CUSTOMER TERMS

Version 1.0
Last Modified: February 19, 2025

These Customer Terms require Customers to use arbitration on an individual basis to resolve disputes rather than using jury trials or class actions. These Customer Terms contain exclusions, disclaimers, and limitations of liability. Please read these Customer Terms carefully.

These Customer Terms (the “Customer Terms”) govern the relationship between SOFA “LLC”, a Florida limited liability company (referred to as “we”, “us” and similar phrases) and certain schools, school districts, and other organizations (each a “Customer”) that engage us to provide introductions through our Services to students seeking mentorship. Any defined phrase used in these Customer Terms which is not defined in these Customer Terms will have the meaning assigned to it in our Terms of Service available at jobshadowing.io/terms-of-service.

We will use reasonable efforts to make the Services available to the Customers during the Customer’s subscription, subject to scheduled downtime, which will generally not occur without prior advance notice to the Customers. Please note that our Terms of Service governs the Customer’s subscription and use of the Services. If any provision in our Terms of Service conflicts with a provision in these Customer Terms, then the provision in these Customer Terms will control as between us and the Customer.

Subscriptions & Fees

Creating a Subscription

We may allow certain Customers to create a subscription to use our Services using an online signup process or using an order form (the “Signup Process”). All subscriptions are subject to these Customer Terms.

Promotional Offers

We may offer free, promotional uses of the Services (including promotional subscriptions), in our sole discretion. We may withdraw your right to use any one or more of such promotional offers at any time, for any reason, with or without notice to you.

Subscription Fees

Unless otherwise exempted by us, the Customer shall provide us with valid payment information to allow us to charge the Customer for their subscription fees described in the Services or their Signup Process. When the Customer provides that information, it is authorizing us and our third-party payment vendors (for example, Stripe) to charge all applicable subscription fees to the Customer’s chosen payment method. Alternatively, we may allow the Customer to pay for their subscription using a different payment method (such as ACH), and may provide invoices to the Customer, as agreed to between us and an individual Customer. Unless otherwise agreed between us and an individual Customer, all invoices delivered will be due upon the earlier of (a) the date the Customer’s Users begin using the Services, or (b) 30 days after receipt of the invoice.

All subscription fees must be paid in advance, are non-cancelable, and non-refundable. All fees are exclusive of taxes and similar government assessments of every nature and form (if any), all of which the Customer must pay. We may charge the Customer interest at 1.5% per month for any undisputed subscription fees which the Customer fails to timely pay us in accordance with these Customer Terms.

If the Customer fails to pay any applicable subscriptions fees associated with its subscription (including if we are unable to successfully charge the payment information the Customer provides to us), then we may terminate the Customer’s subscription (including all user accounts under the subscription and users’ ability to use the Services) and we may delete all the Customer’s (and users’) data in our systems.

Term & Termination

Term & Renewals

The Customer’s subscription begins on the start date in the Signup Process and continues for one year unless otherwise agreed to between us and an individual Customer. All Customer subscriptions automatically renew on an annual basis unless otherwise agreed to between us and an individual Customer.

Termination

A Customer’s subscription may not be terminated early except as provided in these Customer Terms. 

A Customer may cancel its subscription at any time using the settings in its account or by contacting us by email (which contact will not be deemed delivered until we acknowledge the same by a non-automated means). All such cancellations will be effective at the end of the Customer’s then-current subscription term. You must pay all subscription fees during the remaining period of your term even if you cease using the services before the end of the term.

If the Customer breaches any of the Customer’s material obligations in these Customer Terms or any other agreement between us and the Customer, then we may immediately terminate the Customer’s subscription by providing written notice to the Customer (including email). We may also terminate these Customer Terms and the Customer’s subscription anytime for convenience by providing 30 days written (including email) notice to the Customer.

Exclusions, Disclaimers, & Limitations of Liability

For clarity, please note that the Exclusions, Disclaimers, and Limitations of Liability provisions in our Terms of Service apply to these Customer Terms. 

Liability Waivers & Releases

If you sign a liability waiver and release (or any other similar document with us), then that document will supersede any conflicting provisions in these Customer Terms.

Indemnification

The Customer shall indemnify us and our parents, subsidiaries, and affiliates, and the respective owners, directors, officers, managers, employees, contractors, and other representatives, of us and our parents, subsidiaries, and affiliates (the “Protected Parties”) against all reasonable expenses and liabilities including attorneys’ fees, costs, judgments, and damages of every kind (the “Losses”) arising out of any suit, claim, investigation, or proceeding, which is threatened or brought against a Protected Party, related to the Customer’s or its Users’ (a) use of the Services, (b) breach of these Customer Terms or any other policies referenced in these Customer Terms, (c) submission of content that violates third party rights or applicable laws, or (d) violation of applicable law. We may, at the Customer’s expense, assume the exclusive control and defense of any such matter. The Customer shall cooperate, at its expense, with our control and defense of any such matter. The Customer shall not settle any such matter without our prior written consent.

Additional Terms

For clarity, the Arbitration, Legal Provisions, and Miscellaneous provisions of our Terms of Service apply to these Customer Terms.  

Power to Amend These Customer Terms

Except for our rights to modify the Services as outlined in our Terms of Service, these Customer Terms may not be amended unless the amendment is approved by both parties in writing. Notwithstanding the foregoing, any amendments we make to these Customer Terms during the Customer’s subscription will apply to each renewal, with the current version at the time of renewal governing the subscription.

Contact

Unless otherwise required by these Customer Terms or by law, the Customer may contact us at jobshadowing.io@gmail.com.