Last update: 27 April 2023
This Technology Services Agreement (Agreement) constitutes a legal agreement between you, an individual (you) and PolyTripper LLC. The legal entity PolyTripper LLC is synonymously referred to as Company or PolyTripper in this agreement; all uses of Company and PolyTripper shall be deemed to refer to PolyTripper LLC.
Company provides directory listing and payments processing services to independent providers of language instruction services using the PolyTripper Services (as defined below). The PolyTripper Services enable an authorized language instruction provider to seek, receive and fulfill requests for language services from an authorized user of the PolyTripper App (section 1.5). You desire to enter into this Agreement for the purpose of accessing and using the PolyTripper Services.
You acknowledge and agree that Company is a technology services provider that does not provide language services.
In order to use the PolyTripper Services, you must agree to the terms and conditions that are set forth below. Your use of PolyTripper Services constitutes your agreement to be bound by these terms and conditions; you have no right to use the PolyTripper Services if you do not agree to these terms or are not legally able to be bound by them.
1.1Affiliate means an entity that, directly or indirectly, controls, is under the control of, or is under common control with a party, where control means having more than fifty percent (50%) of the voting stock or other ownership interest or the majority of the voting rights of such entity.
1.2 Locality Addendum means an addendum or supplemental information to this Agreement setting forth additional Locality-specific terms, as made available and as updated by Company from time to time.
1.3 Company Data means all data related to the access and use of the PolyTripper Services hereunder, including all data related to Users (including User Information), all data related to the provision of language instruction services via the PolyTripper Services.
1.4 Access Devices means any mobile or desktop device which you use to access the PolyTripper services.
1.5 PolyTripper App means the mobile application or mobile / desktop website provided by Company that enables language instruction providers to access the PolyTripper Services for the purpose of seeking, receiving and fulfilling prescheduled and / or on-demand requests (also known as Instant Lessons) for language instruction services by Users, as may be updated or modified from time to time.
1.6 User Credentials means the credentials you use to use and access the PolyTripper App.
1.7 Service Fee has the meaning set forth in Section 1.27.
1.8 Language Instruction Services means your provision of teaching services to Users via the PolyTripper Services in the Locality using your Devices.
1.9 PolyTripper Services means Company’s lead generation and related services that enable language instruction providers to seek, receive and fulfill prescheduled and on-demand requests for Language Instruction Services by Users seeking language instruction; such PolyTripper Services include access to the PolyTripper App and PolyTripper’s software, websites, payment services as described in Section 4 below, and related support services systems, as may be updated or modified from time to time.
1.10 User means an end user authorized by PolyTripper to use the PolyTripper App for the purpose of obtaining Language Instruction Services offered by Company’s customers.
1.11 User Information means information about a User made available to you in connection with such User’s request for and use of Language Instruction Services, which may include the User’s name, contact information and photo.
1.12 PolyTripper Credits means the virtual currency obtained by either converting fiat currency into the virtual currency via the Buy Credits screen or else buying a gift card via the Gift Cards screen. As of this writing, one PolyTripper Credit equals one US dollar, minus any conversion and handling fees imputed by the third-party payment providers we use to process the payment as well as any additional handling fees which we may impute at our discretion. Once purchased, this currency is non-refundable and non-transferable other than by providing the gift card code to its intended recipient and remunerating teachers for Language Instruction Services provided. Buying credits or redeeming a gift card increases one's Student Balance (defined below), which is denominated in PolyTripper Credits. These credits can only subsequently be used to purchase Language Instruction Services. PolyTripper Credits may only be purchased for the express purpose of purchasing Language Instruction Services, either directly for one's own use or for the intended recipient of a gift card, and any other use thereof is expressly forbidden.
1.13 Payment Services means any system which transfer, holds or converts fiat currency or PolyTripper Credits for use within PolyTripper Services. Such systems are included but not limited to the payment providers (such as PayPal and Stripe) which facilitate the ingress of fiat currency into PolyTripper Services, Student Balance (section 1.20) and Teacher Earnings (section 1.25) which hold PolyTripper Credits for the student or teacher, and Teacher Earnings Withdrawal Endpoints (section 1.29)
1.14 Payment Method means the method by which PolyTripper Credits are purchased. Current allowable methods include but are not limited to credit card or PayPal.
1.15 Fiat Currency means the currency of an existing country which is a supported payment currency by one of the Payment Providers (1.16). Examples of fiat currencies include but are not limited to US Dollars (USD), Euros (EUR), and British Pounds (GBP).
1.16 Payment Provider is the third-party company which Company uses to convert fiat currency to PolyTripper Credits. Example Payment Providers include but are not limited to PayPal, Stripe and Payoneer.
1.17 Purchase Fee means the fee charged when converting fiat currency to PolyTripper Credits. This fee is a the sum of the fee charged by the Payment Provider who services the transaction as well as any additional fee charged by Company.
1.18 Student means a consumer of Language Instruction Services requests which are initiated via PolyTripper Services.
1.19Teacher means a provider of Language Instruction Services requested via PolyTripper Services.
1.20 Student Balance means the user-account-specific current numeric quantity PolyTripper Credits that can be used for purchasing Language Instruction Services via the PolyTripper App and PolyTripper Services. It is expressly prohibited to initiate payment for Language Instruction Service by any other means than a debit from one's Student Balance.
1.21 Lesson means a block of time purchased by the student from the teacher for the purposes of receiving Language Instruction Services. PolyTripper, being merely the technology provider who facilitated this purchase, disclaims any liability or responsibility for the content of a lesson which both the student and teacher attended.
1.22 Lesson Price means the price denominated in PolyTripper Credits of a single Lesson which the teacher has determined and which is published publicly in the PolyTripper App.
1.23 Package means a predetermined quantity of lessons that a teacher can offer for a single price (called the Package Price) and transaction. It is not mandatory that a teacher offer packages, and although customary, it is not mandatory that the Package Price reflect a discount with respect to the individual Lesson Price.
1.24 Package Lesson means a Lesson that is part of a Package. When a student books a Package Lesson there is no transfer of credits involved. The transfer of credits from the User Balance to the PolyTripper Holding Balance happens at the time of purchase of the Package.
1.25 Teacher Earnings means the user-account-specific current numeric quantity of PolyTripper Credits that a teacher has received by providing Language Instruction Services requested via the PolyTripper App and PolyTripper Services. The Teacher Balance is increased upon Successful Lesson Completion (defined below) of a Lesson by either the Lesson Price (if the Lesson was sold individually) minus the Service Fee (defined below) or else the Package Price divided by the number of lessons in the package, minus the Service Fee. Students and teachers may only use PolyTripper Services via augmenting Student Balances, transferring Student Balances to Teacher Earnings via Successful Lesson Completion, and for teachers, withdrawing funds from Teacher Earnings or transferring their Teacher Earnings to their Student Balance.
1.26 PolyTripper Holding Balance means the conceptual holding place for PolyTripper Credits after a lesson is purchased by a student but before that lesson has been confirmed or canceled. PolyTripper Credits minus the service fee are transferred to the PolyTripper Holding Balance after a lesson is purchased. These PolyTripper Credits minus the Service Fee are then subsequently transferred to the Teacher Earnings after lesson confirmation or dispute resolved in favor of the teacher. In case of a cancellation or dispute resolved in favor of the student these credits minus a possible cancellation fee will be transferred back to the Student Balance (sections 2.7, 2.8, 2.9, 2.10 and 2.11).
1.27 Service Fee means the fee that PolyTripper imputes and retains when a transfer is made from a Student Balance to a Teacher Balance. Currently, this fee is 5% and is subject to change at our discretion with fifteen-day advance notice by changing these terms on our public-facing website.
1.28 Success Lesson Completion means the trigger event which initiates the transfer of PolyTripper Credits from a Student Balance to a Teacher Balance, minus the service fee discussed in section 1.26. If the lesson that was completed was part of a Package, the event triggered initiates the transfer of PolyTripper Credits from the PolyTripper Holding Balance to a Teacher Earnings .
1.29 Teacher Earnings Withdrawal Endpoint means the teacher-controlled endpoint to which PolyTripper Credits converted to fiat currency is sent. Current Teacher Earnings Withdrawal Destinations include but are not limited to PayPal and Payoneer.
1.30 Registration Information means the information you provide about your identity and residence when you create a profile in the PolyTripper App.
1.31 Digital Resource means a digital asset made available for download or viewing (including, but not limited to, PDFs, documents, image files and videos) in order to either supplement a student’s study or else serve as resources to other teachers. Such digital resources may be created by PolyTripper (with the sole aim of attracting students to the site), or else by a teacher registered with the PolyTripper.
2.1 User Credentials and Registration Information. When you register as a user via the PolyTripper website, you will use or create credentials which uniquely identify you as a user for the purposes of logging in and creating student and/or teacher profiles. When you register, you certify that:
You are 18 years of age or older and are not a person barred from receiving the Services under the laws of California or the laws of other applicable jurisdictions.
You will provide true, accurate, current and complete information about yourself as prompted by the registration form for the PolyTripper Services (the Registration Information), including your true full legal name.
You will maintain and promptly update the Registration Information to keep it true, accurate, current and complete.
If you fail to comply, or if Company has reasonable grounds to suspect that you have failed to comply, with any portion of the registration obligations, representations or warranties described in this section 2.1, you are expressly prohibited from using PolyTripper Services and Company will have the right to suspend or terminate your account and you will forfeit any credits in your Student Balance and Teacher Earnings. You agree that you will maintain your User Credentials in confidence and not share your User Credentials with any third party. You will immediately notify Company of any actual or suspected breach or improper use or disclosure of your User Credentials or the PolyTripper App.
2.2 Consumption of Language Instruction Services. After having created a Student Profile, you may choose to consume Language Instruction Services provided by other teachers at your discretion. You may also choose not to consume Language Instruction Services and sign up to be a teacher in order to provide Language Instruction Services. Teachers are additionally bound to the separate PolyTripper Technology Services Agreement for Teachers. If you consume Language Instruction Services, the PolyTripper App will create requests for these services on your behalf for other teachers. On successful acknowledgment of such requests, the PolyTripper Services will provide you with certain Teacher Information via the PolyTripper App, including but not limited to the Teacher's name and chat contact information. In order to enhance Teacher satisfaction with the PolyTripper App and your Language Instruction Services, it is recommended that you be present at the designated lesson time and no later than ten (10) minutes after the agreed-upon starting time for your lesson. Successful lesson booking will reveal both the user's and teacher's preferred method of communication platform and credentials needed to establish communication with both parties on their desired chat platform from the PolyTripper App. You acknowledge and agree that once you have created a request for Language Instruction Services, The PolyTripper App may provide certain information about you to the Teacher, including your name and contact information. You shall not contact any Teachers or use any Teacher's personal data for any reason other than for the purposes of fulfilling any current or future Language Instruction Services scheduled by that teacher via any other means than PolyTripper Services. As between Company and you, you acknowledge and agree that: (a) the teacher and you shall be solely responsible for determining the most effective, efficient and safe manner to perform each instance of Language Instruction Services; (b) except for the PolyTripper Services, the teacher shall provide all necessary equipment, tools and other materials, at their own expense and discretion, necessary to perform Language Instruction Services; and (c) you will consume the Language Instruction Services in a manner which is consistent with its intended purpose and with honest and fair behavior.
2.3 Your Relationship with Teachers. You acknowledge and agree that your consumption of Language Instruction Services to Users creates a direct business relationship between you and the Teacher. Company is not responsible or liable for the actions or inactions of a Teacher in relation to you, your activities or your Devices. You shall have the sole responsibility for any obligations or liabilities to Teachers or third parties that arise from your consumption of Language Instruction Services. You acknowledge and agree that you are solely responsible for taking such precautions as may be reasonable and proper regarding any acts or omissions of a Teacher or third party. You acknowledge and agree that Company may release your contact information to a Teacher for the purposes of fulfillment of Language Instruction Services. You acknowledge and agree that, unless specifically consented to by a Teacher, you may not incorporate individuals other than yourself, during the consumption of Language Instruction Services. You acknowledge and agree that you will comply with the lesson duration established with the Language Instruction Request. You acknowledge and agree that you will not make any audio or video (either motion-based video or still picture) recordings of the Teacher without Teacher's express consent. Violation of these terms may result in immediate suspension of your PolyTripper account and forfeiture of all credits earned.
2.4 Your Relationship with Company. You acknowledge and agree that Company’s provision to you of the PolyTripper App and the PolyTripper Services creates a direct business relationship between Company and you. Company does not, and shall not be deemed to, direct or control you generally or in your performance under this Agreement specifically, including in connection with your consumption of Language Instruction Services or the teacher's acts or omissions. You retain the sole right to determine when, where, and for how long you will utilize the PolyTripper App or the PolyTripper Services. For the sake of clarity, you understand that you retain the complete right to; (i) use other software application services in addition to the PolyTripper Services; and (ii) engage in any other occupation or business. Company retains the right to deactivate or otherwise restrict you from accessing or using the PolyTripper App or the PolyTripper Services in the event of a violation or alleged violation of this Agreement, your disparagement of Company or any of its Affiliates, your act or omission that causes harm to Company’s or its Affiliates’ brand, reputation or business as determined by Company in its sole discretion.
2.5 Company's Obligations to You. As mentioned at the start of this agreement, Company is a technology services provider that does not provide language services. Company makes absolutely no guarantees that the teachers' stated claims about their background, experience, abilities, or credentials are true and accurate, nor that a teacher will actually fulfill their teaching obligation. Company disclaims any liability or responsibility for the legality, safety or quality of the Language Instruction Services provided.
For digital resources purchased and/or downloaded from the PolyTripper website, although PolyTripper requires teachers to submit original, accurate works only, PolyTripper is not always able to verify that a teacher has been truthful in submitting an original, accurate digital resource. You are expected to do due diligence in your selection and purchase of a digital resource and all sales are final to the extent permissible by law, even if it is later discovered that the digital resource you purchased or downloaded is not accurate or an original work. You affirm that your sole remedy for any breach of copyright or other legal issue arising from non-compliant digital resource shall be a refund of your purchase price if the law requires such a refund of PolyTripper.
2.6 Ratings. You acknowledge and agree that: (a) after receiving Language Instruction Services, you will be prompted by PolyTripper’s mobile application to provide a rating of the teacher and their Language Instruction Services and, optionally, to provide comments or feedback about them and such Language Instruction Services; and (b) after consuming Language Instruction Services, you will be prompted by the PolyTripper App to provide a rating of the Teacher and, optionally, to provide comments or feedback about the Teacher. You shall provide your ratings and feedback in good faith and agree to report any abuses or irregularities of the rating system to Company.
2.7 Lesson Booking. When you book a lesson as a student, you are authorizing company to transfer the corresponding number of PolyTripper Credits from your Student Balance to the PolyTripper Holding Balance.
2.8 Lesson Confirmation. When you confirm a lesson as a student, you are indicating that the lesson was completed to your satisfaction and are authorizing Company to transfer the corresponding number of PolyTripper Credits that was agreed-upon and specified in advance out of the PolyTripper Holding Balance in order to remunerate the teacher.
A lesson must be confirmed by a student within 48 hours for regular lessons and within 6 hours for Instant Lessons. If a student does not confirm the lesson in this time, the lesson will be automatically confirmed and it is not possible to appeal or reverse this confirmation.
2.9 Lesson Cancellation. If you cancel a lesson request as a student before this lesson is accepted by the teacher, or else that lesson request is declined by the teacher or not accepted by the teacher within a specified time frame, the corresponding number of PolyTripper credits will be returned in their entirety to your Student Balance from the PolyTripper Holding Balance. In case of a package lesson, there will be no transfer of credits, but the lesson will be returned to the package and can be scheduled again at a later time. If you cancel a lesson after it is accepted by the teacher, less than 48 hours and more than 24 hours before the start of the lesson, there will be a 20% cancellation fee which will be deducted from the credits that will be returned to your Student Balance.
2.10 Lesson Non-Attendance. If either the student or teacher does not attend a lesson, the student may mark the lesson as Missed and specify one of two desired outcomes: transfer the credits to the teacher as if the lesson had been successfully confirmed, or else request that the PolyTripper Credits for this lesson be returned to the Student Balance in their entirety. If the student requests a refund, the teacher must the subsequently agree to this refund. If the teacher does not agree, the lesson goes into a disputed status, the resolution of which is described below (section 2.11).
2.11 Lesson Disputes. In case of a lesson dispute, Company may, at its discretion, contact either or both student and teacher and ask them to submit justifying evidence supporting their claims. Company then will decide a resolution. If the resolution is in favor of the student, the student's PolyTripper Credits will be returned to the Student Balance in their entirety or, in case of a package lesson, the lesson will be returned to the package. If the resolution is in favor of the teacher, the credits will be transferred to the Teacher Balance as if the lesson were successfully confirmed. Company reserves the right to deliberate on its decision for an unspecified time frame and duration and Company's decision is final, binding and cannot be appealed. During the entire deliberation process, the corresponding PolyTripper Credits will remain in the PolyTripper Holding Balance and be unavailable to both the student and teacher.
Company reserves the right to suspend or terminate a student or teacher account if it determines that one or more disputes have not been initiated in good faith.
2.12 Package Expiration and Disputes. As per section 4.6, packages have a conceptual stored value and normally expire six months from the date of purchase. If both a teacher and student agree to extend the package expiration term, Company will accommodate such requests if it deems them reasonable.
The student will be notified in advance when a package's expiration is imminent. Once a package expires without any communication pertaining to this package by either the student or teacher, the outstanding PolyTripper Credits in the PolyTripper Holding Balance are transferred to the teacher as if the student had completed and confirmed all outstanding lessons in the package.
If the student does not want this outcome and communicates this to Company before package expiration, then the teacher will be contacted and asked to agree to or disagree with the student's desired outcome. If the teacher agrees with this outcome or does not respond within 72 hours after receiving Company's communication, the outstanding PolyTripper Credits for this package will be returned in their entirety to the Student Balance. If the teacher does respond and disagrees with this outcome, Company will determine the resolution.
Company reserves the right to deliberate on its decision for an unspecified timeframe and Company's decision is final, binding and cannot be appealed. During the entire deliberation process, the corresponding PolyTripper Credits will remain in the PolyTripper Holding Balance and be unavailable to both the student and teacher.
Company reserves the right to suspend or terminate a student or teacher account if it determines that one or more disputes have not been initiated in good faith.
2.13.1 Company requires you to use your own Access Devices when consuming Language Instruction Services.
2.13.2 When using your Access Devices: (i) you are responsible for the acquisition, cost and maintenance of Your Devices as well as any necessary wireless data plan; and (ii) Company shall make available the PolyTripper App for installation on Your Device. Company hereby grants you a personal, non-exclusive, non-transferable license to install and use the PolyTripper App on Your Device solely for the purpose of requesting Language Instruction Services. You agree to not provide, distribute or share, or enable the provision, distribution or sharing of, the PolyTripper App (or any data associated therewith) with any third party. You agree that: (i) use of the PolyTripper App on Your Device requires an active data plan with a wireless carrier associated with Your Device, which data plan will be provided by you at your own expense; and (ii) use of the PolyTripper App on Your Device as an interface with the PolyTripper Services may consume very large amounts of data through the data plan. COMPANY ADVISES THAT YOUR DEVICE ONLY BE USED UNDER A DATA PLAN WITH UNLIMITED OR VERY HIGH DATA USAGE LIMITS, AND COMPANY SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY FEES, COSTS, OR OVERAGE CHARGES ASSOCIATED WITH ANY DATA PLAN.
3.1 General Obligations You acknowledge and agree that at all times: (a) you will strive to be attuned to the culture differences of your teachers and avoid asking, doing, or saying things that would make them uncomfortable; (b) you possess the appropriate and current level of training, expertise and experience to consume Language Instruction Services in a professional manner with due skill, care and diligence; (c) that you understand the English language well enough to understand and execute the contracts and documents sent to you by Company ; (d) you will maintain high standards of professionalism, service and courtesy ; (f) you will not make any audio or video (either motion-based video or still picture) recordings of the Teacher without Teacher's express consent. You acknowledge and agree that Company reserves the right, at any time in Company’s sole discretion, to deactivate or otherwise restrict you from accessing or using the PolyTripper App or the PolyTripper Services as well as seize and not refund your remaining PolyTripper credits if you fail to meet the requirements set forth in this Agreement, as determined by Company.
3.2 Dress Code You are required to be fully clothed with non-revealing clothing during PolyTripper lessons when your camera is on. You will not request exemptions to this policy nor write teachers asking for exemptions to this policy. Violations of this policy, either by not complying with the dress code or requests to teachers for exemptions to this policy will result in suspension and/or termination of your account and forfeiture of your PolyTripper credits.
3.3 Inappropriate Conduct You shall not use the Service or the Device in any way that is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, or any similar behavior. We reserve the right to immediately terminate your Service if, in our sole and absolute discretion, we determine that you have used the Service or the Device in any of the aforementioned ways. In the event of such termination, you forfeit your remaining PolyTripper credits and they will not be refunded. If we believe that you have used the Service or the Device in any of the aforementioned ways, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You hereby consent to our forwarding of any such communications and information to these authorities. In addition, PolyTripper will provide information in response to law enforcement requests, subpoenas, court orders, to protect it's rights and property and in the case where failure to disclose the information may lead to imminent harm to the customer or others.
4.1 PolyTripper Credits are Pegged to USD. One PolyTripper Credit corresponds to one US Dollar (USD) and conceptually, Company holds purchased and unused credits in a USD deposit account although the actual implementation may not correspond to this conceptual one. This implies that if the Student is not based in a country which uses the US Dollar, there will be a currency conversion fee by Payment Provider when converting the currency used with the Payment Method chosen to PolyTripper Credits, which are USD-based. You agree to accept these fluctuation risks and that your PolyTripper Credits are pegged to the USD.
4.2 Purchase of Credits and Student Balance. A student consumes Language Instruction Services by paying for them with PolyTripper Credits. PolyTripper Credits are purchased with flat currency via one of the supported Payment Methods. There is a fee associated with the purchase of these credits which may include a fee imputed by the payment provider we contract with (such as PayPal or Stripe) and optionally, a fee imputed by us. The estimated fee for the purchase of the desired number of credits is indicated on the purchase screen. This fee is indicative and the actual fee is determined only after the purchase, possibly using data returned by the Payment Provider. The net number of PolyTripper Credits purchased is calculated by the gross fee paid minus the Purchase Fee. By initiating a transaction to purchase PolyTripper Credits, you authorize Company to use Payment Provider to debit your Payment Method for the gross fee. Upon successful purchase, the net PolyTripper Credits are deposited into the Student Balance. The Student Balance is the only permitted mechanism by which you may remunerate a teacher they have found using the PolyTripper Services and it is forbidden to circumvent this mechanism.
4.3 Company Holds Unused PolyTripper Credits. PolyTripper Credits are stored in the Student Balance until you use them to purchase a lesson or package. Since PolyTripper Credits are pegged to the US Dollar, this implies that if the Student is not based in a country which uses the US Dollar, the stored, unused PolyTripper Credits may fluctuate in value with respect to a Student's country's currency.
If the actual implementation of the storage of your PolyTripper credits is such that Company can derive benefit from this implementation without eroding or compromising the value of your PolyTripper Credits, Company will not make you a party to this arrangement. For example, if Company stores unused funds in an interest-bearing account, the user whose Student Balance contains those credits will not have claim to any of that interest.
4.4 Student and Teacher Balances Are Not Bank Accounts. Student and Teacher Balances are not bank accounts, are not insured, earn no interest and cannot be withdrawn. Student Balances are non-refundable and expire as per section 4.5.
4.5 PolyTripper Credits are Non-Refundable and Expire. Once purchased, PolyTripper Credits are non-refundable and non-transferable (other than indirectly via a gift card purchase which never transits via the purchaser's Student Balance). PolyTripper Credits are valid for one year since your last login date; each login automatically extends the expiration term of said credits by one year from the last login date. Once the credits have expired, the Student Balance is set to zero and there is no way to reclaim or recreate the PolyTripper Credits.
4.6 Packages Also Have Stored Value and Expire. In addition to PolyTripper Credits in one's Student Balance, purchased packages represent another type of stored value and expire. A package expiration date is typically six months from the date of purchase, although this expiration date may be extended at the discretion of the teacher. Package expiration is handled according to the Package Expiration and Disputes section (2.12).
Packages are purchased with PolyTripper Credits from the Student Balance and therefore represent a conceptual USD-denominated transaction. From the time of package purchase to the time that an individual lesson package is consumed by specifying it as the payment source of a lesson (as opposed to specifying the payment source of the Student Balance), a teacher's package rate could increase or decrease, and the USD itself could increase or decrease with respect to the student's country currency if the student does not live in a USD-based country. You agree to accept the eventuality of these rate and currency fluctuations and agree that the package purchase price and the number of lessons in the package solely represents the mutually agreed-upon contract to prepurchase a fixed number of lessons at a discounted price to be completed within six months regardless of future rate and currency fluctuations.
4.7 Your Obligations.You shall not, and shall now allow or enable any other party to: (a) violate any laws which you are bound by, (b) impersonate another party or use another party's payment method which you are not legally authorized to use, or (c) use the Payment Services for any use other than purchasing Language Instruction Services for registered teachers of the PolyTripper App. Additionally, you will not purchase gift cards for or transmit gift card codes to anyone who does not intend to use them in a manner consistent with these restrictions and agree to be bound by whatever financial and tax laws apply to you in conjunction with your use of the Payment Services. PolyTripper, at its discretion, may choose not to honor gift card redemptions attempted in a manner which is inconsistent with the intended use of these gift cards, in which case the funds are seized by PolyTripper and unavailable for future redemption.
You understand that the purchase of PolyTripper Credits is an irreversible, non-refundable transaction and agree that you will not purchase PolyTripper Credits if you do not intend to use them as intended, and will not purchase a gift card for someone else if you do not intend to gift the credits to someone else who will use them as intended. You understand and agree that once these credits are purchased, you will not attempt to dispute the charge with your credit card company or payment provider given that such disputes are unlawful due to the terms and conditions of this purchase having been clearly specified in advance. Company reserves the right to report such disputes to the authorities and use any and all legal means to contest the dispute and recover any expenses, legal or otherwise, related to contesting the dispute.
You understand and accept that for certain important matters which might affect you financially, Company will make a best-faith effort to contact you about these matters through some combination of messages in the message center and emails. If you opt out of such communications, you may miss such messages and therefore not be able to take timely action. Examples include, but are not limited to, package expiration, cancellation requests, requests for supporting information supporting a dispute, etc. In no event will Company be responsible for communications missed through your negligence, your opt-out settings, or the failed delivery of a message from us even if the cause of failure stems from us.
4.8 OFAC-Sanctioned Country Restrictions
PolyTripper is based in the United States of America and as such, is subject to US laws. In particular, the Office of Foreign Assets Control restricts or prohibits transactions with certain countries. This country list is fluid and beyond our control.
PolyTripper believes that languages are key to resolving geographical and cultural differences and therefore, there is no company policy which restricts teachers or students from any country. That said, our legal obligations may disallow us from carrying out certain financial transactions and providing services to people in certain countries. Although we strive to inform our teachers and students of these restrictions and obligations, users of our site are ultimately responsible for understanding these obligations and whether they are affected by them. Full details can be found at the US Department of the Treasury's website at this link.
4.9 Company's Rights. Company reserves the right, at Company's discretion and for any reason, to disallow a transaction, to cap a transaction's amount, or to disallow transactions exceeding a cumulative value over a certain time period. Company also reserves the right to reverse, void, or disallow transactions that it suspects to be fraudulent even if such transactions are eventually deemed not to be fraudulent.
Company also reserves the right to attempt to rectify any accounting errors it accidentally makes (including, but not limited to, double payment, overpayment, payment to the wrong recipient) by reversing these transactions, withdrawing from current or future Student Balances or Teacher Balances, or any other legal means of rectifying the error.
5.1 License Grant. Subject to the terms and conditions of this Agreement, Company hereby grants you a non-exclusive, non-transferable, non-sublicensable, non-assignable license, during the term of this Agreement, to use the PolyTripper Services (including the PolyTripper App on a Device) solely for the purpose of providing Language Instruction Services to Users and tracking resulting Rates and Fees. All rights not expressly granted to you are reserved by Company, its Affiliates and their respective licensors.
5.2 Restrictions. You shall not, and shall not allow any other party to: (a) license, sublicense, sell, resell, transfer, assign, distribute or otherwise provide or make available to any other party the PolyTripper Services or PolyTripper App in any way; (b) modify or make derivative works based upon the PolyTripper Services or PolyTripper App; (c) improperly use the PolyTripper Services or PolyTripper App, including creating Internet links to any part of the PolyTripper Services or PolyTripper App other than a specific student profile page, teacher profile page, or the home page, framing or mirroring any part of the PolyTripper Services or PolyTripper App on any other websites or systems, or scraping or otherwise improperly obtaining data from the PolyTripper Services or PolyTripper App; (d) reverse engineer, decompile, modify, or disassemble the PolyTripper Services or PolyTripper App, except as allowed under applicable law; or (e) send spam or otherwise duplicative or unsolicited messages. In addition, you shall not, and shall not allow any other party to, access or use the PolyTripper Services or PolyTripper App to: (i) design or develop a competitive or substantially similar product or service; (ii) copy or extract any features, functionality, or content thereof; (iii) launch or cause to be launched on or in connection with the PolyTripper Services an automated program or script, including web spiders, crawlers, robots, indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burden or hinder the operation and/or performance of the PolyTripper Services; or (iv) attempt to gain unauthorized access to the PolyTripper Services or its related systems or networks.
5.3 Ownership. The PolyTripper Services, PolyTripper App and Company Data, including all intellectual property rights therein, and the Company Devices are and shall remain (as between you and Company) the property of Company, its Affiliates or their respective licensors. Neither this Agreement nor your use of the PolyTripper Services, PolyTripper App or Company Data conveys or grants to you any rights in or related to the PolyTripper Services, PolyTripper App or Company Data, except for the limited license granted above. Other than as specifically permitted by the Company in connection with the PolyTripper Services, you are not permitted to use or reference in any manner Company’s, its Affiliates’, or their respective licensors’ company names, logos, products and service names, trademarks, service marks, trade dress, copyrights or other indicia of ownership.
Digital Resources which you download from the PolyTripper website remain the property of the creator (copyright holder) of that resource. If you purchase a digital resource or download one for free via our PolyTripper website, PolyTripper grants you the license to download and consume the digital resource for your own personal use. You agree that this license is limited and non-exclusive and that the digital resource should not be used on any device not owned by you. You agree not to sell, transfer, or assign the digital resource or rights to said digital resource to any third party. You further agree not to claim that you are the creator, designer or owner of the digital resource. You further agree not to modify or reconstruct the digital resource under the terms of this agreement.
The creator of the digital resource reserves all rights over the digital resource. The creator has warranted that the digital resource is free from any claims, liens and encumbrances. PolyTripper is unable to verify the veracity of such claims and may at some later point inform the purchaser that the creator did not comply with these terms and that the purchaser must stop using the digital resource and delete it from his or her devices. In this case, the purchaser's sole remedy shall be a refund of the purchase price in the form of PolyTripper credits credited to the student account, subject to the terms of sections 4.4 and 4.5.
Neither PolyTriper nor the digital resource creator shall be responsible for any damages and loss resulting from the use or application of the digital resource. Furthermore, either PolyTripper or the digital resource creator may pursue and exhaust all claims and legal remedies for using the digital resource outside of this agreement.
You are granted a perpetual, non-terminating license to use the digital resource that you purchase, but have no claims to any updates to this digital resource regardless of any inaccuracies in that resource. PolyTripper may, at its sole discretion, grant you the right to download free updates to the digital resource.
You agree that you will not try to register or otherwise use and/or claim ownership in any of the PolyTripper LLC or PolyTripper Marks and Names, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark, name or title, for any goods and services.
6.1 Each party acknowledges and agrees that in the performance of this Agreement it may have access to or may be exposed to, directly or indirectly, confidential information of the other party ("Confidential Information"). Confidential Information includes Company Data, User Credentials, User Information, and the transaction volume, marketing and business plans, business, financial, technical, operational and such other non-public information of each party (whether disclosed in writing or verbally) that such party designates as being proprietary or confidential or of which the other party should reasonably know that it should be treated as confidential, alone and in combination with other letters, punctuation, words, symbols and/or designs (the "PolyTripper Marks and Names") for any commercial purposes.
6.2 Each party acknowledges and agrees that: (a) all Confidential Information shall remain the exclusive property of the disclosing party; (b) it shall not use Confidential Information of the other party for any purpose except in furtherance of this Agreement; (c) it shall not disclose Confidential Information of the other party to any third party, except to its employees, officers, contractors, agents and service providers ("Permitted Persons") as necessary to perform under this Agreement, provided Permitted Persons are bound in writing to obligations of confidentiality and non-use of Confidential Information no less protective than the terms hereof; and (d) it shall return or destroy all Confidential Information of the disclosing party, upon the termination of this Agreement or at the request of the other party (subject to applicable law and, with respect to Company, its internal record-keeping requirements).
6.3 Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (a) is or becomes part of the public domain through no act or omission on the part of the receiving party; (b) was possessed by the receiving party prior to the date of this Agreement without an obligation of confidentiality; (c) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; or (d) is required to be disclosed pursuant to law, court order, subpoena or governmental authority, provided the receiving party notifies the disclosing party thereof and provides the disclosing party a reasonable opportunity to contest or limit such required disclosure.
7.1 Disclosure of Your Information. Subject to applicable law, Company and its Affiliates may, but shall not be required to, provide to you, a User, an insurance company and/or relevant authorities and/or regulatory agencies any information (including personal information (e.g., information obtained about you through any background check) and any Company Data) about you or any Language Instruction Services provided hereunder if: (a) there is a complaint, dispute or conflict, including a dispute, between you and a User; (b) it is necessary to enforce the terms of this Agreement; (c) it is required, in Company’s or any Affiliate’s sole discretion, by applicable law or regulatory requirements (e.g., Company or its Affiliates receive a subpoena, warrant, or other legal process for information); (d) it is necessary, in Company’s or any Affiliate’s sole discretion
7.2 Company and its Affiliates may collect your personal data during the course of your application for, and use of, the PolyTripper Services, or may obtain information about you from third parties. Such information may be stored, processed, transferred, and accessed by Company and its Affiliates, third parties, and service providers for business purposes, including for marketing, lead generation, service development and improvement, analytics, industry and market research, and such other purposes consistent with Company’s and its Affiliates’ legitimate business needs. You expressly consent to such use of personal data.
8.1 By You. You hereby represent and warrant that: (a) you have full power and authority to enter into this Agreement and perform your obligations hereunder; (b) you have the level of proficiency of the English language to understand and execute this agreement; (c) you have not entered into, and during the term will not enter into, any agreement that would prevent you from complying with this Agreement; and (d) you will comply with all applicable laws in your performance of this Agreement, including holding and complying with all permits, licenses, registrations and other governmental authorizations necessary to provide Language Instruction Services using the Devices pursuant to this Agreement.
8.2 Copyright / Accuracy. If you believe that any material on the PolyTripper website or made available via the PolyTripper App (including, but not limited to, teacher-created digital resources) violates your copyright, you may report this by sending an email to . It is the policy of Company to terminate the user accounts of repeat infringers. The information presented on or through the PolyTripper App is made available solely for general information purposes. PolyTripper does not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other user of the PolyTripper App, or by anyone who may be informed of any of its contents. PolyTripper App may include content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by PolyTripper, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of PolyTripper. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
8.3 Disclaimer of Warranties. COMPANY AND ITS AFFILIATES PROVIDE, AND YOU ACCEPT, THE POLYTRIPPER SERVICES, POLYTRIPPER APP AND THE COMPANY DEVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS. COMPANY AND ITS AFFILIATES DO NOT REPRESENT, WARRANT OR GUARANTEE THAT YOUR ACCESS TO OR USE OF THE POLYTRIPPER SERVICES OR THE POLYTRIPPER APP: (A) WILL BE UNINTERRUPTED OR ERROR FREE; OR (B) WILL RESULT IN ANY REQUESTS FOR LANGUAGE INSTRUCTION SERVICES. COMPANY AND ITS AFFILIATES FUNCTION AS AN ON-DEMAND LEAD GENERATION AND RELATED SERVICE ONLY AND MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES AS TO THE ACTIONS OR INACTIONS OF THE USERS WHO MAY REQUEST OR RECEIVE LANGUAGE INSTRUCTION SERVICES FROM YOU, AND COMPANY AND ITS AFFILIATES DO NOT SCREEN OR OTHERWISE EVALUATE USERS. BY USING THE POLYTRIPPER SERVICES AND POLYTRIPPER APP, YOU ACKNOWLEDGE AND AGREE THAT YOU MAY BE INTRODUCED TO A THIRD PARTY THAT MAY POSE HARM OR RISK TO YOU OR OTHER THIRD PARTIES. YOU ARE ADVISED TO TAKE REASONABLE PRECAUTIONS WITH RESPECT TO INTERACTIONS WITH THIRD PARTIES ENCOUNTERED IN CONNECTION WITH THE USE OF THE POLYTRIPPER SERVICES OR POLYTRIPPER APP. NOTWITHSTANDING COMPANY’S APPOINTMENT AS THE LIMITED PAYMENT COLLECTION AGENT OF YOU FOR THE PURPOSE OF ACCEPTING PAYMENT FROM USERS ON YOUR BEHALF AS SET FORTH IN SECTION 4 ABOVE, COMPANY AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF YOU, ANY USER OR OTHER THIRD PARTY.
8.4 No Service Guarantee. COMPANY AND ITS AFFILIATES DO NOT GUARANTEE THE AVAILABILITY OR UPTIME OF THE POLYTRIPPER SERVICES OR POLYTRIPPER APP. YOU ACKNOWLEDGE AND AGREE THAT THE POLYTRIPPER SERVICES OR POLYTRIPPER APP MAY BE UNAVAILABLE AT ANY TIME AND FOR ANY REASON (e.g., DUE TO SCHEDULED MAINTENANCE OR NETWORK FAILURE). FURTHER, THE POLYTRIPPER SERVICES OR POLYTRIPPER APP MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS, AND COMPANY AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGES, LIABILITIES OR LOSSES RESULTING FROM SUCH PROBLEMS.
You shall indemnify, defend (at Company’s option) and hold harmless Company and its Affiliates and their respective officers, directors, employees, agents, successors and assignees from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) your breach of your representations, warranties or obligations under this Agreement; or (b) a claim by a third party (including Users, regulators and governmental authorities) directly or indirectly related to your provision of Language Instruction Services or use of the PolyTripper Services. This indemnification provision shall not apply to your breach of any representations regarding your status as an independent contractor.
COMPANY AND ITS AFFILIATES SHALL NOT BE LIABLE UNDER OR RELATED TO THIS AGREEMENT FOR ANY OF THE FOLLOWING, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES: (i) ANY INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR OTHER INDIRECT DAMAGES OF ANY TYPE OR KIND; OR (ii) YOUR OR ANY THIRD PARTY’S PROPERTY DAMAGE, OR LOSS OR INACCURACY OF DATA, OR LOSS OF BUSINESS, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE. EXCEPT FOR COMPANY’S OBLIGATIONS TO PAY AMOUNTS DUE TO YOU PURSUANT TO SECTION 4 ABOVE, BUT SUBJECT TO ANY LIMITATIONS OR OTHER PROVISIONS CONTAINED IN THIS AGREEMENT WHICH ARE APPLICABLE THERETO, IN NO EVENT SHALL THE LIABILITY OF COMPANY OR ITS AFFILIATES UNDER THIS AGREEMENT EXCEED THE AMOUNT OF SERVICE FEES ACTUALLY PAID TO OR DUE TO COMPANY HEREUNDER IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.
11.1 Term. This Agreement shall commence on the date accepted by you and shall continue until terminated as set forth herein.
11.2 Termination. Either party may terminate this Agreement: (a) without cause at any time upon two (2) days prior written notice to the other party; (b) immediately, without notice, for the other party’s material breach of this Agreement; or (c) immediately, without notice, in the event of the insolvency or bankruptcy of the other party, or upon the other party’s filing or submission of request for suspension of payment (or similar action or event) against the terminating party. In addition, Company may terminate this Agreement or deactivate your PolyTripper account and profile immediately, without notice, with respect to you in the event you no longer qualify, under applicable law or the standards and policies of Company and its Affiliates, to provide Language Instruction Services, or as otherwise set forth in this Agreement.
11.3 Effect of Termination. Upon termination of the Agreement, you shall immediately delete and fully remove the PolyTripper App from any of Your Devices and Company will deactivate your PolyTripper account. Company will honor its outstanding payment obligations unless you have materially breached this agreement. If the termination is due to a breach of this agreement, Company may, at its discretion, seize and remove access to all outstanding PolyTripper Credits in your Student Balance and Teacher Earnings. Sections 1, 2.1, 2.3, 2,4, 2.5, 4, 5, 6, 7, 8, 9, 10, 11.3, 12, 13 and 14 shall survive the termination of this Agreement.
If your account is suspended due to your having breached this agreement, you are forbidden from creating a new account or using the PolyTripper Services in any way without our express written consent. If the Company has been adversely financial impacted by your actions due to your having circumvented aspects of this agreement, Company reserves the right to use whatever legal means necessary to recover said fees and protect the integrity of its platform.
12.1 Except as otherwise expressly provided herein with respect to Company acting as the limited payment collection agent solely for the purpose of collecting payment from Users on your behalf, the relationship between the parties under this Agreement is solely that of independent contracting parties. The parties expressly agree that: (a) this Agreement is not an employment agreement, nor does it create an employment relationship, between Company and you; and (b) no joint venture, partnership, or agency relationship exists between Company and you.
12.2 You have no authority to bind Company or its Affiliates and you undertake not to hold yourself out as an employee, agent or authorized representative of Company or its Affiliates. Where, by implication of mandatory law or otherwise, you may be deemed an agent or representative of Company, you undertake and agree to indemnify, defend (at Company’s option) and hold Company and its Affiliates harmless from and against any claims by any person or entity based on such implied agency or representative relationship.
13.1 Modification. In the event Company modifies the terms and conditions of this Agreement at any time, such modifications shall be binding on you only upon your acceptance of the modified Agreement. Company reserves the right to modify any information referenced at hyperlinks from this Agreement from time to time. You hereby acknowledge and agree that, by using the PolyTripper Services, or downloading, installing or using the PolyTripper App, you are bound by any future amendments and additions to information referenced at hyperlinks herein, or documents incorporated herein, including with respect to Fare Calculations. Continued use of the PolyTripper Services or PolyTripper App after any such changes shall constitute your consent to such changes. Unless changes are made to the arbitration provisions herein, you acknowledge and agree that modification of this Agreement does not create a renewed opportunity to opt out of arbitration.
13.2 Supplemental Terms. Supplemental terms may apply to your use of the PolyTripper Services, such as use policies or terms related to certain features and functionality, which may be modified from time to time (Supplemental Terms). You may be presented with certain Supplemental Terms from time to time. Supplemental Terms are in addition to, and shall be deemed a part of, this Agreement. Supplemental Terms shall prevail over this Agreement in the event of a conflict.
13.3 Severability. If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement.
13.4 Assignment. Neither party shall assign or transfer this Agreement or any of its rights or obligations hereunder, in whole or in part, without the prior written consent of the other party; provided that Company may assign or transfer this Agreement or any or all of its rights or obligations under this Agreement from time to time without consent: (a) to an Affiliate; or (b) to an acquirer of all or substantially all of Company’s business, equity or assets.
13.5 List of Agreements. This Agreement, including all Supplemental Terms and together with the following list of agreements as well as the PolyTripper Technology Services Agreement for Teachers if you are a teacher, constitute the entire collection of agreements and understanding of the parties with respect to its subject matter and replaces and supersede all prior or contemporaneous agreements or undertakings regarding such subject matter. By creating an account on the PolyTripper website and using the PolyTripper services, you additionally agree to all of the following agreements in the following list. In all of these agreements, the words including and include mean including, but not limited to.
13.6 No Third Party Beneficiaries. There are no third party beneficiaries to this Agreement, except as expressly set forth in the Arbitration Provision in Section 14.3. Nothing contained in this Agreement is intended to or shall be interpreted to create any third-party beneficiary claims.
13.7 Notices. Any notice delivered by Company to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the portal available to you on the PolyTripper Services. Any notice delivered by you to Company under this Agreement will be delivered by contacting Company at https://polytripper.com/ in the Contact Us section. Additional Locality-specific notices may be required from time to time.
14.1 The interpretation of this Agreement shall be governed by California law, without regard to the choice or conflicts of law provisions of any jurisdiction. Any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the PolyTripper Services shall be subject to the exclusive jurisdiction of the state and federal courts located in the City and County of Santa Barbara, California. However, neither the choice of law provision regarding the interpretation of this Agreement nor the forum selection provision is intended to create any other substantive right to non-Californians to assert claims under California law whether that be by statute, common law, or otherwise. These provisions are only intended to specify the use of California law to interpret this Agreement and the forum for disputes asserting a breach of this Agreement, and these provisions shall not be interpreted as generally extending California law to you if you do not otherwise reside or provide services in California. The foregoing choice of law and forum selection provisions do not apply to the Federal Arbitration Act. The failure of Company to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by PolyTripper in writing.
14.2 Other than disputes regarding the intellectual property rights of the parties and other claims identified in by the Federal Arbitration Act, any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the PolyTripper Services shall be subject to arbitration pursuant to Section 14.3.
14.3 Arbitration Provision
Important Note Regarding this Arbitration Provision:
Except as provided below, arbitration does not limit or affect the legal claims you may bring against the Company. Agreeing to arbitration only affects where any such claims may be brought and how they will be resolved.
Arbitration is a process of private dispute resolution that does not involve the civil courts, a civil judge, or a jury. Instead, the parties’ dispute is decided by a private arbitrator selected by the parties using the process set forth herein. Other arbitration rules and procedures are also set forth herein.
Unless the law requires otherwise, as determined by the Arbitrator based upon the circumstances presented, you will be required to split the cost of any arbitration with the Company.
IMPORTANT: This Arbitration Provision will require you to resolve any claim that you may have against the Company or PolyTripper on an individual basis, except as provided below, pursuant to the terms of the Agreement unless you choose to opt out of the Arbitration Provision. Except as provided below, this provision will preclude you from bringing any class, collective, or representative action (other than actions under the Private Attorneys General Act of 2004 (PAGA), California Labor Code § 2698 et seq. (PAGA)) against the Company or PolyTripper, and also precludes you from participating in or recovering relief under any current or future class, collective, or representative (non-PAGA) action brought against the Company or PolyTripper by someone else.
Private Attorneys General Act
Notwithstanding any other provision of this Agreement or the Federal Arbitration Act, to the extent permitted by law, (1) You and Company 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., in any court or in arbitration, and (2) for any claim brought on a private attorney general basis—i.e., where you are seeking to pursue a claim on behalf of a government entity—both you and Company 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) (PAGA Waiver). Notwithstanding any other provision of this Agreement or the Arbitration Provision, the validity of the PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of the PAGA Waiver is found to be unenforceable or unlawful for any reason, (1) the unenforceable provision shall be severed from this Agreement; (2) severance of the unenforceable provision shall have no impact whatsoever on the Arbitration Provision or the Parties’ attempt to arbitrate any remaining claims on an individual basis pursuant to the Arbitration Provision; and (3) any representative action brought under PAGA on behalf of others must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any claims to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the PAGA Waiver is unenforceable with respect to those claims, the Parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
Paying For The Arbitration
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 (i.e., a party prevails on a claim that provides for the award of reasonable attorney fees to the prevailing party). In all cases where required by law, the Company will pay the Arbitrator's and arbitration fees. If under applicable law the Company is not required to pay all of the Arbitrator’s and/or arbitration fees, such fee(s) will be apportioned equally between the Parties or as otherwise required by applicable law. However, you will not be required to bear any type of fee or expense that you would not be required to bear if you had filed the action in a court of law. Any disputes in that regard will be resolved by the Arbitrator as soon as practicable after the Arbitrator is selected, and Company shall bear all of the Arbitrator’s and arbitration fees until such time as the Arbitrator resolves any such dispute.
The Arbitration Hearing And Award
The Parties will arbitrate their dispute before the Arbitrator, who shall confer with the Parties regarding the conduct of the hearing and resolve any disputes the Parties may have in that regard. Within 30 days of the close of the arbitration hearing, or within a longer period of time as agreed to by the Parties or as ordered by the Arbitrator, any party will have the right to prepare, serve on the other party and file with the Arbitrator a brief. The Arbitrator may award any party any remedy to which that party is entitled under applicable law, but such remedies shall be limited to those that would be available to a party in his or her individual capacity in a court of law for the claims presented to and decided by the Arbitrator, and no remedies that otherwise would be available to an individual in a court of law will be forfeited by virtue of this Arbitration Provision. The Arbitrator will issue a decision or award in writing, stating the essential findings of fact and conclusions of law. A court of competent jurisdiction shall have the authority to enter a judgment upon the award made pursuant to the arbitration. The Arbitrator shall not have the power to commit errors of law or legal reasoning, and the award may be vacated or corrected on appeal to a court of competent jurisdiction for any such error.
Your Right To Opt Out Of Arbitration
Arbitration is not a mandatory condition of your contractual relationship with the Company. If you do not want to be subject to this Arbitration Provision, you may opt out of this Arbitration Provision by notifying the Company in writing of your desire to opt out of this Arbitration Provision, either by (1) sending, within 30 days of the date this Agreement is executed by you, electronic mail to [email protected], stating your name and intent to opt out of the Arbitration Provision or (2) by sending a letter by U.S. Mail, or by any nationally recognized delivery service (e.g, UPS, Federal Express, etc.), or by hand delivery to:
PolyTripper, 1968 S. Coast Hwy #2486, Laguna Beach CA 92651
In order to be effective, the letter under option (2) must clearly indicate your intent to opt out of this Arbitration Provision, and must be dated and signed. The envelope containing the signed letter must be received (if delivered by hand) or post-marked within 30 days of the date this Agreement is executed by you. Your writing opting out of this Arbitration Provision, whether sent by (1) or (2), will be filed with a copy of this Agreement and maintained by the Company. Should you not opt out of this Arbitration Provision within the 30-day period, you and the Company shall be bound by the terms of this Arbitration Provision. You have the right to consult with counsel of your choice concerning this Arbitration Provision. You understand that you will not be subject to retaliation if you exercise your right to assert claims or opt-out of coverage under this Arbitration Provision.
Full and Complete Agreement Related to Formal Resolution of Disputes; Enforcement Of This Agreement
This Arbitration Provision is the full and complete agreement relating to the formal resolution of disputes arising out of this Agreement. In the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable.
By creating an account on the PolyTripper website and using the PolyTripper services, you expressly acknowledge that you have read, understood, and taken steps to thoughtfully consider the consequences of this Agreement, that you agree to be bound by the terms and conditions of the Agreement, and that you are legally competent to enter into this Agreement with Company.