IMPORTANT: These Terms contain an as-is warranty disclaimer (Section 11), limitations of liability including a three-month fee cap (Section 12), a release (Section 13), customer indemnities (Section 14), messaging obligations (Section 19), and binding arbitration and a class-action waiver (Section 22). ClassWatch360 is not a child-safety, supervision, custody-verification, monitoring, alert, or emergency system.
These Terms govern the ClassWatch360 service and website provided by Ed Tech Solutions LLC, a New Jersey limited liability company ("Provider"), to the business identified in the Service Agreement ("Customer"). The signed Service Agreement, these Terms, and any addendum signed by both parties form the "Agreement." Sections concerning website access, acceptable use, intellectual property, submissions, disclaimers, liability, privacy, and disputes also apply as relevant to a person who visits the website or submits a demo request, inquiry, comment, or other website form (a "Website Visitor"). The Privacy Policy and guidance materials do not add contractual promises unless the Agreement expressly says otherwise.
1. DEFINITIONS
1.1 App or Service.
The hosted ClassWatch360 software and enabled features, including attendance entries, messaging, time sheets, displays, forms, support, and optional setup services.
1.2 Customer Data.
Data submitted to or generated through the Service for Customer, including student and parent information. Entry means a check-in or check-out event actually captured and stored by the Service. Record means stored attendance information available through the Service.
1.3 Users, Recipients, and Website Visitors.
A User is a person Customer permits to use the Service. A Recipient is a person the Customer directs the Service to contact. A Website Visitor is a person who accesses the public website or submits a request, inquiry, comment, or other website form.
1.4 Protected Parties.
Provider and its current and former members, managers, officers, employees, contractors, agents, affiliates, successors, assigns, service providers, and the individual founder, in each capacity relating to the Service. Sections 11-15, 19.7, 22.5, and 22.6 expressly benefit and may be enforced by each Protected Party.
2. SERVICE AND LICENSE
2.1 Subscription.
During the term and subject to payment and compliance, Provider grants Customer a limited, revocable, nonexclusive, nontransferable right for its authorized staff to use the Service for the Centers listed in the Service Agreement. No right is granted to parents, students, franchisors, or other persons.
2.2 Ownership.
Provider owns the Service, software, designs, documentation, and improvements. Customer owns Customer Data. Customer grants Provider a limited license to host, process, transmit, back up, and display Customer Data only to provide, secure, support, and improve operation of the Service, comply with law, and enforce the Agreement. Provider will not sell Customer Data or use identifiable Student Data to train generalized artificial-intelligence models.
2.3 Acceptable Use and Restrictions.
Customer, Users, and Website Visitors will not copy, reverse engineer, resell, sublicense, scrape or harvest data, bypass security, probe or test vulnerabilities without written permission, interfere with the Service or website, impersonate another person or organization, misrepresent identity or authority, submit information using another person's identity without authorization, or submit unlawful, defamatory, infringing, deceptive, malicious, obscene, threatening, harassing, or harmful content. Customer will not permit access outside its authorized Center operations. Provider may remove a website submission or restrict access reasonably believed to violate this Section, law, security, or another person's rights.
2.4 Changes and Third Parties.
Provider may modify features and may use Google, Twilio, and other service providers. Provider does not control third-party networks, devices, carriers, platforms, or policies. If a material core feature is discontinued during an initial term, Customer may terminate that feature or the Agreement on written notice as its exclusive remedy. Beta or trial features are optional, as-is, and may be withdrawn.
3. NATURE OF THE SERVICE
3.1 Administrative Tool.
The Service records and displays information submitted or captured through it. It supports Customer's administration but does not itself observe a student or establish what physically occurred.
3.2 Not a Safety or Custody System.
The Service is not designed or offered as a child-safety, security, supervision, custody-verification, access-control, monitoring, alert, emergency, or life-safety system. Provider does not assume Customer's duty to supervise, protect, release, or account for any student.
3.3 No Monitoring Duty.
Provider does not continuously monitor Entries, Records, Messages, students, doors, devices, Center operations, discrepancies, or unusual activity and has no duty to detect, alert, call, investigate, or escalate. Support activity does not create such a duty.
3.4 Meaning of Records.
An Entry shows only what the Service captured. A Record or dashboard status is not conclusive proof of a student's actual presence, location, arrival, departure, safety, condition, or pickup authority and must not be the sole basis for determining those matters.
3.5 Dependencies and Failure Modes.
The Service depends on people, scans, data, devices, power, networks, browsers, operating systems, accounts, carriers, and third-party services. Entries, Records, exports, displays, and Messages may be missing, duplicate, inaccurate, late, incomplete, corrupted, unavailable, or delivered to an incorrect or reassigned contact.
4. CUSTOMER RESPONSIBILITIES
4.1 Supervision and Verification.
Customer and its staff are solely responsible for physical supervision, attendance procedures, authorized pickup, custody restrictions, emergency response, and student safety. Staff must directly verify actual presence and authorized departure and must not rely solely on the Service or a Message.
4.2 Testing and Reconciliation.
Before go-live and after material changes, Customer will test enabled functions on each device using non-live or supervised scenarios, including confirming that a student who is not successfully scanned may produce no Entry, status change, Message, or alert. During each operating session, Customer will reconcile Records against actual physical presence and promptly correct or document discrepancies. Customer accepts the Agreement by signing or using the Service whether or not it completes testing; failure to test does not delay acceptance.
4.3 Contingency.
Customer will maintain and periodically test a practical backup procedure usable when the Service, device, network, display, or messaging feature is unavailable. The backup may include direct visual confirmation, staff communication, paper records, telephone calls, or another method appropriate to the Center.
4.4 Staff, Equipment, and Center-Owned Accounts.
Customer will train and supervise Users and is solely responsible for its devices, network, installation, displays, mounts, Google account, passwords, permissions, recovery methods, MFA, active sessions, and all activity under its credentials. The shared Center Gmail identity belongs to and is administered by Customer, not Provider. Provider has no duty or ability to change its password, revoke its Google sessions, alter recovery methods, administer MFA, or determine which current or former staff possess the credentials. Customer will limit credentials to authorized staff; keep MFA and recovery access under the Center owner's control; rotate passwords periodically and whenever compromise is suspected; immediately change the password, revoke active sessions, and remove recovery access when any staff member leaves or no longer requires access; and notify Provider promptly of suspected misuse so Provider may suspend Service access where reasonably available. As between the parties, Customer is responsible for activity conducted through its credentials, including activity by current or former staff who retained or obtained access because Customer did not complete these controls. Shared credentials prevent individual attribution, and Customer accepts that limitation.
4.5 Data and Defects.
Customer is responsible for the legality, accuracy, currency, and completeness of Customer Data and recipient details. Customer will review imported data and report suspected material defects promptly with enough detail to investigate. Provider's investigation or support does not constitute an admission or assumption of supervision.
5. FRANCHISOR AND OTHER REQUIREMENTS
5.1 Customer Compliance.
Customer alone determines and complies with laws, franchise standards, annual certifications, audits, retention rules, and operating policies applicable to its Center. Provider does not certify that the Service satisfies any specific franchisor’s requirement and is not endorsed or approved merely because Customer selects it.
5.2 Changes or Objections.
If Franchisor or another franchisor prohibits, restricts, or materially objects to the Service, either party may terminate on written notice. Provider will refund prepaid, unused subscription fees after termination; that refund is Customer's exclusive contractual remedy for the franchisor action.
6. CUSTOMER DATA AND PRIVACY
6.1 Roles and Instructions.
Customer determines which data to submit and the purposes of processing. Provider processes Customer Data to provide, secure, support, and administer the Service and as required by law. The Privacy Policy describes Provider's own privacy practices. An executed Student Records Addendum or Data Processing and Security Addendum controls within its stated scope.
6.2 Data Minimization; No HIPAA Service.
Customer will submit only information reasonably necessary for permitted use. Customer must not submit Social Security or government-identification numbers, payment-card or bank-account data, medical or health records, diagnoses, treatment information, biometric templates, authentication secrets, or other highly sensitive data unless Provider expressly authorizes the category in a signed addendum. The Service is not designed, offered, or represented as a HIPAA-compliant service and must not be used to create, receive, maintain, or transmit protected health information regulated by HIPAA.
6.3 Security.
Provider will maintain commercially reasonable safeguards appropriate to a small hosted administrative service. This is an obligation to maintain reasonable safeguards, not a warranty or guarantee that a Security Incident, unauthorized access, disclosure, alteration, loss, or unavailability will not occur. No system is completely secure. Customer is responsible for endpoint security, account access, recipient accuracy, exports, and data it stores outside the Service. To the maximum extent permitted by law, claims involving data security, privacy, loss, disclosure, or unavailability remain subject to Sections 11-13 and the aggregate cap in Section 12.
6.4 Security Incident.
Provider will notify Customer without undue delay after confirming unauthorized access to or acquisition, use, or disclosure of Customer Data in readable form within Provider's possession or control (a "Security Incident"). Unsuccessful attempts, events caused solely by Customer systems or credentials, and access authorized by Customer are not Provider Security Incidents, but Provider will
reasonably cooperate. Customer is responsible for reasonable investigation, remediation, notice, credit-monitoring, regulatory-response, and related costs to the extent an incident arises from Customer's systems, credentials, devices, instructions, data, Users, or breach of the Agreement. To the extent such costs arise directly from Provider's material breach of Section 6.3, Provider's responsibility, if any, remains subject to Sections 11-13 and the aggregate cap in Section 12. Each party otherwise bears its own costs unless nonwaivable law requires otherwise. Nothing limits a duty imposed directly on Provider by applicable law.
6.5 Export, Retention, and Deletion.
Customer will periodically export and retain records required for its business, legal, or franchisor purposes. After termination, Provider may disable access immediately and delete active Customer Data after 30 days, subject to backups, legal holds, technical constraints, and applicable law. Provider does not promise to retain Customer's required two-year record copy.
6.6 Aggregated Data.
Provider may use information that has been aggregated or de-identified so it cannot reasonably identify Customer, a student, parent, or User to operate, secure, analyze, and improve the Service. Provider will not attempt to re-identify it.
7. FEES AND PAYMENT
7.1 Charges.
Customer will pay the amounts in the Service Agreement. SMS is billable when submitted to the messaging provider, whether delivered, read, or answered, and long communications may create multiple billable segments. Provider's usage records control absent manifest error.
7.2 Customer-Initiated Payment.
Invoices are due within 15 days. Customer initiates payment through Zelle, Venmo, Stripe, or another method Provider identifies; Provider does not automatically debit Customer's bank account or payment method. Payment providers may give Provider the payer name, account identifier, amount, date, memo, transaction identifier, status, and related transaction records, but Customer must not place card or bank-account details in the Service. Overdue amounts may accrue interest at the lesser of 1.5% per month or the legal maximum, plus reasonable collection costs. Customer must dispute a charge in writing within 30 days and is responsible for applicable transaction, sales, and use taxes other than Provider's income taxes.
7.3 Advance and Setup.
The good-faith advance is a prepayment credited to month six, not a trust deposit, and is nonrefundable if Customer ends the initial term early except where the Agreement or law requires otherwise. An optional setup fee is nonrefundable after work begins.
7.4 Fee Changes.
Provider may change recurring fees only for a renewal period after at least 30 days' notice. Customer may avoid the changed fee by terminating before it takes effect.
8. TERM, TERMINATION, AND SUSPENSION
8.1 Term.
The initial term is stated in the Service Agreement. It then renews month-to-month unless either party gives 30 days' notice. If Customer terminates for convenience during the initial term, remaining initial-term subscription fees remain due and unused credits are forfeited.
8.2 Cause.
Either party may terminate for a material breach not cured within 15 days after written notice. Provider may terminate or suspend immediately for nonpayment, unlawful or prohibited use, a security or safety risk, messaging abuse, carrier direction, material breach of Sections 2.3, 6.2, or 19, or conduct threatening the shared number or other customers.
8.3 Effect.
On termination, access ends and accrued payment obligations remain. Sections concerning ownership, fees, data disposition, disclaimers, liability, release, indemnity, nonparty duties, confidentiality, disputes, and provisions intended by their nature to survive will survive.
9. SUPPORT, AVAILABILITY, AND SETUP
9.1 Support and Availability.
Provider will offer email support and use commercially reasonable efforts to operate the Service. No service level, response time, uptime percentage, correction deadline, or service credit applies unless stated in the Service Agreement. Planned maintenance, emergencies, third-party failures, Customer systems, and force majeure are excluded.
9.2 Setup.
If purchased, Provider will load and configure data as Customer supplies it. Customer must verify imported data and configuration before live use. Dates are estimates. Setup errors and delay remain subject to Sections 11-14 and do not increase the liability cap.
10. CONFIDENTIALITY
10.1 Protection.
Each party will use reasonable care to protect the other's nonpublic business and technical information and will use it only for the Agreement. This does not cover information independently developed, lawfully received without restriction, or publicly available without breach. Required disclosure is permitted after notice where lawful.
11. WARRANTIES AND DISCLAIMERS
11.1 AS-IS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, RECORDS, MESSAGES, DISPLAYS, EXPORTS, SETUP, SUPPORT, AND GUIDANCE ARE PROVIDED "AS IS" AND "AS AVAILABLE." CUSTOMER TESTS AND DETERMINES WHETHER THEY ARE APPROPRIATE FOR ITS OPERATIONS.
11.2 DISCLAIMER.
PROVIDER DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, ERROR-FREE OPERATION, DELIVERY, RETENTION, LEGAL COMPLIANCE, AND SATISFACTION OF ANY SAFETY OR FRANCHISOR REQUIREMENT. NO ORAL STATEMENT CREATES A WARRANTY. NONWAIVABLE WARRANTIES REMAIN ONLY TO THE EXTENT REQUIRED BY LAW.
12. LIMITATION OF LIABILITY
12.1 Excluded Damages.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NO PROTECTED PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOST PROFITS, REVENUE, SAVINGS, GOODWILL, BUSINESS, OR DATA; COST OF SUBSTITUTE SERVICES; BUSINESS INTERRUPTION; OR PERSONAL INJURY, DEATH, ABDUCTION, DISAPPEARANCE, CUSTODY OR PICKUP DISPUTES, UNAUTHORIZED RELEASE, DATA DISCLOSURE, OR MESSAGING CLAIMS ARISING FROM OR RELATING TO CUSTOMER'S USE OF OR RELIANCE ON THE SERVICE.
12.2 Covered Failure Claims.
The exclusions and cap apply regardless of legal theory and specifically to claims involving a Protected Party's ordinary negligence, including a failure to detect, diagnose, correct, or warn about a defect to the extent constituting ordinary negligence; software design, coding, configuration, hosting, testing, support, or maintenance; bugs; missed, duplicate, inaccurate, delayed, or lost Entries; incorrect dashboard status; unavailable Records; failed or misdirected Messages; device, network, carrier, or third-party failure; data loss or disclosure; and Customer's failure to scan, supervise, verify, reconcile, maintain backup procedures, or obtain consent.
12.3 Aggregate Cap.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL PROTECTED PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE AGREEMENT OR SERVICE WILL NOT EXCEED THE SUBSCRIPTION FEES CUSTOMER PAID OR OWED FOR THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT FIRST GIVING RISE TO LIABILITY. THE CAP IS CUMULATIVE, NOT PER CLAIM OR PERSON.
12.4 Required Exceptions.
Sections 12.1-12.3 do not exclude or limit liability to the extent a final, nonappealable judgment determines it cannot lawfully be limited, including liability for Provider's fraud, intentional misconduct, or gross negligence or recklessness where applicable law prohibits limitation. This exception does not create a duty or remedy that otherwise would not exist. The parties agree the allocation is reflected in the low fees and applies even if a remedy fails of its essential purpose.
13. ASSUMPTION OF RISK AND RELEASE
13.1 Assumption.
Customer knowingly assumes the operational risks described in Sections 3-6 and 19, including inaccurate or absent Entries, service outages, failures of devices or third parties, undelivered Messages, shared credentials, and use of a shared sending number.
13.2 Release and Non-Assistance.
To the maximum extent permitted by law, Customer releases and agrees not to sue any Protected Party for all known or unknown claims within the risks Customer assumed, including claims based on a Protected Party's ordinary negligence. Customer will not solicit, finance, direct, encourage, or voluntarily assist another person's claim against a Protected Party based on those released or assumed risks and will cause its owners, managers, employees, and agents not to do so while acting for Customer or using Customer resources. This does not prohibit obtaining legal advice, giving required notice to an insurer, complying with a subpoena, court order, or law, providing truthful testimony or good-faith regulatory cooperation, or exercising a nonwaivable right. Customer will reimburse the Protected Parties for reasonable legal fees and costs caused by Customer's breach of this non-assistance covenant. The release and covenant do not apply to conduct that Section 12.4 says cannot lawfully be released or restricted.
14. INDEMNIFICATION
14.1 Customer Indemnity.
Customer will defend, indemnify, and hold harmless the Protected Parties from third-party claims, demands, investigations, penalties, losses, liabilities, judgments, settlements, and reasonable legal fees arising from: Customer's students, supervision, custody, pickup or release; Customer Data or instructions; Customer's accounts, devices, displays, or staff; Messages, recipients, consent or opt-outs; breach of the Agreement or law; or allegation that Customer's acts, omissions, or reliance on the Service caused injury, loss, unauthorized disclosure, or a messaging violation.
14.2 Negligence Allegations.
This duty applies where a third party alleges that a Protected Party's ordinary negligence contributed to a covered claim, but not to the extent a final, nonappealable judgment allocates loss to Provider's fraud, intentional misconduct, or gross negligence or recklessness that applicable law prohibits Customer from indemnifying.
14.3 Procedure.
Provider will give reasonably prompt notice and may control the defense with counsel of its choosing. Customer may participate at its expense and may not settle in a manner admitting fault by, imposing obligations on, or failing to release a Protected Party without Provider's consent. Customer's indemnity is not limited by Section 12.
14.4 Provider IP Indemnity.
Provider will defend Customer against a third-party claim that the unmodified Service directly infringes a U.S. patent, copyright, or trademark, and may modify, replace, or terminate the affected feature and refund prepaid unused fees. This does not cover Customer Data, combinations, modifications, instructions, continued use after notice, or open-source components. This is Customer's exclusive IP remedy and remains subject to Section 12.
15. NONPARTIES AND FOUNDER PROTECTION
15.1 No Third-Party Beneficiaries or Assumed Duty.
The Agreement benefits only the parties and Protected Parties. No parent, student, guardian, pickup person, franchisor, insurer, employee, or regulator is a beneficiary. Providing the Service does not create a custodial, fiduciary, professional, special, or other duty to any nonparty.
15.2 Protected-Party Enforcement.
The limitations, releases, indemnities, arbitration, class waiver, and limitations period expressly protect Provider's founder, members, managers, personnel, and other Protected Parties for conduct relating to the Service. Nothing purports to shield any person from personal liability that applicable law makes nonwaivable for that person's own conduct.
16. INSURANCE
16.1 Customer Insurance.
During the Agreement, Customer will maintain the business insurance it reasonably considers appropriate for its operations and risks, including student supervision, premises, bodily injury, privacy, employment, and communications risks. No particular policy type or limit is required unless the parties agree otherwise in writing, and Provider does not verify coverage, exclusions, or collectability.
16.2 Waiver of Subrogation.
Customer waives its rights of recovery against the Protected Parties for losses covered by Customer's insurance, to the extent permitted by the applicable policies and law. To the extent commercially available without material additional cost, Customer will cause its applicable policies to waive the insurer's subrogation rights against the Protected Parties for claims Customer releases or assumes under the Agreement and will not knowingly impair that waiver. Customer's failure to maintain insurance or obtain a waiver does not expand a Protected Party's liability or reduce any exclusion, release, defense, or cap.
17. RECORDS, LEGAL REQUESTS, AND PRESERVATION
17.1 Requests.
Provider may disclose data as required by subpoena, court order, law, or valid governmental demand and may charge reasonable costs for extraordinary assistance requested by Customer. Records are produced as stored and are not certified proof of physical events.
17.2 Preservation.
After written notice of an actual or reasonably anticipated claim, Provider may suspend routine deletion for relevant information reasonably available to it. Customer pays reasonable extraordinary preservation, collection, export, and production costs unless law requires otherwise.
18. FEEDBACK, PUBLICITY, AND FORCE MAJEURE
18.1 Feedback.
Provider may use voluntary suggestions without restriction or compensation, but acquires no ownership of Customer Data. Provider may identify Customer as a customer only with Customer's written approval.
18.2 Force Majeure.
Provider is not liable for delay or failure caused by events beyond reasonable control, including internet, cloud, carrier, utility, device, platform, government, labor, disaster, cyberattack, or franchisor action.
19. MESSAGING AND PARENT COMMUNICATIONS
19.1 Customer Is the Sender.
Customer selects recipients and composes, authorizes, schedules, and benefits from each Message. Provider supplies software and transmission services and does not review or approve Message content. The parties allocate sender responsibility to Customer to the maximum extent permitted by law; regulators and claimants are not bound by that allocation.
19.2 Consent and Compliance.
Customer will obtain, document, and retain every consent and notice required by the TCPA and other applicable calling, email, privacy, carrier, and industry rules. Customer will maintain current recipient records, avoid emergency contacts or reassigned numbers without consent, and honor every revocation or opt-out communicated by any reasonable method within the legally required time.
19.3 No Marketing.
Messages must be limited to operational and informational communications about the recipient's enrolled student and Center operations. Marketing, advertising, promotions, referral solicitations, fundraising, political communications, and telemarketing are prohibited even if a recipient purportedly consented.
19.4 Delivery.
Delivery and delivery times depend on carriers, devices, recipient settings, contact accuracy, filtering, and other external factors. Provider does not guarantee delivery, timing, receipt, or response. Messaging does not replace direct staff procedures for time-sensitive student supervision, pickup, custody, or emergency matters.
19.5 Shared Number.
Unless a Dedicated Number Addendum is signed, Messages use a number shared by multiple centers. Recipients may not recognize it; an opt-out may suppress Messages sent through that number generally; one center's conduct can affect all users; and Provider may change or suspend the number. Customer will also maintain its own suppression records and must not rely solely on Provider's status.
19.6 Suspension and Charges.
Provider may immediately suspend messaging for legal, carrier, complaint, opt-out, security, or reputational risk. Charges accrue when Messages are submitted, regardless of delivery.
19.7 Messaging Indemnity.
Without limiting Section 14, Customer will defend, indemnify, and hold harmless the Protected Parties from third-party claims and regulatory matters arising from Customer's Messages, lists, consent, opt-outs, recipient selection, content, timing, frequency, shared-number use, or violation of communications law.
20. DISPLAYS AND EQUIPMENT
20.1 Customer Control.
Customer controls what a television or other display shows, where it is placed, and who can see it. Customer will minimize displayed personal information, restrict public visibility, blank unattended displays, and securely install and maintain equipment. Provider is not responsible for disclosure caused by placement or configuration, or for equipment, casting, connectivity, mounting, property damage, or injury.
21. CHANGES TO TERMS
21.1 Notice.
Provider may update these Terms and will notify Customer by email or in the Service. Posting the updated text alone is not notice. Changes take effect 30 days after notice, or sooner when required by law, a carrier or service provider, or a security/compliance risk. Continued use after the effective date constitutes acceptance; Customer may terminate before that date if it does not agree. Fee changes remain governed by Section 7.4. Provider will retain prior versions.
22. GENERAL
22.1 Entire Agreement and Priority.
The Agreement supersedes prior discussions and Customer purchase-order or portal terms. In a conflict: an executed subject-specific addendum controls within its scope; then the Service Agreement controls for price, term, Centers, and enabled features; then these Terms. Privacy and guidance materials do not override contractual risk allocation.
22.2 Assignment and Independent Parties.
Customer may not assign without Provider's written consent. Provider may assign to an affiliate or in connection with a sale or reorganization. The parties are independent contractors; neither is the other's agent, partner, joint venturer, employer, or fiduciary.
22.3 Notices.
Legal notices must be written. Notices to Provider go to support@classwatch360.com, with edtechsolutions.main@gmail.com available as a backup address; notices to Customer go to its account email or address. Email is effective when sent absent a bounce. Customer keeps contact information current.
22.4 Governing Law and Permitted Courts.
New Jersey law governs without its conflict rules. Subject to arbitration below, each party consents to exclusive jurisdiction and venue in the state and federal courts located in or serving Middlesex County, New Jersey, for any court proceeding permitted by the Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
22.5 Arbitration and Class Waiver.
After 30 days of good-faith discussion following written notice, any unresolved dispute arising from the Agreement, website, or Service will be resolved by binding arbitration before one arbitrator under the American Arbitration Association Commercial Arbitration Rules, seated in Middlesex County, New Jersey, and conducted in English. EACH PARTY WAIVES JURY TRIAL AND CLASS, COLLECTIVE, CONSOLIDATED, AND REPRESENTATIVE PROCEEDINGS. Either party may seek temporary injunctive relief in the courts identified in Section 22.4 to protect intellectual property, confidentiality, or security.
22.6 Limitations Period.
To the maximum extent permitted by law, any claim arising from the Agreement or Service must be brought within one year after it accrues. This does not shorten a period that applicable law prohibits the parties from shortening.
22.7 Severability and Construction.
An unenforceable provision will be modified to the minimum extent necessary or severed; the remainder survives. Headings are for convenience; "including" is nonexclusive. No ambiguity is construed against a party merely because it drafted the text. Failure to enforce is not waiver.
22.8 Electronic Acceptance.
Signatures, electronic acceptance, and the signed Service Agreement are valid. For a signed Customer, the Terms version identified in the Service Agreement is the accepted version. Customer will ensure that only an authorized representative accepts on its behalf.
Questions or requests: Ed Tech Solutions LLC, New Jersey
Primary Contact: support@classwatch360.com.
Backup contact: edtechsolutions.main@gmail.com