees, or other fees associated with Enrollment in Listings. Wonderschool reserves the right to request additional information from you if we have a reason to believe, in our sole discretion, that a payment method may be fraudulent.
RECURRING TUITION PAYMENTS
By enrolling in a Listing and providing us with your Payment Method, Parents are signing up to an auto-renewing enrollment requiring recurring payments of tuition fees associated with the Listing.
Tuition fees shall be charged to your Payment Method on the intervals applicable to that Listing (e.g. weekly, monthly, quarterly). You will be charged the first tuition fee as part of the Parent Fees collected by us when you enroll in a Listing. Your child’s enrollment will automatically continue for successive renewal periods of the same duration as the term originally selected, at the then-current non-promotional rate for such Listing as specified in the applicable Listing. To change or terminate an Enrollment at any time, a Parent may go to Account settings or by contacting the applicable Teacher/Childcare Center via the Services. If a Parent terminates an Enrollment, the Parent may use that Enrollment until the end of the then-current term and the Enrollment will not be renewed after the then-current term expires. However, the Parent will not be eligible for a prorated refund of any portion of the Listing Fee paid for the then-current Enrollment period.
Teachers/Childcare Centers may change the Tuition Fees at any time on a going forward basis at the applicable Teacher/Childcare Center’s sole discretion. If the tuition fees change, we will notify Parents and provide them with an opportunity to terminate Enrollment before charging the applicable Parent’s Payment Method. The notification will inform you of how long you have to terminate your Enrollment before the changes in tuition fees become effective. Your continued Enrollment after the changes become effective will constitute your acceptance of the changes.
If a Parent does not want to continue to be charged on a recurring basis, the Parent must cancel the applicable Enrollment through his or her account settings or terminate the Parent’s account BY CONTACTING [email protected]
OR BY CONTACTING THE APPLICABLE TEACHER OR CHILDCARE CENTER before the end of the recurring term. Enrollments cannot be terminated before the end of the period for which the Parent has already paid, and except as expressly provided in these terms, Wonderschool will not refund any fees that a Parent has already paid.
TEACHER AND CHILDCARE CENTER SUBSCRIPTION FEES AND DISBURSEMENTS
By enrolling in a subscription to the Services, Teachers and Childcare Centers agree to pay the subscription fees displayed to the Teacher/Childcare Center at enrollment (the “Subscription Fees”) throughout the Service Term.
The initial service term between a Teacher/Childcare Center and Wonderschool shall be for the duration selected when signing up for a subscription to the Services (the “Initial Term”). Following the Initial Term, this Agreement will automatically renew for successive renewal terms of the same duration as the Initial Term (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) unless a Teacher/Childcare Center gives Wonderschool written notice of non-renewal at least 30 days prior to the end of the then-current term. If you cancel or otherwise suspend your use of the Services at any time prior to the end of the then-current term (“Early Termination”) you agree to pay a fee (“Early Termination Fee”) as set forth in your Account. Wonderschool may terminate this Agreement freely at any time as otherwise set forth herein.
RECURRING SUBSCRIPTION FEE PAYMENTS
By enrolling in a subscription and providing us with your payment method, Teachers and Childcare Centers are signing up to an auto-renewing subscription requiring recurring payments of Subscription Fees. The Teacher/Childcare Center authorizes Wonderschool to charge the payment method associated with the Teacher’s/Childcare Center’s Account for the Subscription Fees for any active subscription on a going-forward basis until termination of the Service Term as set forth above. Wonderschool may (i) obtain a pre-authorization of such payment method or (ii) charge the payment method a nominal amount, not to exceed one dollar, to verify the payment method. Wonderschool reserves the right to request additional information from you if we have a reason to believe, in our sole discretion, that a payment method may be fraudulent.
Subscription Fees shall be charged to your payment method on the billing intervals applicable to the subscription you signed up for (e.g. weekly, monthly, quarterly). You will be charged the first Subscription Fee when you enroll in a subscription. Your subscription will automatically continue for the Service Term unless or until terminated as set forth above. All Subscription Fees are non-refundable.
Wonderschool may change the Subscription Fees at any time on a going forward basis at Wonderschool’s sole discretion. If the Subscription Fees change, we will notify any Teachers and Childcare Centers who have an active subscription and provide them with an opportunity to terminate their subscription before the change goes into effect. The notification will inform you of how long you have to terminate your subscription before the changes become effective. Your continued use after the changes become effective will constitute your acceptance of the changes.
TEACHER/CHILDCARE CENTER DISBURSEMENTS
Within 30 days of the end of each calendar month during the Service Term, Wonderschool will calculate the Net Revenue (defined below) for confirmed Enrollments purchased or paid during such calendar month for each Teacher/Childcare Center and remit a percentage of the applicable Net Revenue to the Teacher/Childcare Center as agreed by the applicable Teacher and Wonderschool during the registration process (“Disbursements”). Disbursements will be made in U.S. Dollars via the payout method the Teacher/Childcare Center has added to his or her Account, such as PayPal, direct deposit or electronic funds transfer or a prepaid card (“Payout Method”) chosen by the Teacher/Childcare Center. The time it takes to receive Disbursements once released by Wonderschool may depend upon the Payout Method. Some Payout Methods involve the use of third-party payment processors, who may impose their own additional charges for the use of their services on the Teacher/Childcare Center, including by deducting their charges from the payout amount. “Net Revenue” means amounts actually received by Wonderschool from Parents for their Enrollments, less (i) sales taxes, use taxes, withholding taxes, VAT and any other taxes, duties or other government tariffs that a governmental authority requires Wonderschool to pay with respect to the subject matter hereunder, (ii) Platform Fees, (iii) any amounts owed by the applicable Teacher/Childcare Center to Wonderschool (whether as a result of such Teacher/Childcare Center’s Enrollments or actions as a Parent or otherwise), (iv) any disputes and refunds, and (v) deposits. As a Teacher/Childcare Center, you understand that Wonderschool shall make good-faith efforts to collect tuition fees from Parents, but we cannot guarantee such payment.
Teachers and Childcare Centers are responsible for any and all applicable federal, state and local taxes, duties, tariffs, levies, withholdings, and similar assessments (including without limitation, sales, use, and value added taxes) relating to the subject matter hereunder, excluding taxes based on Wonderschool’s income. Teachers and Childcare Centers will provide Wonderschool with all requested data or information relevant to the Enrollments, including all Payout Method and tax identification information, and will ensure that information is accurate and up-to-date. Failure to provide requested information or keep such information accurate and up-to-date may prevent Wonderschool from making any Disbursements due hereunder.
LIMITED PAYMENT COLLECTION AGENT
Teachers and Childcare Centers hereby appoint Wonderschool as the Teacher’s/Childcare Center’s limited payment collection agent solely for the purpose of accepting the Tuition Fees from Parents. Each Teacher/Childcare Center agrees that payment made by a Parent through Wonderschool, shall be considered the same as a payment made directly to the applicable Teacher/Childcare Center, and the Teacher/Childcare Center will make the Listing available to the Parent in the agreed-upon manner as if the Teacher/Childcare Center has received the Net Revenue for the applicable Enrollment. Each Teacher/Childcare Center agrees that Wonderschool may, in accordance with the cancellation policy selected by the Teacher/Childcare Center and reflected in the relevant Listing, refund to the Parent that portion of the Tuition Fees specified in the applicable cancellation policy. Each Teacher/Childcare Center understands that Wonderschool accepts payments from Parents as the Teacher’s/Childcare Center’s limited payment collection agent and that Wonderschool’s obligation to pay the Teacher/Childcare Center is subject to and conditional upon successful receipt of the associated payments from Parents. Wonderschool does not guarantee payments to Teachers/Childcare Centers for amounts that have not been successfully received by Wonderschool from Parents. In accepting appointment as the limited collection agent of the Teachers/Childcare Centers, Wonderschool assumes no liability for any acts or omissions of the Teacher/Childcare Center.
Teachers/Childcare Centers may collect additional fees, including without limitation Late Pickup Fees or field trip fees (collectively, “Additional Sums”). Within 30 days of the end of each calendar month during the Service Term, Wonderschool will calculate the Net Additional Sums Revenue (defined below) for Additional Sums during such calendar month for each Teacher/Childcare Center and remit a percentage of the applicable Net Additional Sums Revenue to the Teacher/Childcare Center as agreed by the applicable Teacher/Childcare Center and Wonderschool during the registration process (“Teacher Additional Sums Disbursements”). Teacher Additional Sums Disbursements will be made in U.S. Dollars via the Payout Method chosen by the Teacher/Childcare Center. The time it takes a Teacher/Childcare Center to receive Teacher Additional Sums Disbursements once released by Wonderschool may depend upon the Payout Method. Some Payout Methods involve the use of third-party payment processors, who may impose their own additional charges for the use of their services on the Teacher/Childcare Center, including by deducting their charges from the payout amount. In addition, Wonderschool may recover any costs and expenses it incurs in collecting the Additional Sums by charging any Payment Method(s) the Parent has on file in his or her Account. “Net Additional Sums Revenue” means amounts actually received by Wonderschool from Parents for their Additional Sums, less (i) sales taxes, use taxes, withholding taxes, VAT and any other taxes, duties or other government tariffs that a governmental authority requires Wonderschool to pay with respect to the subject matter hereunder, (ii) Platform Fees, (iii) any amounts owed by the applicable Teacher/Childcare Center to Wonderschool (whether as a result of such Teacher’s/Childcare Center’s Enrollments or actions as a Parent or otherwise), (iv) any disputes and refunds, and (v) deposits.
GENERAL PAYMENT TERMS
CURRENT INFORMATION REQUIRED
You must provide current, complete and accurate information for your payment method (such as a change in billing address, credit card number, or credit card expiration date), and you must promptly notify us if your payment method is canceled (e.g., for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your user name or password. Changes to such information can be made at account settings. If you fail to provide any of the foregoing information, you agree that we may continue charging you for any fees unless you have terminated your enrollment or subscription in accordance with the applicable cancellation policy.
If payment due on your Account is delinquent, we reserve the right to suspend or terminate your access to the Services; your Account information may be sent to a collection agency/debt collector and you may be subject to a collection action, and payment of collection related fees and costs. You will be responsible for paying all past due amounts. If you have questions regarding an outstanding balance on your Account, please contact us at [email protected]
If your payment card expires or is replaced by your issuing bank, the card network may provide us with updated card details associated with the same account. We may use these new details in order to help prevent any interruption to the Services. If you would like to use a different payment method or remove a saved payment method from your account, please visit your Account settings to update your billing information.
NO PAYMENTS OUTSIDE THE SERVICES
Except to the extent otherwise agreed in an Enterprise Agreement or other written agreement signed by Wonderschool, you represent, warrant, and agree that you will not accept or make a payment for any Listing outside of the Services
. If you do so, you acknowledge and agree that you: (i) would be in breach of these terms, (ii) accept all risks and responsibility for such payment, and (iii) hold Wonderschool harmless from any liability for such payment.
All payment processing services for Wonderschool are provided by a third-party payment processor, Stripe Inc. (“Stripe”
). Stripe uses your credit card to process any payments made via the Services, including for access to the Services, Parent Fees, and Disbursements. The processing of credit card charges or credits, as applicable, relating to your use of the Service will be subject to the Stripe Connected Account Agreement
, which includes the Stripe Terms of Service
(collectively, the “Stripe Services Agreement”
). You hereby agree to be bound by the Stripe Services Agreement, which may be modified by Stripe from time to time as set forth therein. As a condition of Wonderschool enabling payment processing services through Stripe, you agree to provide Wonderschool accurate and complete information about you, and you authorize Wonderschool to share it and transaction information related to your use of the payment processing services provided by Wonderschool.
TEACHER & CHILDCARE CENTER RIGHTS AND OBLIGATIONS
Teachers/Childcare Centers and Wonderschool may enter into a services agreement, fee schedule, or other written agreement that may, for example, govern the payment of fees or impose insurance requirements on Teachers/Childcare Centers. To the extent of any conflict between that written agreement and these Terms, the written agreement shall govern solely to the extent of the conflict. All other provisions of these Terms shall remain valid and binding.Without limiting other obligations imposed in these Terms, elsewhere in or through the Services, or by written agreement, Teachers & Childcare Centers agree to the following rules and obligations:
By creating a Listing, you understand and agree that your relationship with Wonderschool is limited to being a Member and not an employee, agent, joint venture, contractor, or partner of Wonderschool for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf of or for the benefit of Wonderschool. Wonderschool does not control and has not right to control your Listing or your activities associated with your Listing. You agree not to do anything to create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of Wonderschool, including by inappropriately using any Wonderschool intellectual property.
Only Teachers/Childcare Centers may create Listings. Listings must include a valid physical address. To create a Listing, Teachers/Childcare Centers may be asked questions regarding the Listing such as the location, capacity, size, features, availability, pricing, and related rules. You agree to provide accurate responses and to maintain the accuracy of descriptions of any Listings you create. Although Wonderschool reserves the right, but does not have any obligation, to monitor Listings, Teachers/Childcare Centers are solely responsible for their respective Listings.
By posting a Listing, the applicable Teacher/Childcare Center represents and warrants that such Listing, any Enrollment thereof, or a Parent’s child(ren)’s use of a Listing in a Teacher/Childcare Center’s Listing (i) will not breach any agreements the Teacher/Childcare Center has entered into with any third parties, such as homeowners association, condominium, or other third party agreements, (ii) will be in compliance with all applicable laws (such as zoning laws), tax requirements, intellectual property laws, and rules and regulations that may apply to any Listing included in a Listing the Teacher/Childcare Center posts (including having all required permits, licenses and registrations), and (iii) not conflict with the rights of third parties. Please note that Wonderschool assumes no responsibility for a Teacher/Childcare Center’s compliance with any agreements with or duties to third parties, applicable laws, rules, and regulations. Wonderschool reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that Wonderschool, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms, or otherwise harmful to the Services.
TOURS AND OPEN HOUSES
Teachers/Childcare Centers shall routinely offer tours for Parents of their Listing premises (“Tours”) and periods for groups of Parents to visit the Listing premises (“Open Houses”).
Wonderschool may make certain tools available to help Teachers/Childcare Centers make informed decisions about which Parents the Teachers/Childcare Centers choose to confirm or preapprove for Enrollments. Regardless of whether a Teacher/Childcare Center uses such tools, the decision to accept or reject Enrollment shall be determined solely by the Teacher/Childcare Center. Teachers/Childcare Centers may only accept and/or reject Enrollments in accordance with applicable law. A Teacher/Childcare Center must fulfill all Enrollments he or she accepts. A Teacher/Childcare Center is responsible for the applicable Teacher/Childcare Center’s own acts and omissions and is also responsible for the acts and omissions of any individuals who participate in or are otherwise present at a Listing at the Teacher/Childcare Center’s request or invitation, excluding the Parent (and the Parent’s child(ren)).
By posting a Listing, a Teacher/Childcare Center represents and warrants that he/she has obtained appropriate insurance for his/her Childcare Services. A Teacher/Childcare Center must review any insurance policy that the Teacher/Childcare Center may have for their Childcare Services carefully, and in particular must make sure that the Teacher/Childcare Center is familiar with and understands any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not such insurance policy will cover the actions or inactions of or relating to Parents and their children while receiving Childcare Services from the Teacher/Childcare Center. While Wonderschool may facilitate insurance coverage for Teacher/Childcare Center, Wonderschool does not act as an insurer or contracting agent.
By confirming any Enrollments, Teacher/Childcare Center agrees to provide books and records sufficient for Wonderschool, its agent, or designated service provider to confirm that Teacher/Childcare Center has not violated these Terms, including the prohibition on collection of payments outside of the Services. Such audit may be conducted on the premises of the applicable Teacher/Childcare Center identified in the Listing during reasonable business hours or at another location reasonably designated by Wonderschool.
Wonderschool reserves the right to cancel confirmed Enrollments, including in situations where a Parent has provided evidence of a material concern with a Listing or Childcare Services. Material concerns include, without limitation, overenrollment that affects safety, material misrepresentations in the Listing as compared to the Listing, and complaints about the behavior of a Teacher or Teacher’s/Childcare Center’s employees, contractors, or agents. Where Wonderschool cancels a confirmed Enrollment due to a material concern of a Parent, we may request, and each applicable Teacher/Childcare Center agrees to provide, a refund of tuition and other fees collected for the applicable child, to be calculated in Wonderschool’s reasonable discretion. Wonderschool also reserves the right, but has no obligation, to require a Teacher/Childcare Center to allow Wonderschool to conduct a site visit and/or to require Teachers/Childcare Centers to comply with an action plan to improve the offered Childcare Services.
PARENT RIGHTS AND OBLIGATIONS
Without limiting other Parent obligations imposed on Parents in these Terms, elsewhere in or through the Services, or by written agreement, Parents agree to the following rules and obligations.
TOURS & OPEN HOUSES
Before enrolling children in a Listing, a Parent must attend a Tour or Open House at the Listing premises. Each Parent agrees to personally inspect the premises of the Listing via a Tour or Open House prior to the Parent’s child’s attendance at any Listing and acknowledges that Wonderschool is not responsible for the nature and/or condition of such Listing.
Parents agree that a confirmed Enrollment only allows the Parent’s child to attend and participate in the Childcare Services in the Listing for the limited duration described therein and in accordance with the Parent’s Outside Agreement (if applicable) with the Teacher/Childcare Center. Parents further agree to pick up their children from the Listing no later than the pickup time that the Teacher/Childcare Center specifies in the Listing or such other time as mutually agreed upon between the Parent and the Teacher/Childcare Center. If a Parent picks up a child past the agreed upon pickup time without the Teacher’s/Childcare Center’s consent, the Parent may be charged an additional fee as specified on the Listing (the “Late Pickup Fee”). Deposits, if required by a Teacher/Childcare Center, may be applied to Late Pickup Fees.
Teachers/Childcare Centers may also impose additional fees on Parents, e.g. fees for field trips or other activities. Parents will be provided information regarding such additional fees in advance. Parents authorize Wonderschool to charge the applicable Payment Method these additional fees.
DAMAGE TO LISTING
As a Parent, you are responsible for your child’s conduct and for your child leaving the Listing (including any personal or other property located at a Listing) in the condition it was in when your child arrived. You acknowledge and agree that, as a Parent, you are responsible for your child’s acts and omissions and are also responsible for the acts and omissions of any other individuals whom you invite to, or otherwise provide access to, the Listing. In the event of any such damages, the Parent and the applicable Teacher/Childcare Center (and not Wonderschool) shall be fully responsible for resolving any related disputes.
TERM AND TERMINATION
Except as otherwise stated herein, and subject to your obligations under these Terms, you are free to stop using the Services at any time, by contacting us at [email protected]
Wonderschool is also free to terminate (or suspend access to) your use of the Services or your Account, for any reason in our discretion, including your breach of these Terms. Wonderschool has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms. Account termination may result in destruction of any Content associated with your Account, so keep that in mind before you decide to terminate your Account.
If you have deleted your Account by mistake, contact us immediately at [email protected]
– we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.
ARBITRATION AND CLASS ACTION WAIVER
Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Wonderschool and limits the manner in which you can seek relief from us. Both you and Wonderschool acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Wonderschool’s officers, directors, employees, and independent contractors (“Personnel”) are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third party beneficiary hereof.
APPLICABILITY OF ARBITRATION AGREEMENT
You and Wonderschool agree that all claims and disputes (whether contract, tort, or otherwise), including all statutory claims and disputes, arising out or relating to these Terms or the use of the Services that cannot be resolved in small claims court will be resolved by binding arbitration on an individual basis, except for any claim for which applicable law prohibits arbitration agreements. To be clear: The phrase “all claims and disputes” also includes claims and disputes that arose between us before the effective date of these Terms. Any dispute about the enforcement, interpretation or validity of this arbitration agreement or its applicability to any particular dispute shall be resolved by the arbitrator pursuant to this arbitration agreement and not any court. The arbitrator shall also have exclusive authority to determine all threshold arbitrability issues, including whether the Terms are void, voidable, unconscionable or illusory and any defenses to arbitration, including waiver, delay, laches or estoppel.
The Federal Arbitration Act governs the interpretation and enforcement of this arbitration agreement. The arbitration will proceed in the English language, in accordance with the Streamlined Arbitration Rules and Procedures of JAMS then in effect (these Rules may be obtained from Wonderschool or JAMS at 800-352-5267 or at https://www.jamsadr.com/rules-streamlined-arbitration/), by one commercial arbitrator with substantial experience in resolving intellectual property and/or commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, including equitable relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents.
To start an arbitration with JAMS, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, Two Embarcadero Center, Suite 1500, San Francisco, California 94111; and (c) send one copy of the Demand for Arbitration to Wonderschool at 548 Market St, PMB 92922, San Francisco, California 94104-5401 US, ATTN: Legal.
YOU AND WONDERSCHOOL WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Wonderschool are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Wonderschool over whether to vacate or enforce an arbitration award, YOU AND WONDERSCHOOL WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing. For individuals residing outside the United States, arbitration shall be initiated in the State of California, United States of America. You and Wonderschool further agree to submit to the personal jurisdiction of any federal or state court in San Francisco County, California in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.COSTS OF ARBITRATIONYou will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, Wonderschool will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise. Wonderschool will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
WAIVER OF CLASS OR CONSOLIDATED ACTIONS
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE, REPRESENTATIVE OR CONSOLIDATED BASIS. CLAIMS OF MORE THAN ONE WONDERSCHOOL USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER WONDERSCHOOL USER, unless both you and Wonderschool otherwise agree in writing. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable in any dispute, neither you nor we are entitled to arbitration of the class or consolidated claims; instead all class and consolidated claims will be resolved in a court as set forth in the Governing Law and Venue section below and will be stayed pending the outcome of any individual claims in arbitration.
SMALL CLAIMS COURT AND INTELLECTUAL PROPERTY
Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights ("intellectual property rights" means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
You have the right to opt out of the provisions of this section by sending written notice of your decision to opt out to the following address: 548 Market St, PMB 92922, San Francisco, California 94104-5401 US postmarked within 30 days of first accepting these Terms. You must include (1) your name and residence address; (2) the email address and/or telephone number associated with your Account; and (3) a clear statement that you want to opt out of these Terms’ arbitration agreement. If you send this opt-out notice, then the foregoing arbitration agreement will not apply to either party, except for the Governing Law and Venue section below. Notwithstanding anything to the contrary, if we change the substance of this arbitration agreement, you have a right to opt out of the amended arbitration agreement within 30 days of the effective date of the amended arbitration agreement or, if later, our delivery of notice to you about the change, using the same opt-out notice procedure described above. If you send this opt-out notice in response to a change to the arbitration agreement, then the arbitration agreement in effect for you prior to the change will govern any claims or disputes between us.
This arbitration agreement will survive the termination of your Account, the Services, or your relationship with Wonderschool.
You and Wonderschool acknowledge that any third party consumer reporting agency that Wonderschool uses to perform background checks on Teachers is an express and intended third party beneficiary of this arbitration provision and as such, the terms of this Arbitration provision will inure to the benefit of the consumer reporting agencies and may be enforced by them. Accordingly, you agree that any dispute that arises between you and a consumer reporting agency that relates to or arises out of these Terms or any aspect of your relationship with Wonderschool will be resolved by binding arbitration. If any court or arbitrator determines that this third-party beneficiary subsection is void or unenforceable for any reason, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the remainder of the section shall remain enforceable, meaning that the class action waiver and the mutual obligation to resolve disputes between you and Wonderschool through binding arbitration remains enforceable.
GOVERNING LAW AND VENUE
The Terms and the relationship between you and Wonderschool shall be governed in all respects by the laws of the State of California, without regard to its conflict of law provisions. You agree that any claim or dispute you may have against Wonderschool that is not subject to arbitration must be resolved by a court located in San Francisco County, California, or a United States District Court, Northern District of California, located in San Francisco, California, except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of the courts located within San Francisco County, California or the United States District Court, Northern District of California located in San Francisco, California, for the purpose of litigating all such claims or disputes that are not subject to arbitration. You hereby waive any and all jurisdictional and venue defenses otherwise available.
Neither Wonderschool nor its licensors or suppliers make any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Services are provided “AS IS” and without any warranty of any kind from Wonderschool or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product).
YOU ACKNOWLEDGE AND AGREE THAT WONDERSCHOOL DOES NOT HAVE AN OBLIGATION, BUT RESERVES THE RIGHT FOR ANY REASON, TO (A) MONITOR OR REVIEW USER SUBMISSIONS; OR (B) FOR ANY PERMISSIBLE PURPOSE, CONDUCT IDENTITY VERIFICATION, BACKGROUND (INCLUDING CRIMINAL BACKGROUND) OR REGISTERED SEX OFFENDER CHECKS ON ANY TEACHER.THE SERVICES AND CONTENT ARE PROVIDED BY WONDERSCHOOL (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE OR THAT THE RESULTS OR CONTENT THAT MAY BE OBTAINED FROM THE SERVICES WILL BE ACCURATE OR RELIABLE OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM WONDERSCHOOL OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER WONDERSCHOOL USERS AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY TEACHERS, CHILDCARE CENTERS, OR PARENTS. YOU UNDERSTAND THAT WONDERSCHOOL DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF WONDERSCHOOL USERS OR TO REVIEW OR VET ANY LISTINGS. WONDERSCHOOL MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON AND GIVE OR RECEIVE CHILDCARE SERVICES. WONDERSCHOOL EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES.
SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL WONDERSCHOOL (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, GREATER THAN (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO WONDERSCHOOL IN CONNECTION WITH THE SERVICES IN THE 12 MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE APPLICABLE CLAIM, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. THE LIMITATIONS ON DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN AND ARE MATERIAL TO WONDERSCHOOL'S DECISION TO ENTER INTO THE AGREEMENT BETWEEN WONDERSCHOOL AND YOU. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
INDEMNIFICATION AND RELEASE
To the fullest extent allowed by applicable law, you agree to indemnify and hold Wonderschool, its affiliates, officers, agents, employees, contractors, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your Account), and (b) your violation of these Terms.
Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to indemnify and hold Wonderschool, its affiliates, officers, agents, employees, contractors, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to your violation of these Terms.
In the event that you have a dispute with one or more other users, you release Wonderschool, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. If you are a California resident, you waive California Civil Code Section 1542, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.
If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.
MODIFICATIONS TO SERVICES
We’re always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.
Survival. Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, any prohibitions on libelous, defamatory, or abusive conduct, and terms regarding disputes between us, including without limitation the arbitration and class action waiver provision.
Taxes. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Wonderschool may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit.
Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Account, in any way (by operation of law or otherwise) without Wonderschool’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
Relationship. You hereby acknowledge and agree that you are not an employee, agent, partner, contractor, or joint venture of Wonderschool, and you do not have any authority of any kind to bind Wonderschool in any respect whatsoever.
Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Wonderschool’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Services must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.
Section Headings. The section headings in these Terms are for convenience only and have no legal or contractual effect.
If you have any questions, comments, or concerns regarding these Terms or the Services, please contact us at [email protected]
, 548 Market St, PMB 92922, San Francisco, California 94104-5401 US.
If the Services that you use include a mobile application that you download, access and/or use and that runs on Apple’s iOS operating system (an "iOS App"), you acknowledge and agree that:
- These Terms are between you and Wonderschool, and not with Apple;
- Apple is not responsible for the Services or Content;
- The iOS App may only be accessed and used on a device owned or controlled by you and using Apple’s iOS operating system;
- Apple has no obligation at all to provide any support or maintenance services in relation to the iOS App, and if you have any maintenance or support questions in relation to the iOS App, please contact Wonderschool, not Apple;
- If the iOS App does not conform to any warranty applying to it, you may notify Apple, which will then refund the purchase price of the iOS App (if any) to you. Subject to that, and to the maximum extent permitted by law, Apple does not give or enter into any warranty, condition or other term in relation to the iOS App and will not be liable to you for any claims, losses, costs or expenses of whatever nature in relation to the iOS App or as a result of you or anyone else using the iOS App or relying on any of its content;
- Except as otherwise expressly set forth in these Terms, Apple is not responsible for addressing any claims relating to the possession or use of the iOS App;
- In the event of any claim by a third party that your possession or use (in accordance with these Terms) of the iOS App infringes any intellectual property rights, Apple will not be responsible or liable to you in relation to that claim;
- You are not, and will not be, located in any country that is the subject of a United States Government embargo or that has been designated by the United States Government as a "terrorist supporting" country;
- You are not listed on any United States Government list of prohibited or restricted parties;You must comply with applicable third-party terms applicable to your use of the Service; andApple is a third-party beneficiary under these Terms and will have the right to enforce these Terms against you.