Terms & Conditions

Last updated on December 14, 2023.

Welcome to Tutoring By A College Professor, an online academic support and tutoring services intermediary, connecting students (each a “Student”, collectively, “Students”) with one or more independent tutors (the “Tutor”, collectively, the “Tutors”) who may provide academic support and tutoring services (the “Tutoring Services”). For the avoidance of doubt, Tutoring By A College Professor does not itself provide Tutoring Services to Students, but rather, matches, refers, and connects Students seeking academic support and Tutoring Services in selected areas with Tutors (the “Company’s Intermediary Services”).

These terms of use constitute a legally binding agreement (this “Agreement”) between You and Your Voice, LTD., an Ohio limited liability company (together with Tutoring By A College Professor, the “Company”) governing Your use of the Company’s website at https://tutoringprof.com/ (the “Website”). By entering this Agreement, You expressly agree and acknowledge that You understand this Agreement. You also expressly agree and acknowledge that by using and accessing the Website and the Company’s Intermediary Services and Tutoring Services, and affirmatively checking the box next to “I Agree to the Terms of Use” or similar language, You have provided express written consent to the Dispute Resolution and Binding Arbitration provisions and consent to receive communications from the Company in connection with the Company’s Intermediary Services and the Tutoring Services (“Express Written Consent”). Further, by using and accessing the Website and the Company’s Intermediary Services and Tutoring Services, and affirmatively checking the box next to “I Agree to the Terms of Use” or similar language, You hereby unequivocally and expressly agree to, and shall be subject to, the terms and provisions (“Terms”) of this Agreement. If You do not unequivocally agree to be bound by the provisions of this Agreement, You may not use or otherwise access the Website or the Company’s Intermediary Services, or the Tutoring Services.

The terms “You”, “Your”, “Yourself”, and “Student” refer to the individual Student Client, or parent or guardian of Student Client who is under the age of eighteen (18), seeking the Company’s Intermediary Services and Tutoring Services. The terms “You”, “Your”, and “Yourself” refer to Tutor, to the extent applicable. This Agreement supplements the independent contractor agreement (the “Independent Contractor Agreement”) between Tutor and Company and to the extent any provisions herein conflict with any provisions of the Independent Contractor Agreement, the terms of the Independent Contractor Agreement shall govern. The terms “Our” “Us’, and “We” refer to the Company.

Subject to the Terms set forth in this Agreement, the Company grants You a limited, non-exclusive, revocable, non-transferable and non-sublicensable license solely in connection with Your permitted use of and access to the Website as hereinafter described, and solely for Your own personal and non-commercial purposes. The Company reserves the right to revoke, terminate, or otherwise suspend this license at any time and for any reason.

The disclaimers, Terms, and conditions contained in this Agreement may be supplemented by an Independent Contractor Agreement and/or by additional policies, procedures, disclaimers, guidelines, rules, terms or conditions. In the event of a conflict between this Agreement and any additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application shall control.

1. Tutors and Tutoring Services

The Website may be used to connect You with a Tutor who may provide Tutoring Services to You. The Company and its Website serve as intermediaries between You and Tutor, matching You with a Tutor based on the terms and subject area of the academic support You seek. The only approved and permitted uses of the Website include processing of Your information and academic support needs, sign-up, agreeing to the Company’s Terms of Use and Privacy Policy, and informational purposes, and payment processing for the Company’s Intermediary Services. In addition to the following to the extent applicable, for Tutors, approved and permitted uses of the Website include account setup.

Tutors are independent contractors who do not serve as Our representatives, agents, or employees. Not all Tutors are college professors. Tutors may be college-aged or other individuals with requisite knowledge and experience to administer the Tutoring Services. The Company’s function is to facilitate the Tutoring Services. The Tutoring Services themselves are solely the responsibility of the Tutors. You may request to be matched with a Tutor other than the Tutor with whom You were originally matched if You believe the Tutor’s Tutoring Services do not meet Your needs or expectations. You should be aware that Company may not always be able to match You with a different Tutor for a variety of reasons, including increased demand during midterm and finals periods. If Your current Tutor discontinues their relationship with the Company, We will notify You and match You with a new Tutor as soon as practicably possible.

2. Consent to Communications

You acknowledge that the Consent to Communications provision of this Agreement is not binding on You unless you have provided Your Express Written Consent (as defined above) to this Agreement. If You have provided Your Express Written Consent (as defined above), the following provisions of the Consent to Communications provision are binding on You.

a) Agreement to Receive Communications from Company.

By using the Website, and requesting the Company’s Intermediary Services and Tutoring Services, and providing Your phone number and email address on the Website, You agree and acknowledge that Company may communicate with You via email, text messaging, text receipts, Short Messaging Service (“SMS”), and all phone calls at the number and email address You provide. Such communications may be for any purpose, including marketing purposes, purposes related to Tutors and the Tutoring Services, and purposes related to Students, using all methods now known and discovered in the future, including, but not limited to, auto-dialers, artificial messages, pre-recorded messages, general telemarketing practices, and all other electronic communication. You agree that these communications may be regarding products and/or services that Company may market to You and that you are not obligated to receive such calls in order to purchase said services. Company will not charge you a fee for sending SMS text messages, but Your communication service provider may. You agree to pay any fee(s) or charges(s) that You may incur for incoming and outgoing text messages from or to Company or Company’s assigns, successors, servicers or agents, without reimbursement from Company or them.

You understand that, should the phone number or email provided above cease to be valid means to contact You or if You cease to retain ownership of the phone number, You have an obligation to provide Company notification of same through email at leslie@tutoringprof.com. You understand and agree that, if Company sends You a communication but You do not receive it because your primary email address or phone number on file is incorrect, out of date, blocked by Your service provider, or You are otherwise unable to receive communications, Company will be deemed to have provided the communication to You. Please note that if You use a spam filter that blocks or re-routes emails from senders not listed in Your email address book, You must add Company to Your email address book so that You will be able to receive the communications Company sends to You.

By electronically providing Your Express Written Consent to this consent to communications, You are confirming that You have agreed to the Terms and conditions herein and You have had an opportunity to download or print a copy of the Agreement for Your file.

b) Electronic Signature.

You acknowledge that by clicking on the “I Accept”, “Submit”, or similar button or checkbox on Company’s website, You are indicating Your intent to sign the relevant document or record and that this shall constitute Your signature and intent to be bound hereunder.

c) How to Withdraw Your Consent to Communications.

This subsection c) does not include withdrawal of consent to communications from Company or Company personnel to match You with a Tutor or Student.

You acknowledge that You may withdraw such consent to communications by notifying Company of such withdrawal (per the opt-out instructions below) and repeating notification of such revocation if Company subsequently attempts further communication, but that, until such consent is revoked and, if applicable, repeated, You may receive communications from Company at Your phone number that You provide.

You may withdraw Your consent to receive communications by writing to Company at:

For Letters:

Your Voice, LTD.

PO Box 1117

Long Beach, New York 11561

For FedEx and UPS:

Your Voice, LTD.

101 E Park Avenue, Ste. #1117

Long Beach, New York 11561

If You wish to opt-out of any promotional emails that Company may decide to send, You can unsubscribe from Company’s promotional email list, if any, by following the unsubscribe options in the promotional email itself. If You wish to opt out of promotional texts, if any, You may reply to the number from which You received the text and follow the instructions contained therein, from the mobile device receiving the messages. If You wish to opt out of promotional calls, if any, You can unsubscribe by following the prompt after the call. You acknowledge that You are not required to consent to receive promotional texts or calls as a condition of using the Website. You acknowledge that opting out of receiving calls and/or texts may impact Your use of the Website, or Your access to the Company’s Intermediary Services and Tutoring Services. At Company’s option, Company may treat Your provision of an invalid phone number, or the subsequent malfunction of a previously valid phone number as a withdrawal of Your consent to receive SMS text messages. Company will not impose any fee to process the withdrawal of Your consent to receive SMS text messages. Any withdrawal of Your consent to receive SMS text messages will be effective only after Company has a reasonable period of time to process Your withdrawal.

d) Requesting Paper Copies of Electronic Communications.

Upon Your request, Company will send You a paper copy of the agreement(s) or other material provided to You electronically pursuant to this consent. If You would like a paper copy of any of these materials please write to Your Voice, LTD. at: for Letters: PO Box 1117, Long Beach, New York 11561 and for FedEx and UPS: 101 E Park Avenue, Ste. #1117, Long Beach, New York 11561 within thirty (30) days of the communication for which You are seeking a paper copy. There will be no charge for a paper copy of this material.

3. No Guaranties

Despite Our best efforts to connect You with a Tutor who may best fit Your needs, You understand, agree, and acknowledge that a Tutor may ultimately not be the most suitable for Your needs, appropriate in every specific circumstance, or a perfect replacement for a face-to-face tutoring session. Company does not guarantee that You will obtain perfect scores or grades as a result of the Tutoring Services.

4. Payment

You confirm and agree to use only payment means such as credit cards, debit cards, Venmo, or any other payment method authorized by Company (each a “Method of Payment” and collectively “Methods of Payment”), through third-party payment processing companies with which we may engage, which You are duly and fully authorized to use, and that all payment related information provided is accurate and current, and that all future Methods of Payment will be updated accordingly.

You agree to pay all fees and charges associated with this Agreement on a timely basis and according to the fee schedule(s) effective at the time You sign up (hereinafter, the “Fee Schedule”), as discussed and agreed upon with the Company. By providing Us with Your Method of Payment You authorize Us to bill and charge You through that Method of Payment and You agree to provide valid and current payment information.

Except as required by law, all fees are nonrefundable. You may not cancel payments and purchases, except as required by law. However, Company reserves the right to refuse or terminate any purchase or attempted purchase at any time in its sole discretion. Further, You hereby agree and release the Company from any liability associated with and connected to any fees paid by You that are lost or stolen due to Your erroneous sending of fees to an incorrect address, account or merchant profile. You further release the Company from any liability associated with any misappropriation, hack, or loss of fees previously sent by You by any Method of Payment which fees were not ultimately transferred to Company.

5. Student Representations and Warranties

You hereby represent and warrant to Company that You have reached the age of majority in the jurisdiction in which You reside or are otherwise an emancipated minor, possess legal consent from a parent or guardian, or otherwise have the authority and requisite capacity to enter into and perform Your obligations under this Agreement.

Minor Consent: Where consent from a parent or guardian is required, You hereby confirm that as the consenting parent or guardian, You have the sole right to consent to the Company Intermediary Services and Tutoring Services, and that You are not legally mandated to confer with or get consent from any other legal guardian before consenting. You also give affirmative consent to the provisions set forth in the accompanying Privacy Policy regarding the collection, processing, and use of personal information on behalf of the minor.

You hereby confirm and agree that all the information that You provide is true, accurate, current, and complete information about Yourself. Furthermore, You must maintain, and promptly update such information, including information regarding Your Method of Payment. You further agree that You are an authorized signatory of the credit or debit card or other Method of Payment that You provide to Company or its third-party payment processor to pay the fees related hereto in accordance with the Fee Schedule.

If You provide any information that is untrue, inaccurate, not current, or incomplete, or the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, the Company reserves the right to take steps as appropriate to rectify such situations, including, but not limited to, suspension or termination of this Agreement and Your access to the Company’s Intermediary Services and the Tutoring Services.

You agree and consent to not interfere with or disrupt, or attempt to interfere with or disrupt, any of Our systems, Website, servers, networks or infrastructure, or any of the Website’s systems, services, servers, networks or infrastructure, including without limitation obtaining unauthorized access to any of the parts of the Website which are inaccessible and not permitted for Your use.

You agree and consent to not make any use of the Website for the posting, sending or delivering of either of the following: a message or information under a false name; information that is unlawful, libelous, defamatory, abusive, vulgar, obscene, racist, fraudulent, predatory of minors, harassing, threatening or hateful to any person; unsolicited email and/or advertisement or promotion of goods and services; any content that may cause damage to a third party; any content which may constitute, cause, or encourage a criminal action or violate any applicable law; and information that infringes or violates any of the intellectual property rights of others or the privacy or publicity rights of others.

You agree and consent to not violate any applicable local, state, national or international law, statute, ordinance, rule, regulation or ethical code in relation to this Agreement, Your use of the website and access to the Company’s Intermediary Services and the Tutoring Services, and Your relationship with Your Tutor(s) and Us.

If You receive any file from Us or from Your or another Tutor, whether through the Website, other means of communication, or otherwise, You agree to diligently check and scan this file for any virus or malicious software prior to opening or using this file. You understand and acknowledge that Company shall not be liable for any damages caused by virtue of or in connection with any virus or malicious software and hereby release Company from all causes of action and claims of any nature resulting from or arising in connection thereto.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT NOT ALL ASSIGNED TUTORS ARE COLLEGE PROFESSORS. TUTORS ARE ASSIGNED BASED ON THE SUBJECT MATTER REQUESTED FOR TUTORING, AND THEIR SELECTION IS MADE CONSIDERING THEIR QUALIFICATIONS AND EXPERTISE IN THE RELEVANT FIELD. WHILE WE STRIVE TO MATCH YOUR NEEDS WITH THE MOST SUITABLE TUTOR, WE DO NOT GUARANTEE THAT EVERY TUTOR HOLDS A POSITION AS A COLLEGE PROFESSOR. WE ENCOURAGE YOU TO COMMUNICATE YOUR PREFERENCES AND EXPECTATIONS TO HELP US MAKE THE BEST POSSIBLE MATCH. YOU ARE RESPONSIBLE FOR ASSESSING THE SUITABILITY OF THE ASSIGNED TUTOR FOR YOUR SPECIFIC LEARNING REQUIREMENTS. YOUR FEEDBACK IS VALUABLE TO US AND ASSISTS IN CONTINUOUSLY IMPROVING OUR TUTORING SERVICES.

6. Privacy and Security

Safeguarding the information You provide through the Website is a high priority. Additional information about Our security and privacy practices can be found on Our Privacy Policy, which is incorporated herein by reference (the “Privacy Policy”) and is available on Our Website. Company reserves the right to change the Privacy Policy as set forth therein. You acknowledge that You have read and understand the Privacy Policy and that You have the obligation to periodically review the Privacy Policy from time to time.

By agreeing to Our Terms and utilizing the Company’s Intermediary Services and the Tutoring Services, You agree and consent to these Terms and the terms of the Privacy Policy and You acknowledge that We handle the information You provide Us in accordance with said Privacy Policy. Company may disclose information to trusted affiliates, third parties, independent contractors, and partners, including the Tutors, who may use the information for certain business purposes aligned with Company’s goals and business objectives. In addition, Company may transfer information collected from You in connection with a sale, assignment, merger, or restructuring of the Company.

7. Third-Party Content

The Website, Company’s Intermediary Services, and the Tutoring Services may expose You to content, websites which include but are not limited to “Zoom” or “Microsoft Teams”, products and services created or provided by parties other than the Company (“Third-Party Content”). The Company does not review, endorse, or assume any responsibility for Third-Party Content and shall have no liability to You for access to or use of Third-Party Content. You access or use Third-Party Content at Your own risk and discretion, and You understand that these Terms and Privacy Policy do not apply to that Third-Party Content.

8. Disclaimer of Warranty and Limitation of Liability

To the maximum extent permitted by law, You hereby release Us and agree to hold Us harmless from any and all causes of action and claims of any nature resulting from or arising in connection with the Website, Company’s Intermediary Services, and the Tutoring Services, including (without limitation) any act, omission, opinion, response, advice, suggestion, information and/or service of any Tutor and/or any other content or information accessible through the Website.

You understand, agree and acknowledge that the Website, Company’s Intermediary Services, and the Tutoring Services, and API, if any, are provided “as is”, and “as available” without any express or implied warranties of any kind, including but not limited to merchantability, non-infringement, security, fitness for a particular purpose or accuracy, conditions, or duties. The use of the Website, Company’s Intermediary Services, and the Tutoring Services is at Your own risk and We for the avoidance of doubt make NO GUARANTEES as to Your future academic test scores, grades and educational admissions. To the fullest extent of the law, We expressly disclaim all warranties of any kind, whether expressed or implied.

You understand, agree and acknowledge that We shall not be liable to You or to any third party for any indirect, incidental, consequential, special, punitive or exemplary damages for any reason, whatsoever.

You understand, agree and acknowledge that Our aggregate liability for damages arising with respect to these Terms and any and all use of the Website, Company’s Intermediary Services, and the Tutoring Services will not exceed the total amount of money paid by You or on Your behalf through the Website in the 12-month period prior to the date of the claim.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to You.

This section shall survive the termination or expiration of these Terms.

9. Indemnification

Subject to the Terms, as set forth herein, You agree to indemnify, hold harmless, and defend the Company, and its managers, officers, directors, employees, agents, affiliates, successors, and permitted assigns against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including professional fees and attorneys’ fees, arising out of or in any way connected to the following: Your access to or use of the Website; for Tutors, any actions made with Your account or Account Access whether by You or by someone else; Your violation of any of the provisions of these Terms; non-payment for access to and use of the Website, the Company’s Intermediary Services, and the Tutoring Services; Your violation of any third party right, including, without limitation, any intellectual property right, publicity, confidentiality, property or privacy right. This section shall survive expiration or termination of this Agreement.

10. Modifications, Termination, Interruption and Disruptions to the Website

You understand, agree and acknowledge that We may modify, suspend, disrupt or discontinue the Website, any part of the Website, the use of the Website, or access to the Company’s Intermediary Services and Tutoring Services, whether to all Students, Tutors, or to You specifically, at any time with or without notice to You. You agree and acknowledge that We will not be liable for any of the aforementioned actions or for any losses or damages that are caused by any of the aforementioned actions.

The Website is dependent on a variety of technological factors. You acknowledge and agree that while We make reasonable and necessary efforts to ensure the Website’s dependability, We cannot guarantee that access will be uninterrupted or that the Website will always be accessible, consistent, timely, or error-free.

11. Third-Party API

By using the Website, You agree that We may use a third-party application programming interface company (“API”) with which the Company’s server will interact and communicate. The services provided by the API are incorporated without limitation. By utilizing and accessing the Website, You consent and agree to be bound by, to the extent applicable, the API provider’s terms and conditions of service to the extent the same are not in conflict with this Agreement.

12. Proprietary Rights and License

The Company, its affiliates, and licensors, if any, exclusively own all right, title and interest in and to the Website, including all associated intellectual property rights (hereinafter, the “Brand Features”). You acknowledge that the Website and Brand Features are protected by the laws of the United States and any applicable jurisdictions. You agree not to remove, alter or obscure any copyright, trademark, service mark, or other proprietary rights notice, notice which demonstrates the Company’s ownership of proprietary information, incorporated in or accompanying the Website. Neither these Terms nor Your use of the Website, the Company’s Intermediary Services, or the Tutoring Services, transfers any right, title or interest in the Website or Company, or intellectual property rights to You, and the Company and its third-party licensors, if any, retain all respective rights, title, and interest to the Website and the Brand Features.

13. Governing Law and Venue

These Terms are governed by and construed in accordance with and enforced under the laws of the State of New York, United States of America, without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of New York.

Any legal suit, action, or proceeding arising out of or relating to these Terms, or the transactions contemplated thereby may be instituted in any United States federal court or state court located in the state of New York in the City of New York and County of New York, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding. You irrevocably and unconditionally waive any objection to the laying of venue of any suit, action, or proceeding in such courts and irrevocably waive and agree not to plead or claim in any such court that any such suit, action, or proceeding brought in any such court has been brought in an inconvenient forum. In the event You commence an action against the Company and the Company is the prevailing party, You hereby agree and consent to pay the Company’s reasonable attorneys’ fees, resulting from defense of that action.

14. Binding Arbitration

You and the Company agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Website, the Company’s Intermediary Services, or the Tutoring Services, the Privacy Policy, or any other agreement with Company, (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, You will also have the right to litigate any other Dispute if You provide the Company with written notice of Your desire to do so by email at leslie@tutoringprof.com within thirty (30) days following the date You first accept these Terms (such notice, an “Arbitration Opt-out Notice”) and the Company agrees. If You do not provide the Company with an Arbitration Opt-out Notice within the thirty (30) day period, You will be deemed to have knowingly and intentionally waived Your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if You timely provide the Company with an Arbitration Opt-out Notice, will be the state and federal courts located in the state of New York and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless You timely provide the Company with an Arbitration Opt-out Notice, You acknowledge and agree that You and the Company are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both You and the Company otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of any class or representative proceeding. Except as provided in the preceding sentence, this “Binding Arbitration” section will survive any termination of these Terms. You agree that any claim You may have arising out of, or related to Your use of Our Website must be filed within one (1) year after such claim arose; otherwise, Your claim is permanently barred.

Arbitration Rules

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Binding Arbitration” section. (The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure

Unless You and the Company otherwise agree, the arbitration will be conducted in New York County. If Your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that You and the Company submit to the arbitrator, unless You request a hearing, or the arbitrator determines that a hearing is necessary. If Your claim exceeds $10,000, Your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The Company will be entitled to recover attorneys’ fees and expenses if it prevails in arbitration.

Fees

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.

15. Mobile Security

Most communication with the Company occurs through Your mobile device, computer, laptop, tablet, or other similar device (“Devices”). Therefore, Your Devices likely contain personally identifiable information (“PII”), such as your legal name, telephone number, address, social security number, and other vulnerable and sensitive information. As a result, it is of the utmost importance that You keep Your Devices secure at all times. If You are using public Wi-Fi or email applications on Your Devices, You are likely using unsecure networks, putting PII at risk of interception. The best ways to protect Devices from security breaches is to maintain password protection, 2-Factor Authentication, encryption, and/or to install a remote wiping/disabling program into them. Remote wiping/disabling program allows You to quickly clear and disable a lost or stolen mobile device, which can possibly prevent or reduce the magnitude of the breach. While the Company takes the utmost care in protecting Your confidential information and PII, it cannot protect information stored in Your Devices. By using and accessing the Website, the Company’s Tutoring Services, and the Tutoring Services, You agree to indemnify and hold the Company harmless for all loss, damage, claims, or legal actions resulting from any data breaches occurring from theft/misplacement or any third-party intervention with any and all of Your Devices.

16. Miscellaneous

Entire Agreement. This Entire Agreement section does not apply to You if You are a Tutor. The entire Agreement between You, Student or parent-guardian, and Us is contained in these Terms, and in the Privacy Policy, unless and until otherwise advised by the Company. You affirm that You have not depended or relied upon any representations or promises made by Us except for those set forth in these Terms.

Our Exclusive Right to Modify. Company may change these Terms by posting modifications on the Website. Unless otherwise specified by Us, all modifications shall be effective upon posting. You are encouraged to check these Terms frequently. The last effective date of these Terms is posted at the top of these Terms. By using the Website, the Company’s Intermediary Services, and the Tutoring Services, after the changes become effective, You agree to be bound by any such changes to these Terms. If You do not agree to the changes, You must terminate Your use and participation.

Assignment, Transfer, and Delegation. Company may freely transfer or assign these Terms or any of its obligations hereunder at its sole and absolute discretion. Absolutely no assignment, transfer, or delegation of this Agreement, its Terms, or the obligations set forth hereunder, shall be permitted by You or any other party.

Notice. Any and all notices demands, requests, elections or other communications required or permitted to be given by either party to the other shall be in writing, or by electronic transmission and shall be either personally delivered, electronically conveyed or deposited in the United States mail, first-class registered or certified postage prepaid, return receipt requested, and addressed to the following:

For Letters:

Your Voice, LTD.

PO Box 1117

Long Beach, New York 11561

leslie@tutoringprof.com

For FedEx and UPS:

Your Voice, LTD.

101 E Park Avenue, Ste. #1117

Long Beach, New York 11561

leslie@tutoringprof.com

with a copy to:

KI Legal

Attn: Michael Iakovou, Esq.

40 Wall Street, 49th Floor

New York, New York 10005

michael@kilegal.com

Severability. If any provision of these Terms is held by a court of competent jurisdiction to be illegal, invalid, unenforceable, or otherwise contrary to law, the remaining provisions of these Terms will remain in full force and effect.

For the avoidance of doubt, all clauses regarding limitations of liabilities and indemnification shall survive the termination or expiration of these Terms.