Welcome to the Terms of Use for the AskAGirl.com website, software, mobile application, and any services provided by Ask A Girl LLC (collectively referred to as the “Platform”). This is an agreement (“Agreement”) between Ask A Girl LLC (“AskAGirl"), the owner and operator of the Platform and You (“You”, “Your” or “User(s)”), a User of the Platform. Any User that is also an Advisor (defined below) shall be required to enter into the Additional Terms for Advisors (“Additional Terms”) and an Advisor Agreement (“ICA”).

Throughout this Agreement, the words “AskAGirl,” “us,” “we,” and “our,” refer to our company, Ask A Girl LLC, as is appropriate in the context of the use of the words.

By clicking “I agree” or accessing the Platform You agree to be bound by this Agreement and the Privacy Policy. We may amend this Agreement at any time and may notify You if we do so.

PLEASE BE AWARE THAT THERE ARE ARBITRATION, PRIVATE ATTORNEY GENERAL, AND CLASS ACTION PROVISIONS THAT MAY AFFECT YOUR RIGHTS.

Portions of the Platform may require You to create a login or sign-up for an account. We may allow You to sign up using Your Facebook or other social media logins as permitted by us. You must fully complete the registration process by providing us with Your current, complete, truthful, and accurate information as prompted by the applicable registration form. Where a User creates an account, we may ask You to provide identification so that we may verify Your identity. Where required, AskAGirl may also assign You a Username and password. You are entirely responsible for maintaining the confidentiality of Your password and account and for any and all activities that occur under Your account. You agree to notify AskAGirl immediately of any unauthorized use of Your account or any other breach of security. AskAGirl will not be liable for any losses You incur as a result of someone else using Your password or account, either with or without Your knowledge. However, You could be held liable for losses incurred by AskAGirl or another party due to someone else using Your account or password. You may not use anyone else's account at any time, without the permission of the account holder. We reserve the sole discretion in permitting You to create and sign up for an AskAGirl account, we reserve the right to reject or remove any accounts at our discretion.

The Platform allows Users 18 years of age or older to sign up for the Platform. If you are under the age of 18 you may not use or access the Platform.

The AskAGirl Platform constitutes a communications platform for Users seeking information and guidance from independent contractors acting as service providers (“Advisors”). AskAGirl solely makes the Platform available so that Advisors may communicate with Users and vice versa. The specific services provided by an Advisor may include but are not limited to dating advice, general information, and communications and shall be referred to as “Advisor Services.” All Advisor Services are solely offered by Advisors. AskAGirl does not endorse, recommend, employ or screen any such Advisors. USER ACKNOWLEDGES THAT ASKAGIRL IS MERELY A PLATFORM AND DOES NOT PERFORM ANY ADVISOR SERVICES AND DOES NOT RECOMMEND OR ENDORSE ANY ADVISOR AND DOES NOT PROVIDE ANY ADVISOR SERVICES, ALL ADVISOR SERVICES ARE PROVIDED BY INDEPENDENT THIRD PARTY CONTRACTORS WHO ARE NOT EMPLOYED BY ASKAGIRL OR AFFILIATED WITH ASKAGIRL OR ITS AFFILIATES. FURTHER ASKAGIRL DOES NOT PERFORM ANY BACKGROUND CHECKS OR ANY ADDITIONAL VERIFICATION ON ANY USERS OR ADVISORS.

AskAGirl allows Advisors to access the Platform and assists Users in communicating with such Advisors. The AskAGirl Platform only facilitates communications. AskAGirl does not introduce, endorse, or recommend Advisors to Users or vice versa. Any opinions, advice, or information expressed by any Advisor are those of the individual and the individual alone and they do not reflect the opinions of AskAGirl. AskAGirl does not direct, is not an employer, has no control over, makes no representations, and does not guarantee the quality, safety or legality of the Advisor or any Advisor Services provided.

ASKAGIRL EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE, LOSS OR INJURY ARISING OUT OF: ANY INTERACTIONS BETWEEEN ADVISOR AND USER, THE ACTIVITIES OF ANY ADVISORS, AND ANY LOSS OR INJURY ARISING OUT OF ANY ACT OR OMISSION OF ANY ADVISOR, ANY ERRORS OR OMISSIONS, AND USER’S USE OF ANY ADVISOR SERVICES. USER HEREBY ACKNOWLEDGES AND AGREES THAT WHILE ASKAGIRL MAY PROVIDE INFORMATION ABOUT AN ADVISOR, BASED ON LOCATION, USER REVIEWS, PRICING, OR RELEVANCY; SUCH INFORMATION IS BASED SOLELY ON DATA THAT IS SUBMITTED BY THE ADVISOR OR OTHER THIRD PARTIES, AND ASKAGIRL PROVIDES SUCH INFORMATION SOLELY FOR THE CONVENIENCE OF ALL USERS AND THIS INFORMATION IS NOT AN INTRODUCTION, ENDORSEMENT, OR RECOMMENDATION BY ASKAGIRL OF ANY ADVISOR OR ANY ADVISOR SERVICES. ANY legal remedy or liability that You seek to obtain for actions or omissions of ADVISORS or other third parties will be limited to a claim against the particular ADVISOR or other third parties who caused You harm and You agree not to attempt to impose liability on, or seek any legal remedy from AskAGirl with respect to such actions or omissions. ASKAGIRL IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY OTHER USER INCLUDING ANY ADVISORS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE ADVISOR SERVICES OR YOUR INTERACTIONS WITH ANY OTHER USERS. To the extent permitted under applicable laws, You hereby release AskAGirl from any and all claims or liabilities related to any Advisor or its services and any action or inaction by any Advisor, including Your Advisor’s failure to comply with applicable law and/or conduct, whether online or offline.

None of the Advisor Services constitute medical advice or diagnosis. Medical advice or any professional advice is strictly prohibited on the Platform. Always use common sense when making medical decisions. If You are experiencing a medical emergency, having suicidal thoughts or depression, or believe that you may have a medical issue please call 911 or contact your doctor or medical care professional immediately. Do not delay receiving treatment for any health or medical issues due to any information found on our Platform. AskAGirl AND THE PLATFORM DO NOT PROVIDE MEDICAL OPINIONS, CARE OR ADVICE AND DOES NOT PROVIDE FORMAL MEDICAL DIAGNOSIS, TREATMENT, OR PRESCRIPTIONS. AskAGirl DOES NOT AND DOES NOT INTEND TO PROVIDE MEDICAL EVALUATION, MEDICAL SERVICES, MEDICAL OPINIONS, OR ACT IN ANY MANNER AS A PHYSICIAN, OR MEDICAL CORPORATION, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY MEDICAL ADVICE OR MEDICAL OPINIONS RENDERED BY ANY ADVISOR.

The Platform may be used only for lawful purposes by Users and Advisors. As one of the conditions of Your use of the Platform, You represent, warrant, and agree that You will not use (or plan, encourage, or help others to use) the Platform for any purpose or in any manner that is prohibited by this Agreement or by applicable law. AskAGirl specifically prohibits any use of the Platform, and You hereby agree not to use the Platform: (a) as an escort or prostitute or use the Platform to promote, solicit, or engage Advisors for an escort or prostitution service, or to engage or facilitate human trafficking of any kind, including past escort activities or affiliation with an escort site or service; and (b) to post or send User Content that exploits people under the age of 18, or solicits personal information from anyone under 18, failing to report knowledge of a person under the age of 18 or continuing to use the Platform or interact in any way with anyone You know or believe is under the age of 18. Where such activity occurs Your information shall be forwarded to applicable state and federal authorities.

Advisors and Users are solely responsible for resolving any disputes between the parties. AskAGirl may not assist in resolving any disputes, but reserves the right to do so. Where AskAGirl assists in a dispute, User agrees to abide by any decisions made by AskAGirl with regards to such a dispute. Any contracts entered into between a User and any Advisor is solely between those parties. Any agreements or services exchanged for any Credits remain solely the obligations of the User and the Advisor. AskAGirl may not be obligated and is not a party to any contract that parties may enter. AskAGirl has no control over the conduct of, or any information provided by, any Advisor or any User Content provided by an Advisor and hereby disclaims all liability in this regard to the fullest extent permitted by applicable law. We do not guarantee that any information provided by an Advisor and do not endorse any Advisor and we make no guarantee, express or implied, that any information provided through the Platform is accurate.

Please read AskAGirl’s Privacy Policy for more information regarding the collection and use of Your information. The Privacy Policy is integrated into this Agreement as one in the same.

After properly registering for the Platform You shall be granted access to the Platform where we make access available to You. Where You download the Platform, we grant you a non-exclusive, limited, fully revocable license to download and use one copy of the Platform per device in a manner as permitted by us for your own personal non-commercial purposes. You may only use the Platform for commercial purposes if You have also executed an Advisor agreement with us. You agree to abide by the following restrictions listed below when using or accessing the Platform:

• You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute, or create derivative works or improvements to the Platform or any portion of the Platform.


• You may not share Your access with any other parties unless permitted by us in writing.


• You may not violate any laws, rules or procedures of the United States.


• You may not violate any of our additional policies.


• You may not use our Platform except through specific channels provided by us.


• You may not use the Platform on a computer that is used to operate nuclear facilities, life support, or other mission critical applications where life or property may be at stake.


• You may not sell, lease, loan, distribute, transfer, or sublicense Your access to the Platform.

Please be aware that this is not an all-encompassing list of restrictions, if You breach any of these restrictions, we may revoke Your access to our Platform or your license, at our discretion. Additionally, we may revoke or restrict Your access or your license to our Platform if we believe that Your actions may harm or have harmed AskAGirl or the Platform itself. Failure by us to revoke Your access does not act as a waiver of Your conduct. We may restrict or revoke access to the Platform or your license to use the Platform at our discretion.

When accessing or using our Platform, You are solely responsible for Your use and for any use of the AskAGirl Platform made using Your account. You agree to abide by the following rules of conduct:

• You will not copy, distribute or disclose any part of the Platform in any medium, including without limitation by any automated or non-automated “scraping”;


• You will not attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from the servers running the Platform;


• You will not use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Platform or to extract or export data collected through the Platform;


• You will not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;


• You agree not to use the Platform to stalk, harass, bully or harm another individual;


• You agree that You will not hold AskAGirl responsible for Your use of the Platform;


• You agree not to violate any requirements, procedures, policies or regulations of networks connected to AskAGirl;


• You agree not to interfere with or disrupt the Platform;


• You agree not to use the Platform in any way that is: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing.

If You are discovered to be undertaking any of the aforementioned actions or if we believe that any of Your actions may harm AskAGirl’ Platform, our business interests, or a third party. Your privileges to use our Platform may at our sole discretion be terminated, revoked, or suspended. Generally, we will provide an explanation for any suspension or termination of Your use of any of our Platform, but AskAGirl reserves the right to suspend or terminate any account at any time without notice or explanation.

Although we will attempt to provide continuous Platform availability to You, we do not guarantee that the Platform will always be available, work, or be accessible at any particular time. We reserve the right to alter, modify, update, discontinue or remove our Platform or any portions of the Platform at any time. We have no obligation to make the Platform available to You.

A User’s ability to submit or transmit any information through the Platform, including but not limited to text, audio messages, videos, photos, images, User trademarks, User intellectual property, or any other information will be referred to as “User Content” throughout this Agreement. All User Content You submit to the Platform will be owned by You. Please be aware that we are not required to host, display, migrate, or distribute any of Your User Content and we may refuse to accept or transmit any User Content. You agree that You are solely responsible for any User Content submitted and You release us from any liability associated with any User Content submitted. You understand that we cannot guarantee the absolute safety and security of any such User Content. Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Platform may be modified, edited, or removed at our discretion. AskAGirl does not endorse and may not verify, monitor, or restrict any User Content submitted.

When You submit any User Content to us, You grant the AskAGirl, its partners, affiliates, Users, representatives and assigns a non-exclusive, fully-paid, royalty-free, irrevocable, world-wide, universal, transferable, assignable license to display, publicly perform, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works and otherwise use and reuse all or part of Your User Content in perpetuity. It is important for You to grant us this license so that we may transmit Your User Content to the Advisors on our Platform and allow all users of the Platform access to your User Content. Additionally, although You own all User Content submitted by You, we own all layouts, arrangement, metadata and images that are used to render Your User Content through our Platform.

We reserve the right to remove, delete, modify, screen, edit, or refuse any User Content for any reason or no reason, and with or without notice to You. Please be aware that all User Content may be viewed by third parties and may be publically accessible, thus we cannot guarantee the confidentiality of any User Content.

When submitting any User Content You agree to the following:

• You agree that User Content submitted is truthful and accurate;


• You agree not to submit any User Content that contains any confidential information;


• You agree not to submit any User Content that contains nudity, or sexual, or explicit content;


• You agree not to submit any User Content that relates to commercial activity;


• You agree not to submit any User Content that depicts gratuitous violence, animal or child abuse, or encourages violence against others or would be considered doxxing or a release of personal private information;


• You agree not to submit any User Content contains hate speech or promotes or condones violence against individuals or groups based on race or ethnic origin, religion, disability, gender, age, nationality, veteran status, or sexual orientation/gender identity;


• You agree not to submit any User Content that advocates harm to a third party or self-harm;


• You agree not to submit any User Content that may be used to stalk, harass, bully or harm another individual;


• You agree not to submit any User Content that contains information of persons under the age of eighteen;


• You agree not to submit any User Content that is considered spam or politically controversial; and


• You agree not to submit any User Content that may be considered: illegal, misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing.

If You have violated any of our User Content Guidelines or if You we believe that any User Content may harm us or a third party, Your access to the Platform may be suspended or terminated and your information may be shared with third parties such as a governmental entity or other investigatory entities.

Portions of the Platform may require payment for access and you agree to pay for all costs, fees, and taxes listed. Additionally, you may be charged fees to communicate with any Advisors. User authorizes AskAGirl or its third party payment processors to charge their method of payment at the time of purchase. Please be aware that purchases are completed via our third party payment processors. Where applicable, You must agree to our third party payment processors terms and conditions for processing payments. All information that you provide in connection with a purchase or transaction must be accurate, complete, and current. Where You have failed to pay or where payments are overdue, AskAGirl may suspend or terminate your access to the paid portions of the Platform, without liability to us and we may pursue any remedy at our disposal for any overdue or unpaid payments.

You must have Credits to access certain services or functionality made available through the Platform. If you attempt to use some portions of the Platform and you do not have sufficient Credits in your account to complete the purchase, you will be prompted and have the option to add Credits to your account. Credits have no cash value and cannot be redeemed for cash. Prices for Credits shall be listed at purchase and are subject to change at any time, but changes will not affect any Credits you have previously purchased prior to a price change. All sales of Credits are final. Credit purchases are non-returnable and non-refundable. Credits cannot be resold, transferred for value, or applied to any other user account, whether such other account is operated by you or a third party. We may limit the number of Credits you can purchase or use within certain periods of time or implement other restrictions on the receipt or use of Credits. We may further restrict your ability to redeem your Credits based on your place of residence. You must not purchase Credits from any party other than us. You may redeem Credits through the Platform only by the method and within the scope as permitted by us. We may, in our sole discretion, place limitations on your redemption of Credits, such as a limit on the number of Credits you may redeem within a given period of time, except as may be prohibited by applicable law. If you have questions regarding any Credits purchased, please contact us.

AskAGirl may increase the price of any fees, at our discretion and we reserve the right to do so at any time. In the event of a price increase, AskAGirl shall notify You and You will have the chance to accept or reject any price increase. Where You have rejected any price increase, Your access to some portions of the Platform may be restricted. You agree that AskAGirl has no obligation to offer any services for the price originally offered to You at sign up.

As payment allows users to access specific functionality within our Platform, we cannot offer any refunds at this time. Where You feel that You are entitled to a refund, please contact us. Please be aware that we reserve sole and final discretion for granting any refunds.

You may cancel Your account at any time via the AskAGirl dashboard or contacting us at support@askagirl.com. Please be aware that upon termination of Your account, access to portions of our Platform may be become immediately disabled. Termination of this Agreement does not relieve User from any obligation to pay AskAGirl. Upon termination You will not be entitled to any refunds or proration of any fees paid except as stated in this Agreement. Additionally, You will be required any due and owing outstanding fees for any Advisor Services provided by an Advisor. We may terminate Your account or this Agreement with You if we determine that: (1) You have violated any applicable laws while using our Platform; (2) if You have violated this Agreement or any other of our Platform policies; (3) if Your account has remained inactive for an extended period of time; or (4) if we believe that any of Your actions may harm AskAGirl, at our sole decision or discretion. In the event of termination, we will strive to provide You with a timely explanation; however, we are not required to do so. Where termination has occurred, portions of this Agreement shall survive and remain in full force as stated in the “Survival” section of this Agreement.

Depending on the laws of Your jurisdiction You may be taxed for any payments or purchases. Therefore, at the time of payment we may collect all applicable taxes related to Your use of the Platform. In the event that we do not collect the applicable taxes, You agree that You are still responsible for any applicable taxes. Although no taxes may be collected by us You agree that You will pay any applicable taxes or fees to the tax agencies having jurisdiction over You.

If we believe that You have participated in a fraudulent chargeback we will pursue our claims against You to the fullest extent allowed by law. In the event that we believe that a User has submitted a fraudulent chargeback, we will forward Your information to the applicable law enforcement agency and Your fraudulent chargeback may result in either a civil fine or jail time.

AskAGirl or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. Please do not submit any unsolicited ideas, content, artwork, suggestions, or other works (“Submissions”) in any form to AskAGirl. The sole purpose of this policy is to avoid potential misunderstandings or disputes when AskAGirl’ products might seem similar to ideas You submitted to AskAGirl. If, despite our request that You not send us Your ideas, You agree to the following: (1) Your Submissions and their contents will automatically become the property of AskAGirl, without any compensation to You; (2) AskAGirl may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for AskAGirl to review the Submission; and (4) there is no obligation to keep any Submissions confidential.

The name “Ask A Girl,” the design of the AskAGirl Platform along with AskAGirl created text, writings, images, templates, scripts, graphics, interactive features and the trademarks, marks and logos contained therein ("Marks"), are owned by or licensed to AskAGirl. The Marks are subject to copyright and other intellectual property rights under US laws and international conventions. AskAGirl reserves all rights not expressly granted in and to the Platform. You agree to not engage in the use, copying, or distribution of the Marks or anything else contained within the Platform unless we have given You express written permission. All rights not expressly granted are hereby reserved.

THE PLATFORM AND ALL ADVISOR SERVICES ARE PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER ASKAGIRL, NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS, ASSIGNS OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY REPRESENTATIONS AND WARRANTIES RELATED TO: (A) THE PLATFORM; (B) ANY INFORMATION PROVIDED VIA THE PLATFORM, USER CONTENT, OR ANY OTHER INFORMATION; (C) ANY ADVISORS OR ADVISOR SERVICES AVAILABLE OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO ASKAGIRL OR VIA THE PLATFORM. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS

THE ADVISORS PROVIDING ADVISOR SERVICES ON THIS PLATFORM ARE THIRD PARTY CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF ASKAGIRL. IN NO EVENT SHALL AskAGirl, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN JURISDICTIONS THAT ALLOW A LIMITATION ON LIABILTY, YOU AGREE THAT OUR LIABILITY, ADVISORS, IS NO MORE THAN THE AMOUNT YOU HAVE TRANSACTED OR RECEIVED FROM THE PLATFORM OR ONE-HUNDRED US DOLLARS, WHICHEVER IS GREATER. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ASKAGIRL AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by AskAGirl’s negligence or that of any of its officers, employees or agents; (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.

You agree to release, defend, indemnify, and hold AskAGirl and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) Your breach of this Agreement, (ii) Your improper use of the AskAGirl Platform or any services provided, (iii) Your interaction with any User, Advisor, or other third party including without limitation any injuries, losses or damages of any kind arising in connection with or as a result of such interaction, (iv) Your breach of any laws, regulations or third party rights. You agree that this indemnity extends to requiring You to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and You shall be liable for the damages as though we had proceeded with a trial.

Takedown Notice

We take copyright infringement very seriously. If You believe that any copyrighted material owned by You has been infringed upon by someone using our Platform, please send us a message which contains:

• Your name.


• The name of the party whose copyright has been infringed, if different from Your name.


• The name and description of the work that is being infringed


• The location on our Platform of the infringing copy.


• A statement that You have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.


• A statement that You swear, under penalty of perjury, that the information contained in this notification is accurate and that You are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.

You must sign this notification and send it to our Copyright Agent: Copyright Agent of AskAGirl, support@askagirl.com or Ask A Girl, LLC, 1050 N Edinburgh Ave. Suite 110, West Hollywood, CA 90046

Counter Notice

In the event that You receive a notification from AskAGirl stating content posted by You has been subject to a DMCA takedown, You may respond by filing a counter-notice pursuant to the DMCA. Your counter-notice must contain the following:

• Your name, address, email, and physical or electronic signature.


• The notification reference number (if applicable).


• Identification of the material and its location before it was removed.


• A statement under penalty of perjury that the material was removed by mistake or misidentification.


• Your consent to the jurisdiction of a federal court in the district where You live (if You are in the U.S.), or Your consent to the jurisdiction of a federal court in the district where Your service provider is located (if You are not in the US).


• Your consent to accept service of process from the party who submitted the takedown notice.

Please be aware that we may not take any action regarding Your counter-notice unless Your notification strictly complies with the foregoing requirements. Please send this counter-notice to: support@askagirl.com or Ask A Girl, LLC, 1050 N Edinburgh Ave. Suite 110, West Hollywood, CA 90046

This Agreement shall be governed by the laws in force in the state of California. The offer and acceptance of this contract is deemed to have occurred in California.

This Agreement and any dispute arising out of or in connection with this Agreement (“Dispute”) will be governed as to all matters, including, but not limited to the validity, construction and performance of this Agreement, by and under the laws of the state of California, without giving effect to conflict of laws principles thereof.

Informal Resolution

Each party agrees that before it seeks mediation, arbitration, or any other form of legal relief it shall provide written notice to the other of the specific issues in dispute (and referencing the specific portions of the Agreement which are allegedly being breached). Within thirty days after such notice, knowledgeable executives of the party or the individuals themselves shall hold at least one meeting (in person or by video- or tele-conference) for the purpose of attempting in good faith to resolve the Dispute. The parties agree to maintain the confidential nature of all disputes and disagreements between them, including, but not limited to, informal negotiations, mediation or arbitration, except as may be necessary to prepare for or conduct these dispute resolution procedures or unless otherwise required by law or judicial decision. The dispute resolution procedures in this Section shall not apply prior to a party seeking a provisional remedy related to claims of misappropriation or ownership of intellectual property, or trade secrets.

Binding Arbitration

Except as provided herein, any Dispute arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Los Angeles, CA and before a single arbitrator. One arbitrator shall be selected by the parties in accordance with the American Arbitration Association Consumer Rules (for general Users) and the Commercial Rules (for Advisors) (each referred to as the “Rules”). Arbitration rules can be found at https://www.adr.org. Arbitration shall be conducted by one (1) arbitrator as selected pursuant to the Rules; the arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The location of the arbitration shall be Los Angeles, CA. Where a Dispute does not exceed $15,000 such Dispute shall be arbitrated solely via pleadings and documents. Each party shall be responsible for their own arbitration fees and costs. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with User’s use Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned. In the event that the law does not permit the abovementioned dispute to be resolved through arbitration, You agree that any actions shall be brought solely in a court of competent jurisdiction located within or otherwise nearest to Los Angeles County, CA.

Opt-Out

User has the right to opt out of binding arbitration within thirty (30) days of the date You first accepted this Agreement by notifying us via mail at Ask A Girl, LLC, 1050 N Edinburgh Ave. Suite 110, West Hollywood, CA 90046 or by email at support@askagirl.com. In order to be effective, the opt out notice must include Your full name, any account information, and must clearly indicate Your intent to opt out of binding arbitration. If You have decided to opt-out of Binding Arbitration, all Disputes shall be heard in a court of competent jurisdiction located within Los Angeles, CA.

YOU UNDERSTAND AND AGREE THAT YOU AND ASKAGIRL MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS (“CLASS ACTION WAIVER”). YOU UNDERSTAND AND AGREE THAT YOU AND ASKAGIRL BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST ASKAGIRL, WHICH ARE ADDRESSED SEPARATELY.

Notwithstanding any other provision of this Agreement, the Arbitration provisions or any associated rules or the, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable as to any Disputes , the class, collective, and/or representative action on such Disputes must be litigated in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other claims to the fullest extent possible.

Notwithstanding any other provision of this Agreement or the arbitration provisions, to the fullest extent permitted by law: (1) You and AskAGirl agree not to bring a representative action on behalf of others under the Private Attorneys General Act of 2004 (“PAGA”), California Labor Code § 2698 et seq., or any subsequent law, in any court or in arbitration, and (2) for any claim brought on a private attorney general basis, including under the California PAGA, both You and AskAGirl agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether You have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”). Notwithstanding any other provision of this Agreement, the arbitration section or the associated rules, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason: (i) the unenforceable provision shall be severed from this Agreement; (ii) severance of the unenforceable provision shall have no impact whatsoever on any arbitration provisions or the requirement that any remaining claims be arbitrated on an individual basis pursuant to the arbitration provisions; and (iii) any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any Disputes to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those Disputes, the parties agree that litigation of those Disputes shall be stayed pending the outcome of any individual Disputes in arbitration.

AskAGirl provides a Platform which allows You to connect with independent third party contractors referred to as Advisors. AskAGirl is not the employer of any Advisor. You acknowledge that we do not supervise, direct, or control a Advisor’s work or Advisor Services performed in any manner. An Advisor provides services to You as an Advisor, and is not an employee, joint venturer, partner, agent, or franchisee of AskAGirl for any purpose whatsoever and does not represent AskAGirl and has no authority to bind AskAGirl to any agreements.

All notices, requests, consents, claims, demands, waivers, and other communications (“Notice”) for AskAGirl shall be in writing and addressed to Ask A Girl, LLC, 1050 N Edinburgh Ave. Suite 110, West Hollywood, CA 90046. For Users, Notices may be delivered to the address located within User’s account or via email listed within User’s account.

You agree that we are not responsible to You for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.

In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.

If two or more provisions of this Agreement or any other agreement You may have with AskAGirl are deemed to conflict with each other’s operation, You agree that AskAGirl shall have the sole right to elect which provision remains in force.

We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, content provisions, User representations and warranties, payment provisions, ownership provisions, arbitration, PAGA, class action, warranty disclaimers, indemnity and limitations of liability.

You may not assign Your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.

We may amend this Agreement from time to time. When we amend this Agreement, we will update this page and indicate the date that it was last modified or we may email You. You may refuse to agree to the amendments, but if You do, You must immediately cease using our Platform.

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about AskAGirl must be sent to our agent for notice to: support@askagirl.com

Lastly, California Users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

This Agreement along with the Additional Terms and the ICA (where applicable for Advisors), forms the entire agreement between the parties and supersedes all other agreements written or oral between the parties. Where the agreements directly conflict, the agreements shall be interpreted and control in the following ascending order from 1-3: (1) ICA, (2) Additional Terms, and (3) this Agreement

The communications between You and AskAGirl use electronic means, whether You visit the Platform or send AskAGirl e-mails, or whether AskAGirl posts notices on the Platform or communicates with You via e-mail. For contractual purposes, You (1) consent to receive communications from AskAGirl in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that AskAGirl provides to You electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect Your statutory rights.

For Advisors: You expressly authorize our service provider, Dwolla, Inc. to originate credit transfers to your financial institution account. You authorize us to collect and share with Dwolla your personal information including full name, email address, and financial information, and you are responsible for the accuracy and completeness of that data. Dwolla’s Privacy Policy is available here.

This letter agreement (“Agreement”) sets forth the terms and conditions whereby you agree to provide certain services (as described in Schedule 1) to Ask a Girl LLC, (“AAG” or “Company”), a California limited liability company located at 1050 North Edinburgh Avenue, Suite 110, West Hollywood, California 90046.
1.  Services.

• 1.1  The Company engages you, and you accept such engagement, as an independent contractor to provide certain services to the Company on the terms and conditions set forth in this Agreement.


• 1.2  You shall provide to the Company the services listed on Schedule 1 (“Services”).


• 1.3  The Company shall not control or direct the manner or means by which you perform the Services, including, but not limited to, the time and place you perform the Services.


• 1.4  You shall furnish, at your own expense, the materials, equipment, supplies, and other resources necessary to perform the Services, including the location where the Services shall be performed, except the Company shall provide you with access to the AAG application to the extent necessary for the performance of the Services. You shall perform the Services under your own name, business name, or fictitious business name.


• 1.5  You shall comply with all third-party access rules and procedures communicated to you in writing by the Company, including those related to safety, security, and confidentiality.

• The term of this Agreement shall commence as of the date set forth above, and shall continue until the Services are completed, unless earlier terminated in accordance with section 10 of this Agreement (“Term”). Any extension of the Term will be subject to the mutual written agreement between you and the Company (referred to collectively as “Parties”).

• 3.1  As full compensation for the Services and the rights granted to the Company in this Agreement, the Company shall pay you as set forth in Schedule 2 (“Fees”), payable as set forth in Schedule 2. You acknowledge that you will receive an IRS Form 1099-MISC from the Company, and that you shall be solely responsible for all federal, state, and local taxes, as set out in section 4.2.


• 3.2  You are solely responsible for any travel or other costs or expenses incurred by you in connection with the performance of the Services, and in no event shall the Company reimburse you for any such costs or expenses.

• 4.1  You are an independent contractor of the Company, and this Agreement shall not be construed to create any association, partnership, joint venture, employment, or agency relationship between you and the Company for any purpose. You have no authority (and shall not hold yourself out as having authority) to bind the Company, and you shall not make any agreements or representations on the Company’s behalf without the Company’s prior written consent.


• 4.2  Without limiting section 4.1 of this Agreement, you will not be eligible to participate in any vacation, group medical or life insurance, disability, profit-sharing, or retirement benefits, or any other fringe benefits or benefit plans offered by the Company to its employees, and the Company will not be responsible for withholding or paying any income, payroll, Social Security, or other federal, state, or local taxes; making any insurance contributions, including for unemployment or disability; or obtaining workers’ compensation insurance on your behalf. You shall be responsible for, and shall indemnify the Company against, all such taxes or contributions, including penalties and interest. Any persons employed or engaged by you in connection with the performance of the Services shall be your employees or contractors, and you shall be fully responsible for them and shall fully indemnify the Company against any claims made by or on behalf of any such employee or contractor.

• 5.1  The Company is and will be the sole and exclusive owner of all right, title, and interest throughout the world in and to all the results and proceeds of the Services performed under this Agreement, including but not limited to the deliverables set out on Schedule 1 (collectively, “Deliverables”) and all other writings, technology, inventions, discoveries, processes, techniques, methods, ideas, concepts, research, proposals, materials, and all other work product of any nature whatsoever that are created, prepared, produced, authored, edited, modified, conceived, or reduced to practice in the course of performing the Services (collectively, and including the Deliverables, “Work Product”), including all patents, copyrights, trademarks (together with the goodwill symbolized thereby), trade secrets, know-how, other confidential or proprietary information, and other intellectual-property rights (collectively, “Intellectual-Property Rights”) therein. You therefore irrevocably assign to the Company, for no additional consideration, your entire right, title, and interest throughout the world in and to such Work Product, including all Intellectual-Property Rights therein, including the right to sue for past, present, and future infringement, misappropriation, or dilution thereof.


• 5.2  To the extent that any copyrights are assigned under this section 5 of the Agreement, you irrevocably waive in favor of the Company, to the extent permitted by applicable law, any and all claims you may now or hereafter have in any jurisdiction to all rights of paternity or attribution, integrity, disclosure, and withdrawal, as well as any other rights that may be known as “moral rights” in relation to all Work Product to which the assigned copyrights apply.


• 5.3  You shall make full and prompt written disclosure to the Company of any inventions or processes, as such terms are defined in 35 U.S.C. § 100, that constitute Work Product, whether or not such inventions or processes are patentable or protected as trade secrets. You shall not disclose to any third party the nature or details of any such inventions or processes without the prior written consent of the Company. Any patent application for or application for registration of any Intellectual-Property Rights in any Work Product that you may file during the Term or within one year thereafter will belong to the Company, and you assign to the Company, for no additional consideration, your entire right, title, and interest in and to such application, all Intellectual-Property Rights disclosed or claimed therein, and any patent or registration issuing or resulting therefrom.


• 5.4  Upon the reasonable request of the Company, during and after the Term, you shall promptly take such further actions, including execution and delivery of all appropriate instruments of conveyance, and provide such further cooperation, as may be reasonably necessary to assist the Company to apply for, prosecute, register, maintain, perfect, record, or enforce its rights in any Work Product and all Intellectual-Property Rights therein. In the event the Company is unable, after reasonable effort, to obtain your signature on any such documents, you hereby irrevocably designate and appoint the Company as your agent and attorney-in-fact, to act for and on your behalf solely to execute and file any such application or other document and do all other lawfully permitted acts to further the prosecution and issuance of patents, copyrights, or other intellectual-property protection related to the Work Product with the same legal force and effect as if you had executed them. You agree that this power of attorney is coupled with an interest.


• 5.5  To the extent that any of your preexisting materials are incorporated in or combined with any Deliverable, or are otherwise necessary for the use or exploitation of any Work Product, you grant to the Company an irrevocable, worldwide, perpetual, royalty-free, non-exclusive license to use, publish, reproduce, perform, display, distribute, modify, prepare derivative works based upon, make, have made, sell, offer to sell, import, and otherwise exploit such preexisting materials and derivative works thereof. The Company may assign, transfer, and sublicense (through multiple tiers) such rights to others without your approval.


• 5.6  As between you and the Company, the Company is, and will remain, the sole and exclusive owner of all right, title, and interest in and to any documents, specifications, data, know-how, methodologies, software, and other materials provided to you by the Company (“Company Materials”), including all intellectual-property rights therein. You have no right or license to reproduce or use any Company Materials except solely during the Term to the extent necessary to perform your obligations under this Agreement. All other rights in and to the Company Materials are expressly reserved by the Company. You have no right or license to use the Company’s trademarks, service marks, trade names, logos, symbols, or brand names.


• 5.7  You shall require each of your employees and contractors to execute written agreements containing obligations of confidentiality, non-use, and assignment of inventions and other work product consistent with the provisions of this section 5 prior to such employees or contractor providing any Services under this Agreement.

• 6.1  You acknowledge that you will have access to information that is treated as confidential and proprietary by the Company, including, without limitation, the existence and terms of this Agreement, trade secrets, technology, and information pertaining to business operations, customers, and pricing, in each case whether spoken, written, printed, electronic, or in any other form or medium (collectively, “Confidential Information”). Any Confidential Information that you access or develop in connection with the Services, including but not limited to any Work Product, shall be subject to the terms and conditions of this clause. You agree to treat all Confidential Information as strictly confidential; not to disclose Confidential Information or permit it to be disclosed, in whole or part, to any third party without the prior written consent of the Company in each instance; and not to use any Confidential Information for any purpose except as required in the performance of the Services. You shall notify the Company immediately in the event you become aware of any loss or disclosure of any Confidential Information.


• 6.2  Confidential Information shall not include information that:
   
  • (a)  is or becomes generally available to the public other than through your breach of this Agreement; or
  • (b)  is communicated to you by a third party that had no confidentiality obligations with respect to such information.
 
• 6.3  Nothing in this Agreement shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation, or order. You agree to provide written notice of any such order to an authorized officer of the Company within seven calendar of receiving such order, but in any event sufficiently in advance of making any disclosure to permit the Company to contest the order or seek confidentiality protections, as determined in the Company’s sole discretion.
 
• 6.4  Notice of Immunity Under the Defend Trade Secrets Act of 2016 (“DTSA”). Notwithstanding any other provision of this Agreement:
  • (a)  You will not be held criminally or civilly liable under any federal or state trade-secret law for any disclosure of a trade secret that:
    • (i)  is made: (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (B) solely for the purpose of reporting or investigating a suspected violation of law; or
    • (ii)  is made in a complaint or other document that is filed under seal in a lawsuit or other proceeding.
  • (b)  If you file a lawsuit for retaliation by the Company for reporting a suspected violation of law, you may disclose the Company’s trade secrets to your attorney and use the trade-secret information in the court proceeding if you:
    • file any document containing the trade secret under seal; and
    • (ii)  do not disclose the trade secret, except pursuant to court order.

• 7.1  You represent and warrant to the Company that:
  • (a)  you have the right to enter into this Agreement, to grant the rights granted in this Agreement, and to perform fully all of your obligations in this Agreement;
  • (b)  your entering into this Agreement with the Company, and your performance of the Services do not and will not conflict with, or result in any breach or default under, any other agreement to which you are subject;
  • (c)  you have the required skill, experience, and qualifications to perform the Services, you shall perform the Services in a professional and workmanlike manner in accordance with best industry standards for similar services, and you shall devote sufficient resources to ensure that the Services are performed in a timely and reliable manner;
  • (d)  you shall perform the Services in compliance with all applicable federal, state, and local laws and regulations, including by maintaining all licenses, permits, registrations, and certifications required to perform the Services, and you have provided all such licenses, permits, registrations, and certifications to the Company;
  • (e)  the Company will receive good and valid title to all Work Product, free and clear of all encumbrances and liens of any kind;
  • (f)  all Work Product is and shall be your original work (except for material in the public domain or provided by the Company) and, to the best of your knowledge, do not and will not violate or infringe upon the intellectual-property right or any other right whatsoever of any person, firm, corporation, or other entity;
  • (g) without penalty by the Company, you are free to accept or reject clients and commitments in connection with furnishing the Services, provided that you have not accepted a client or commitment;
  • (h) the rates set forth in Schedule 2 are those agreed to, and therefore set, by the client, and you will receive those rates without deduction by the Company;
  • (i) you are customarily engaged, or were previously engaged, in an independently established business or trade of the same nature as, or related to, the Services; and
  • (j) you will perform the Services at a location, which may include your own personal residence, that is separate from that of the Company;
• 7.2  The Company represents and warrants to you that:
  • (a)  it has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder; and
  • (b)  the execution of this Agreement by its representative, whose signature is set forth at the end of this Agreement, has been duly authorized by all necessary corporate action.

• 8.1  You shall defend, indemnify, and hold harmless the Company and its affiliates, as well as the Company’s and affiliates’ respective officers, directors, employees, agents, successors, and assigns, from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs, or expenses of whatever kind (including reasonable attorneys’ fees) arising out of or resulting from:
  • (a)  bodily injury, death of any person, or damage to real or tangible personal property resulting from your acts or omissions; or
  • (b)  your breach of any representation, warranty, or obligation under this Agreement.
• 8.2  The Company may satisfy such indemnity (in whole or in part) by way of deduction from any payment due you.

• 9.1  You or the Company may terminate this Agreement without cause upon five calendar days’ written notice to the other Party to this Agreement. In the event of termination pursuant to this clause, the Company shall pay you on a pro-rata basis any Fees then due and payable for any Services completed, up to and including the date of such termination.
• 9.2  You or the Company may terminate this Agreement, effective immediately upon written notice to the other Party to this Agreement, if the other Party materially breaches this Agreement or the Company’s Terms and Conditions (which are made a part of and incorporated herein by reference to this Agreement).
• 9.3  Upon expiration or termination of this Agreement for any reason, or at any other time upon the Company’s written request, you shall promptly upon expiration or termination:
  • (a)  deliver to the Company all Deliverables (whether complete or incomplete) and all materials, equipment, and other property provided for your use by the Company;
  • (b)  deliver to the Company all tangible documents and other media, including any copies, containing, reflecting, incorporating, or based on the Confidential Information;
  • (c)  permanently erase all of the Confidential Information from your computer and phone systems; and
  • (d)  certify in writing to the Company that you have complied with the requirements of this clause.
• 9.4  The terms and conditions of this clause and of section 4, section 5, section 6, section 7, section 8, section 11, section 12, section 13, and section 14 of this Agreement shall survive the expiration or termination of this Agreement.

• You may be engaged or employed in any other business, trade, profession, or other activity while providing the Services to the Company, including a business similar to the Company. You are customarily engaged, or were previously engaged, in an independently established business or trade of the same nature as, or related to, the Services provided hereunder.

• You shall not assign any rights, or delegate or subcontract any obligations, under this Agreement without the Company’s prior written consent. Any assignment in violation of the foregoing shall be deemed null and void. The Company may freely assign its rights and obligations under this Agreement at any time. Subject to the limits on assignment stated above, this Agreement will inure to the benefit of, be binding on, and be enforceable against each of the Parties and their respective successors and assigns.

• In the event you breach or threaten to breach section 5 or section 6 of this Agreement, you acknowledge and agree that the Company shall be entitled to seek, in addition to other available remedies, a temporary or permanent injunction, or other equitable relief restraining such breach or threatened breach, from any court of competent jurisdiction, and that money damages would not afford an adequate remedy, without the necessity of showing any actual damages, and without the necessity of posting any bond or other security. This equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages, or other available forms of relief.

• 13.1  Any dispute, controversy, or claim arising out of or related to this Agreement or any breach or termination of this Agreement, or the Company’s Terms and Conditions, including but not limited to the Services you provide to the Company, and any alleged violation of any federal, state, or local statute, regulation, common law, or public policy, whether sounding in contract, tort, or statute, shall be submitted to and decided by binding arbitration. Arbitration shall be administered by the American Arbitration Association in the city where you reside before a single arbitrator. In any arbitration, the Parties will have the right to conduct adequate civil discovery, bring dispositive motions, and present witnesses and evidence as needed to present their respective cases and defenses, and any dispute in this regard shall be resolved by the arbitrator. Each Party shall have the right to subpoena witnesses and documents for the arbitration, subject to the control of the arbitrator. Each Party will pay the fees for his, her, or its own attorneys, subject to any remedies to which that Party may later be entitled under applicable law. However, in all cases where required by law, the Company will pay the arbitrator’s fees and costs of arbitration. If under applicable law the Company is not required to pay all of the arbitrator’s fees or the costs of arbitration, such fees and costs will be apportioned between the Parties in accordance with applicable law, and any disputes in that regard will be resolved by the arbitrator. Any arbitral award determination shall be final and binding upon the Parties, may award all types of relief otherwise available in court, and shall be in writing. Judgment on the arbitrator’s award may be entered in any court of competent jurisdiction.
  
• 13.2  Except for representative claims that cannot be waived under applicable law and that are therefore excluded from this Agreement, the Parties waive the right to assert, participate in, or receive money or any other relief from any class or collective claims against each other in court, arbitration, or any other proceeding. Each Party shall only submit their own individual claims against the other and will not seek to represent the interests of any other person or entity. The arbitrator shall have no jurisdiction or authority to compel any class or collective claim, or to consolidate different arbitration proceedings with, or join any other party to, an arbitration between the Parties. The arbitrator, not any court, shall have exclusive authority to resolve any dispute relating to the enforceability or formation of this Agreement and the arbitrability of any dispute between the Parties, except for any dispute relating to the enforceability or scope of the class- and collective-action waiver, which shall be determined by a court of competent jurisdiction.
• 13.3  These arbitration provisions are governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and you acknowledge that this Agreement evidences a transaction involving interstate commerce.

• 14.1  You shall not export, directly or indirectly, any technical data acquired from the Company, or any products utilizing any such data, to any country in violation of any applicable export laws or regulations.
• 14.2  All notices, requests, consents, claims, demands, waivers, and other communications (“Notice”) shall be in writing and addressed to the Parties at the addresses set forth on the first page of this Agreement (or to such other address that may be designated by the receiving Party from time to time in accordance with this section of the Agreement). All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees prepaid), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only if (a) the receiving Party has received the Notice, and (b) the Party giving the Notice has complied with the requirements of this section.
• 14.3  This Agreement, together with any other documents incorporated by reference and related exhibits and schedules, constitutes the sole and entire agreement of the Parties to this Agreement with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
• 14.4  This Agreement may only be amended, modified, or supplemented by an agreement in writing signed by each Party, and any of the terms thereof may be waived, only by a written document signed by each Party to this Agreement or, in the case of waiver, by the Party or Parties waiving compliance.
• 14.5  If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
• 14.6  This Agreement may be executed in multiple counterparts and by electronic signature, each of which shall be deemed an original and all of which together shall constitute one instrument.

• Advisor will communicate with individual clients regarding “Categories of Expertise” via text message, audio communication, and video communication using Company’s platform.
• Advisor will create a profile with informative descriptions, including 6 pictures that matches Advisor’s “Categories of Expertise.”
• Advisor will be available and active on app at least 1 day a week.
• Advisor will respond to “Requested Session” with maximum of 24-hour window with personal emergency exception 48-hour window.
• Advisor will provide services with reasonable care.

• Payment terms can be amended at any moment, dependent on market demand and need.
• Text Message Communication: Advisor will receive $0.175 per standard text message characters limit (280 characters).
• Audio Communication: Advisor will receive $2.275 per minute per each communication with each individual client. Communications will be pro-rated down to the second to fairly compensate the advisor.
• Video Communication: Advisor will receive $3.25 per minute per each video communication with each individual client. Communications will be pro-rated down to the second to fairly compensate the advisor.