Terms of Service

Effective: May 2, 2024

PLEASE READ THESE TERMS CAREFULLY. SECTION 16 INCLUDES A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER AND SECTION 19 INCLUDES A CLASS ACTION WAIVER, WHICH AFFECT HOW DISPUTES ARE RESOLVED.

1. Acceptance of Terms; Modifications.

These Terms of Service (the “Terms”) are a binding legal agreement between you and Persist, Inc., a company incorporated under the laws of Delaware with offices at 411 87th Avenue, St. Pete Beach, FL 33706 (“Persist,” “we,” “us” and “our”). The Terms govern your use of our software applications, resources, and services, including but not limited to app usage and virtual assistant support. Our platform serves as a means for households in need of domestic support to connect with virtual assistants and third-party vendors, facilitating the completion of various tasks and services, in addition to coaching providers. Additionally, we may introduce other services or products over time as part of our broader offering, collectively referred to as our “Persist Service.” The Terms govern all use of the Persist Service, whether you access it from our website at https://www.timeforpersist.com (including any subdomain or localized version) (the “Site”), our mobile applications and mobile websites, our Facebook application, our online or phone support offerings, or any other access point we make available to you. Our other Policies applicable to your use of the Persist Service are incorporated by reference into these Terms of Service. BY AGREEING TO THESE TERMS DURING THE ACCOUNT SIGN-UP PROCESS OR ACCESSING OR USING THE PERSIST SERVICE WITHOUT AN ACCOUNT, YOU ACCEPT THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD NOT ACCEPT THEM, IN WHICH CASE YOU DO NOT HAVE THE RIGHT TO USE THE PERSIST SERVICE.

You understand and agree that we may change the Terms from time to time, and that any such changes will be effective (except as otherwise described in Section 16.10 below) when we post the modified Terms on the Persist Service, unless otherwise required by applicable law. Your continued access and use of the Persist Service after we post the modified Terms will constitute your consent to be bound by the modified Terms.

2. Persist Service.

2.1 Nature of the Persist Service. The Persist Service consists of a desktop Web application, mobile application, and other related tools, support and services that are used by our Users (“Users”) and are supplemented by personal assistants (“Persist Support”), and licensed coaches (“Coaches”) specializing in domestic support. Persist Support may propose options for third-party vendors to help provide domestic support (“Third Party Service Providers”). Together, these components facilitate the process of finding, communicating with, and engaging suitable support for our Users. We charge fees for some aspects of the Persist Service, as described below in Section 9.

2.2 Persist does not provide Domestic Labor Services. Persist is a neutral venue for Third Party Service Providers and Users. Persist does not provide domestic labor services. We make no representations or warranties about the quality of services provided by Third Party Service Providers (“Domestic Labor Services”). Third Party Service Providers listed on Persist are not under the direction or control of Persist, and Third Party Service Providers determine in their own discretion how to provide Domestic Labor Services. Though we provide general guidance on our Site to Third Party Service Providers about safety and Domestic Labor Services and to Users about selecting and engaging Third Party Service Providers, Persist does not employ, recommend or endorse Third Party Service Providers to Users, and, to the maximum extent permitted by applicable law, we will not be responsible or liable for the performance or conduct of Third Party Service Providers to Users, whether online or offline. We conduct an initial review of Third Party Service Provider profiles and but, except where explicitly specified in the Persist Service (and then only to the extent specified), do not otherwise screen Third Party Service Providers or Users. You should exercise caution and use your independent judgment before engaging a Third Party Service Provider, providing Domestic Labor Services, or otherwise interacting with users via the Persist Service. Users and Third Party Service Providers are solely responsible for making decisions that are in their own best interests.

2.3 Release. Subject to Section 16 below, Persist has no liability for any claims, injuries, loss, harm and/or damages arising from and/or in any way related to the acts and/or omissions of Third Party Service Providers, whether online or offline. You acknowledge and agree that, to the maximum extent permitted by the applicable law, YOUR USE AND/OR PROVISION OF DOMESTIC LABOR SERVICES IS AT YOUR SOLE AND EXCLUSIVE RISK.

2.4 Transactions are between Users and Third Party Service Providers. The Persist Service may be used to find and procure Domestic Labor Services and to facilitate payment, but all transactions conducted via the Persist Service are between Users and Third Party Service Providers. Except for the limited refunds, you agree that Persist has no liability for damages associated with your procurement of Domestic Labor Services.

2.5 Bookings. Users can transact with Third Party Service Providers through a ‘Booking’ process. A Booking is a mutual agreement between Users and Third Party Service Providers that outlines the fees, time period, cancellation policy, and other terms for the provision of Domestic Labor Services. This agreement is facilitated either directly by the Subscriber with the Third Party Service Provider, or alternatively, Users may choose to delegate the booking process to Persist Support, but only with their prior approval. If you are a Subscriber and you initiate a Booking, you agree to pay for the Domestic Labor Services described in the Booking. If you are a Subscriber and choose to have Persist Support book on your behalf, you must provide payment information to Persist Support. All requests are subject to acceptance by the receiving party. The receiving party is not obligated to accept your (or any) request and may, at their discretion, decline for any reason. Once you complete a Booking, you agree to honor the price and other terms of that Booking, as acknowledged in the Booking confirmation.

2.6 Users are Solely Responsible for Evaluating Third Party Service Providers. Users are solely responsible for evaluating the suitability of Third Party Service Providers for the services they offer to provide. Though Persist performs a limited review of Service Provider profiles and may facilitate Third Party Service Provider Background Checks or Identity Verifications conducted by a third party, any such screening is limited, and Persist does not warrant that any such screen is accurate, complete, conclusive or up-to-date. Similarly, Persist does not endorse reviews of Third Party Service Providers by other Users that may be available via the Persist Service, and Persist makes no commitments that such reviews are accurate or legitimate.

3. Certification of Compliance with Applicable Law.

By accessing and using the Persist Service, you certify that you: (1) are at least 18 years of age or the age of majority in your jurisdiction, whichever is higher, and (2) will comply with all laws and regulations applicable to your activities conducted through, or related to, the Persist Service.

You acknowledge that Persist is entitled to rely on these certifications from you, is not responsible to ensure that all users have complied with applicable laws and regulations, and will not be liable for a user’s failure to do so.

4. Use of the Persist Service; Suspension.

4.1 Your Conduct on the Persist Service. When you use the Persist Service, you agree:

  • To use the Persist Service only in a lawful manner and only for its intended purposes.

  • Not to submit viruses or other malicious code to or through the Persist Service.

  • Not to use the Persist Service, or engage with Third Party Service Providers, for purposes that violate the law.

  • Not to use the Persist Service for purposes of competing with Persist or to promote other products or services.

  • Not to post content or materials that are pornographic, threatening, harassing, abusive, or defamatory, or that contain nudity or graphic violence, incite violence, violate intellectual property rights, or violate the law or the legal rights (for example, privacy rights) of others.

  • Not to post “spam” or other unauthorized commercial communications.

  • To use the Persist Service only for your own purposes, and not to impersonate any other person.

  • Not to transfer or authorize the use of your account for the Persist Service by any other person, or to engage in fraudulent transactions.

  • Not to provide false information in your profile on, or registration for, the Persist Service, or to create multiple or duplicate accounts.

  • Not to interfere with our provision of, or any other user’s use of, the Persist Service.

  • Not to solicit another user’s username or password for the Persist Service or any other sensitive personal information, including bank details.

4.2 Suspension and Termination. You understand and agree that we have no obligation to provide the Persist Service in any specific location or territory, nor to continue providing it once we have begun. We reserve the right to suspend or terminate your access to the Persist Service: (1) if in our discretion your conduct on the Site or Persist Service is inappropriate, unsafe, dishonest, or in breach of these terms; or (2) if necessary in our discretion to protect Persist or its users. You may suspend or terminate your use of the Persist Service at any time and for any reason. If you wish to deactivate your account, please contact Persist. Note that if you have any outstanding payment obligations, those will survive suspension or termination of your account.

5. Registration; Account Security.

In order to use some aspects of the Persist Service, you will be required to create a username, password, and user profile. If you elect to use the Persist Service, you agree to provide accurate information about yourself and keep this information up-to-date. You agree not to impersonate anyone else and not to maintain more than one account (or, if Persist suspends or terminates your account, not to create additional accounts). You are responsible for maintaining the confidentiality of your username and any other access information for the Persist Service and are responsible for all activity under your account. You agree to notify us promptly of any unauthorized use of your account.

6. Privacy.

Our collection and use of your personal information on the Persist Service is described in our Privacy Policy. By accessing or using the Persist Service, you acknowledge that you have read and understand the Privacy Policy.

7. Your Content.

7.1 Your Content. We may require or allow you (or someone else on your behalf) to submit or upload text, photographs, images, videos, reviews, information and materials to your profile on the Persist Service or otherwise in connection with using the Persist Service and/or participating in promotional campaigns we conduct on the Site (collectively, “Your Content”).

7.2 License. Except for the limitations on our use and disclosure of personal information described in our Privacy Statement, to the maximum extent and duration permitted under any applicable law, you grant Persist an irrevocable, perpetual, non-exclusive, fully paid worldwide license to use, copy, perform, publicly display, reproduce, adapt, modify, transmit, broadcast, prepare derivative works of, and/or distribute Your Content in connection with providing and/or promoting the Persist Service, and to sublicense these rights to third parties.

7.3 Release. If your name, voice, image, persona, likeness, or performance is included in any of Your Content, you hereby waive, and release Persist and its users from, any claim or cause of action, whether known or unknown, for defamation, copyright infringement, invasion of the rights of privacy, publicity, or personality, or any similar claim arising out of the use of Your Content in accordance with the license in Section 7.2 and the other provisions of these Terms.

7.4 Your Representations and Warranties about Your Content. You represent and warrant that (1) you are the owner or licensor of Your Content, and that you have all rights, consents and permissions necessary to grant the license in Section 7.2 and make the release in Section 7.3 with respect to Your Content; (2) that you have any necessary consents and releases from individuals who appear in Your Content; and (3) Your Content does not violate the law or these Terms.

7.5 Right to Remove or Screen Your Content. Though we are not obligated to do so, we reserve the right to monitor, screen, edit and/or remove Your Content on the Persist Service. Our enforcement of these Terms with respect to Your Content is at our discretion, and failure to enforce the Terms in one instance does not create a waiver of our right to enforce them in another instance. We have no obligation to retain or provide you with copies of Your Content, nor will we have any liability to you for any deletion, disclosure, loss or modification to Your Content. It is your sole responsibility to maintain backup copies of Your Content.

8. Phone, Text and Mobile Communications.

8.1 Consent to Text Messages and Other Communications. This section 8.1 applies only to users in the United States. You consent to receive from or on behalf of Persist communications containing service information (including technical notices, updates, security alerts and support and administrative messages), and/or sales, marketing, or advertising messages, by autodialed, prerecorded, or artificial voice calls or SMS, text messages, email, over-the-top messaging platforms (such as WhatsApp), and other electronic means, at any phone number or email address you provide in connection with your account, even if your phone number is on the national or any state’s do-not-call registry. Your carrier’s normal messaging, data and other rates and fees may apply to these communications. You are not required to provide this consent to receive autodialed sales, marketing, or advertising messages as a condition of purchasing anything or using the Persist Service, and you may opt-out of receiving such messages at any time as described in our Privacy Statement (though you may continue to receive messages while Persist processes your request).

8.2 Phone Number Or Email Changes. In the event you deactivate or lose access to a mobile phone number or email address provided to us, you agree to update your Persist account information promptly, or reach out to help@timeforpersist.com to ensure that messages are not sent to the person who acquires your old number.

9. Fees & Payment.

9.1 Currency. All fees, deductible amounts and other payments referenced on, or charged through, the Persist Service are listed and payable in local currency.

9.2 Fees for Persist Service. If you purchase access to the Persist Service, you will be charged according to the selected product and/or subscription, plus any applicable taxes, prior to accessing the Persist Service.

9.3 Fees for Third Party Service Providers. Users may purchase Domestic Labor Services from a Third Party Service Provider by completing a Booking as described in Section 2.5. If you are a Subscriber, you enter into a transaction with the Service Provider when you accept a Booking, and you agree to pay the total amount indicated in the Booking, which includes service fees payable to Persist. The Service Provider, not Persist, is responsible for performing the Domestic Labor Services. Where required by law, the amount charged will be inclusive of applicable taxes. Users have the option to pay the Service Provider outside of the Persist Service, if they choose.  Details regarding the fees for Users utilizing the Persist Service can be found here: https://timeforpersist.com/purchase, https://timeforpersist/gift, and https://timeforpersist.com/employers

9.4 Fees for Persist Support & Coaches. Users have the option to purchase services from Persist Support, including coaching and personal assistance, by making in-app purchases. In this transaction, you agree to pay the total amount indicated, which includes service fees payable to Persist for the use of ‘Persist Support.’ Details regarding the fees for Users utilizing ‘Persist Support’:

·       One hour of personal assistant time: $40

·       Coaching sessions range, and depend on the provider selected. A full menu of pricing is available in-app.

In accordance with applicable laws, the total amount charged may include applicable taxes.

9.5 Cancellations & Refunds. No refunds will be issued. Users have the liberty to terminate their access at any point by emailing their request to help@timeforpersist.com. In such cases, users remain liable for all fees, as well as payments to vendors (inclusive of any applicable taxes and additional charges) accrued for the ongoing subscription period. Should cancellation occur, the right to use the Services will end and all personal data will be deleted. Refunds will only be granted if mandated by prevailing laws. Please note that any disputes, disagreements, or issues that may arise between Users and Third Party Service Providers are considered separate matters and are to be resolved independently. Persist does not take responsibility for, mediate, or arbitrate such disputes.

9.6 Authorization to Charge. For the convenience of having Persist Support handle your bookings, it is essential that you provide current and valid payment details. As part of this process, you will need to furnish up-to-date credit card information or an approved alternative payment method, which will be used solely for the transaction at hand. Persist operates as an intermediary, facilitating your payment to Third Party Service Providers for confirmed bookings. Please note, Persist does not retain your payment information after the transaction is completed. Your responsibility includes:

  • Ensuring that the payment information you provide is accurate and current for the initial booking facilitated by Persist Support.

  • Actively maintaining and updating your payment information for any ongoing or future transactions directly with the service provider.

Persist’s authorization to process your payment is limited to the immediate booking transaction. Should your payment method fail or if payment is not received at the time it is due, Persist is not liable for any interruption or non-provision of services due to payment issues. It is your duty to ensure continuity of payment to service providers post-booking. Persist holds no responsibility for subsequent transactions, and all payments made through the Persist Service are final and non-refundable. By using Persist Support for booking services, you acknowledge this one-time payment processing policy and accept the responsibility for all future payments and associated obligations with your booked services.

9.7 Taxes. Except for taxes on Persist’s income and gross receipts or where Persist is otherwise required to collect taxes, you acknowledge that you are solely responsible to pay any applicable taxes that arise as a result of your purchase, provision, or use of Domestic Labor Services via the Persist Service. This includes, without limitation, any form of sales tax, VAT, or income tax on fees paid or received by you through the Persist Service.

9.8 Payment Processing for Persist Service and Persist Support. Payments for Persist Service and Persist Support are facilitated through Stripe, a third-party payment services provider. By opting to purchase through our platform, you agree to abide by Stripe's terms and conditions which can be found at https://stripe.com/legal/ssa. Please be aware that we do not handle your credit card information directly; all payment transactions are processed through Stripe. To complete a transaction on our platform, you will be required to provide valid payment information (such as credit card details) directly to Stripe. It is important to note that Persist does not store or have access to your full credit card details. Stripe handles all aspects of payment information processing and storage. Upon successful completion of your payment, you will receive a transaction confirmation via email or through the app, as applicable. This confirmation will serve as your receipt and include details of the transaction for your records. We take the security of your payment information seriously. However, please note that no method of transmission over the Internet or method of electronic storage is 100% secure.

9.9 Payment Processing for Third Party Service Providers. In the event you decide you would prefer to have Persist Support pay or book a Third Party Service Provider on your behalf, you agree to provide accurate and current payment information (e.g., credit card details) for each transaction. Please note that your payment information is used only once per transaction and is not stored or retained by our company for future use. In the event of a payment failure due to incorrect or invalid information provided by you, the responsibility and any associated costs will be yours. Additionally, it is important to understand that the legal and contractual relationship for any booked service is exclusively between you and the third-party service provider, with our app serving solely as a facilitator in this process.

10. Copyright Infringement.

Persist follows the procedures of the Digital Millennium Copyright Act. We will respond to claims of copyright infringement that are reported in accordance with this Section. It is our policy, in appropriate circumstances, to deactivate or terminate the access of users who repeatedly infringe or are repeatedly charged with infringing others’ copyrights or other intellectual property rights.

If you believe in good faith that your copyrighted work has been infringed by content posted on the Persist Service, please provide our designated copyright agent with a written notice that includes all of the following information:

  • A description of the copyrighted work you believe to have been infringed;

  • A description of the URL or other location on our Site of the material you believe to be infringing;

  • Your name, mailing address, telephone number and email address;

  • A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

  • A statement by you, which you make under penalty of perjury, that the above information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and

  • An electronic or physical signature of the person authorized to act on behalf of the copyright owner.

Our agent for notice of copyright infringement can be reached at:

Persist, Inc.
Attention: Copyright Notice
411 87th Avenue
St. Pete Beach, FL 33706
help@timeforpersist.com

11. Third Party Services, Links.

The Persist Service may contain links to third party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement of such websites or resources, or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

12. Indemnity.

TO THE MAXIMUM EXTENT PERMITTED UNDER ANY APPLICABLE LAW AND EXCEPT AS OTHERWISE PROHIBITED BY APPLICABLE LAW, YOU AGREE TO DEFEND, INDEMNIFY AND HOLD PERSIST HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES, EXPENSES, DAMAGES AND/OR LIABILITIES, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, THAT ARE IN ANY WAY RELATED TO YOUR: (1) transactions and interactions, online or offline, with Third Party Service Providers; (2) breach of these Terms; (3) disputes with Third Party Service Providers; (4) your misstatements, misrepresentations, or violation of applicable law; or (5) Your Content. YOU FURTHER AGREE THAT YOU WILL COOPERATE WITH US IN THE DEFENSE OF SUCH CLAIMS. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION UNDER THIS SECTION, AND YOU WILL NOT SETTLE ANY SUCH CLAIM OR MATTER WITHOUT OUR ADVANCE WRITTEN CONSENT.

13. Intellectual Property.

13.1 Persist Service. Persist and its licensors retain all right, title and interest in and to the Persist Service, the technology and software used to provide it, all electronic documentation and content available through the Persist Service (other than Your Content), and all intellectual property and proprietary rights in the Persist Service and such technology, software, documentation and content. Except for your rights to access and use the Persist Service set forth in these Terms, nothing in these Terms licenses or conveys any of our intellectual property or proprietary rights to anyone, including you. You agree that we will have a perpetual right to use and incorporate into the Persist Service any feedback or suggestions for improvement that you provide to us concerning the Persist Service, without any obligation of compensation.

13.2 Persist Trademarks. Persist owns all rights in and to its trademarks, service marks, brand names and logos (the “Persist Marks”). If you are a Service Provider, subject to these Terms, Persist grants you, for so long as you are in good standing on the Persist Service, a limited, revocable, non-exclusive, non-transferable license to use the Persist Marks solely: (a) in the form incorporated into goods, including customizable marketing collateral (promo cards, signage etc.), if any, made available for purchase via the Persist Store and/or (b) in other manners, solely to the extent specifically authorized in writing via the Persist Service. As a condition of your use of the Persist Service and the foregoing license, you agree that (1) you have no ownership rights in the Persist Marks and all goodwill associated with your use of the Persist Marks inures solely to the benefit of Persist, (2) such license immediately terminates upon your ceasing to be a Service Provider in good standing, whether at your own option or because Persist suspends or terminates your rights to use the Persist Service, (3) Persist may terminate your right to use any and all Persist Marks at any time for any or no reason in Persist’s sole discretion, and (4) you will not adopt or use any Persist Marks other than as explicitly authorized by Persist, and you will not use, register, or apply to register the Persist Marks, the term PERSIST, or any other term that includes the term PERSIST, or any other similar term, as a business name, trade name, trademark, domain name, social media profile name, or any other indicator of source.

14. Warranty Disclaimer for the Persist Service.

The information and materials found on the Persist Service, including text, graphics, information, links or other items, are provided “as is” and “as available.” Reviews, profiles, advice, opinions, statements, offers, or other information or content made available through the Persist Service, but not directly by Persist, are those of their respective authors, who are solely responsible for such content. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PERSIST DOES NOT: (1) WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF INFORMATION AND MATERIALS ON THE PERSIST SERVICE; (2) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY OTHER THAN PERSIST; (3) WARRANT THAT YOUR USE OF THE SERVICES WILL BE SECURE, FREE FROM COMPUTER VIRUSES, UNINTERRUPTED, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE PERSIST SERVICE WILL BE CORRECTED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, PERSIST EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE PERSIST SERVICE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. IN ADDITION AND WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE SUITABILITY OF ANY SERVICE PROVIDER THAT OFFERS DOMESTIC LABOR SERVICES VIA THE PERSIST SERVICE.

15. Limitation of Liability.

15.1 Exclusion of Certain Types of Damages. To the maximum extent permitted under applicable law, in no event will Persist be liable to you for any indirect, special, incidental, or consequential damages, including travel expenses, or for any business losses, or loss of profit, revenue, contracts, data, goodwill or other similar losses or expenses that arise out of or relate to the use of or inability to use the Persist Service, including without limitation damages related to any information received from the Persist Service, removal of your profile information or review (or other content) from the Persist Service, any suspension or termination of your access to the Persist Service, or any failure, error, omission, interruption, defect, delay in operation or transmission of the Persist Service, even if we are aware of the possibility of any such damages, losses or expenses. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

15.2 Limit on Our Liability to You. EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PERSIST’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM OR RELATING TO THE PERSIST SERVICE OR THESE TERMS EXCEED THE AMOUNTS PAID BY YOU TO PERSIST (SPECIFICALLY EXCLUDING AMOUNTS PAID TO THIRD PARTY SERVICE PROVIDERS) DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT THAT GAVE RISE TO LIABILITY OR, IF YOU HAVE NOT PAID PERSIST FOR THE USE OF ANY SERVICES, THE AMOUNT OF $100.00 USD (OR EQUIVALENT IN LOCAL CURRENCY).

15.3 No Liability for non-Persist Actions. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PERSIST BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, AND/OR CONSEQUENTIAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE PERSIST SERVICE, INCLUDING WITHOUT LIMITATION, PROPERTY DAMAGE, THEFT, BODILY INJURY, DEATH, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM RELIANCE ON INFORMATION OR CONTENT POSTED ON OR TRANSMITTED THROUGH THE PERSIST SERVICE, OR FOR ANY INTERACTIONS WITH THIRD PARTY SERVICE PROVIDERS, WHETHER ONLINE OR OFFLINE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES ARISING FROM THE CONDUCT OF USERS WHO ATTEMPT TO DEFRAUD OR HARM YOU.

IF YOU HAVE A DISPUTE WITH A SERVICE PROVIDER, COACH, OR SUBSCRIBER, YOU AGREE TO RELEASE PERSIST FROM ALL CLAIMS, DEMANDS AND DAMAGES OF EVERY NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IN NO EVENT WILL PERSIST BE LIABLE FOR DIRECT OR INDIRECT CONSEQUENCES OF A SUBSCRIBER, COACH, OR SERVICE PROVIDER FAILING TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS.

16. Arbitration Agreement and Class Action Waiver.

PLEASE READ THIS SECTION CAREFULLY, AS IT PRESCRIBES HOW DISPUTES BETWEEN US WILL BE RESOLVED. IF YOU RESIDE WITHIN THE EUROPEAN ECONOMIC AREA OR THE UNITED KINGDOM, THIS SECTION APPLIES ONLY TO BUSINESS CUSTOMERS (NOT “CONSUMERS”). IF YOU ARE A CONSUMER RESIDING WITHIN THE EUROPEAN ECONOMIC AREA OR THE UNITED KINGDOM, PLEASE SEE SECTION 17.

16.1 Arbitration Agreement; Claims. This Section 16 is referred to as the “Arbitration Agreement” in these Terms. Unless you opt out of the Arbitration Agreement in accordance with the procedure described in Section 16.9 below, you and Persist (together, the “Parties”) agree that any and all disputes or claims that arise between you and Persist relating to the Persist Service, interactions with others on the Persist Service, or these Terms (including any alleged breach of these Terms) (collectively, “Claims”), except for Excluded Claims, will be resolved as set forth in this Arbitration Agreement. “Excluded Claims” means (1) individual claims brought in small claims court (if your claims qualify), (2) claims brought by Persist arising out of or related to a violation of Section 4.1, above, (3) claims in which either party seeks injunctive or other equitable relief for alleged unlawful use of intellectual property (including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents) or emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack), and (4) claims that an arbitrator determines cannot be made subject to arbitration as described in Section 16.2 below.

16.2 Agreement to Arbitrate. Unless you opt out of the Arbitration Agreement in accordance with the procedure described in Section 16.9 below, you and Persist agree that any and all Claims (other than Excluded Claims) will be resolved exclusively on an individual basis through final and binding arbitration, rather than in a court, in accordance with this Arbitration Agreement, and your rights in connection with all Claims (other than Excluded Claims) will be determined by a neutral arbitrator, not by a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To the extent that the Parties’ dispute involves both timely filed Excluded Claims and other Claims subject to this Agreement, the Parties agree to bifurcate and stay for the duration of the arbitration proceedings any such Excluded Claims. If there is a final determination by the arbitrator (or the court, if required by law) that applicable law precludes enforcement of the Arbitration Agreement as to any claim, cause of action, or requested remedy, then that claim, cause of action, or requested remedy will be severed and stayed pending arbitration of the remaining claim, cause of action or requested remedy.

16.3 Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND PERSIST AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND PERSIST AGREE OTHERWISE, YOU AGREE THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR OR COURT MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER PERSIST SERVICE USERS. Notwithstanding any other provision of this Arbitration Agreement or the Rules (as defined in Section 16.5), disputes regarding the interpretation, applicability, or enforceability of this Section 16.3 may be resolved only by a court and not by an arbitrator. In any case in which (a) the dispute is filed as a class, collective, or representative action and (b) there is a final judicial determination that this Section 16.3 is unenforceable with respect to any claim or any particular remedy for a claim (such as a request for public injunctive relief), then: (i) that claim or particular remedy (and only that claim or particular remedy) shall be severed from any remaining claims and/or remedies and stayed; (ii) this Section 16.3 shall be enforced in arbitration on an individual basis as to all such remaining claims or remedies to the fullest extent possible; and (iii) the stayed claims and/or remedies may be brought in a court of competent jurisdiction after all remaining claims are resolved by the arbitrator.

16.4 Pre-Arbitration Dispute Resolution. Our preference will always be to resolve complaints amicably and efficiently, without the need for arbitration. Before you commence arbitration, you must first contact us in writing to explain your complaint through your local Persist office listed below and give us an opportunity to work with you to resolve it.  Your legal representative, if you have one, may contact us by email at help@timeforpersist. Your written complaint must include your name, the email address associated with your account, a detailed description of the nature and basis of the dispute, and the specific relief sought. Your written complaint must be on an individual basis. For any dispute that Persist initiates, a written complaint will be signed by a Persist representative and sent to the email address associated with your account. If the issue is not resolved within 30 days after receipt of the written complaint, either party may initiate arbitration as specified in section 16.5 “Arbitration Procedures.” 

16.5 Arbitration Procedures.  As used in this Section 16, the applicable arbitration rules described below are referred to collectively as the “Rules”.

In all cases, the arbitrator will decide the substance of all claims in accordance with law as specified in Section 17, below, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall dismiss an arbitration demand on the pleadings if it does not contain sufficient factual matter to state a claim to relief that is plausible on its face. The arbitration will be held in the county in which you reside or at another mutually agreed location. 

All Rules, as modified by this Arbitration Agreement, are incorporated into these Terms by reference. You either acknowledge and agree that you have read and understand the Rules or waive your opportunity to read the Rules and any claim that the Rules are unfair or should not apply for any reason. If there is any inconsistency between the Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control, unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator also must follow the provisions of these Terms as a court would, including without limitation, the limitation of liability provisions in Section 15. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms and applicable law. The arbitrator shall submit a decision in writing, providing a concise written statement of the essential findings and conclusions on which the award is based. Decisions by the arbitrator are binding and enforceable in court and may be overturned by a court only for very limited reasons.

The arbitrator will not be bound by rulings in prior arbitrations involving different Persist users, but will be bound by rulings in prior arbitrations involving the same Persist user to the extent required by applicable law. As limited by applicable law, these Terms and the applicable Rules, the arbitrator will have (1) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Claim, including the determination of whether a Claim is arbitrable, and (2) the authority to grant any remedy that would otherwise be available in court.

16.6 Costs of Arbitration. Payment of all filing, administration, case management, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the applicable Rules.  Each party will be solely responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorney fees. At the end of any arbitration, the arbitrator may award reasonable attorney’s fees and costs or any portion thereof to either party upon determining that the claim, cross-claim, or defense is frivolous or brought for an improper purpose (as measured by the standards of Federal Rule of Civil Procedure 11(b)) to the extent authorized by applicable law.

16.7 Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all Parties.

16.8 Severability. If any term, clause or provision of this Section 16 is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this Section 16 will remain valid and enforceable, provided that if the finding of partial invalidity or unenforceability results in a final determination that the class action waiver set forth in Section 16.3 fails with respect to all of the claims in arbitration, then Section 16 will be unenforceable in its entirety. 

16.9 Opt-Out Procedure. You can choose to reject your agreement to arbitration (Section 16.2) and your waiver of the right to bring or participate in class or representative actions (Section 16.3) by mailing us a written opt-out notice (“Opt-Out Notice”) in accordance with the terms of this Section 16.9. The Opt-Out Notice must be postmarked no later than 30 days after the date you accept these Terms for the first time. You must mail the Opt-Out Notice to Persist, Inc., Attn: Legal,. The Opt-Out Notice must state that you do not agree to the Arbitration Agreement and the class action waiver and must include your name, address, phone number, and the email address(es) used to register for the Persist Service to which the opt-out applies. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Arbitration Agreement and class action waiver. If you opt out of the agreement to arbitrate and the waiver of the right to participate in class and representative actions, none of the arbitration provisions will apply to you and you will not waive your right to engage in class or representative actions, but the remainder of these Terms will continue to apply. Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with us.  Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of this Arbitration Agreement and did not validly opt out of it. By opting out of binding arbitration, you are agreeing to resolve Claims (including Excluded Claims) in accordance with Section 18.

16.10 Future Changes to this Arbitration Agreement. Notwithstanding any provision in these Terms to the contrary, you agree that if we make any change to this Arbitration Agreement (other than a change to any notice address or website link provided herein) in the future, that change will not apply to any claim that was filed in a legal proceeding against Persist prior to the effective date of the change. Moreover, if we terminate this Arbitration Agreement by removing it from these Terms, such termination will not be effective until 30 days after the version of these Terms not containing the Arbitration Agreement is posted to the Site, and will not be effective as to any claim that was filed in a legal proceeding against Persist prior to the effective date of removal.

17. Governing Law and Jurisdiction.

17.1 For users in the United States and Canada, these Terms, and any dispute between you and Persist, will be governed by the laws of the State of New York and applicable U.S. federal law, without regard to principles of conflicts of law, except that the Federal Arbitration Act will govern the interpretation and enforcement of Section 16 (the Arbitration Agreement). Unless you and we agree otherwise, or except where prohibited by applicable law, in the event that the Arbitration Agreement does not to apply to you or to a particular claim or dispute, you agree that any claim or dispute that arises between you and Persist must be resolved exclusively by a state or federal court located in the State of New York, and you and Persist agree to submit to the personal jurisdiction of the courts located within New York County, New York for the purpose of litigating all such claims or disputes.  

17.2 For users in the EEA and the United Kingdom, the laws of England shall govern these terms, except that if you live in a country outside of England but within the EEA, certain mandatory applicable laws of your country will apply for your benefit and protection in addition to or instead of certain provisions of English law. Any dispute that arises between you and Persist must be resolved by the English courts or the courts in your country if you live in the EEA outside of England.

17.3 If you are a consumer in the European Economic Area, the European Online Dispute Resolution platform http://ec.europa.eu/consumers/odr provides information about alternative dispute resolution, which you may use if there is a dispute that cannot be resolved between you and the relevant party.

18. Class Action Waiver.

YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW,  EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING.  UNLESS BOTH YOU AND PERSIST AGREE OTHERWISE, THE COURT MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE COURT MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER PERSIST SERVICE USERS.

19. Force Majeure.

Persist shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, earthquakes, hurricanes, wildfires, floods, war, terrorism, riots, embargoes, fires, accidents, pandemics, disease, strikes, or other similar disasters.  Also, in such an event, the cancellation policies described in Section 9.5 may not apply and Persist may, in its reasonable discretion, issue refunds under terms that vary from a Service Provider’s selected cancellation policy.

20. Miscellaneous.

Nothing in these Terms will be construed as making either party the partner, joint venturer, agent, legal representative, employer, worker, or employee of the other. Neither party will have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action, that will be binding on the other, except as provided for herein or authorized in writing by the party to be bound. These Terms are non-exclusive and do not prohibit Third Party Service Providers from offering Domestic Labor services via other means or third parties. The invalidity, illegality or unenforceability of any term or provision of these Terms will in no way affect the validity, legality or enforceability of any other term or provision of these Terms. In the event a term or provision is determined to be invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and these Terms will be enforceable as so modified. To the maximum extent possible under applicable local law, this Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto. These Terms will continue to apply even after your relationship with Persist ends.