Provider Terms of Service

Updated November 17, 2021

IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.

1. TERMS OF SERVICE

   1. Binding Agreement. These Terms of Service (“Terms”) are by a binding contract between “you”, a massage therapist or other holistic health provider (as a “Provider”) and us, 2Book, Inc. ("2Book," "we," "our," or "us") effective as of your first use of the Services (“Effective Date”). These Terms govern your access to, use of, and participation in the 2Book digital platform, all 2Book websites, software, processes and any other services provided by or through the the MassageBook online platform (the “Platform”), as well as the related mobile application (“Application” together with the Platform the “Services”) made available by 2Book through the entirety of your relationship with us. PLEASE READ THE TERMS THOROUGHLY AND CAREFULLY. BY USING THE PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU MAY NOT ACCESS OR USE THE PLATFORM. If you use the Platform on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and "you" and "your'' herein shall refer to that entity, its directors, officers, employees, and agents.
   2. License to Use. Subject to your compliance with these Terms, 2Book grants you a limited, non-exclusive, revocable, nontransferable, and non-sublicensable license to reproduce and display Collective Content (excluding any software source code) solely for your personal and non-commercial use and only in connection with your access to and participation in the Platform. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform or Collective Content, except as expressly permitted in these Terms. THE PLATFORM AND COLLECTIVE CONTENT ARE PROVIDED TO YOU AS IS. If you download or print a copy of Collective Content for personal use, you must retain all copyright and other proprietary notices contained thereon. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by 2Book or its licensors, except for the licenses and rights expressly granted in these Terms.
   3. Modifications. 2Book reserves the right, in its sole discretion, to modify these Terms, and any other documents incorporated by reference herein, at any time and without prior notice. 2Book will notify you of changes by posting on the 2Book website, sending you a message, and/or otherwise notifying you when you are logged into your account on the Platform. Modifications will become effective upon being posted on the Platform; Your continued use of the Platform after the modification of the Terms shall constitute your consent to the changes. If you do not agree, you may not access or use the Platform.
   4. Additional Terms and Policies. Please review 2Book's Privacy Policy, incorporated herein by reference, for information and notices concerning 2Book's collection and use of your information. Please review all policies that relate to your use of the Platform and our interactions with you and third parties. Certain areas of and/or products on the Platform may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions or policies. If there is a conflict between these Terms and the terms and conditions or policies posted for a specific area or product, the latter take precedence with respect to your use of that area or product.

2. KEY TERMS

   1. "Collective Content" means User/ Provider Content and 2Book Content together.
   2. "Content" means text, graphics, images, music, software, audio, video, information or other materials, including but not limited to profile information, services requests, quotes, message threads, reviews, scheduling and calendar information, and other information or materials available on or through the Platform.
   3. "User" means a user who is registered to request, receive, pay for, or review your services.
   4. "Pro Services" means the services listed, quoted, scheduled, offered or provided by Providers, or sought, scheduled or received by Users, through the Platform.
   5. "2Book Content" means all Content 2Book makes available on or through the Platform, including any Content licensed from a third party, but excluding User/Provider Content.
   6. "User/Provider Content" means all Content submitted, posted, uploaded, published, or transmitted on or through the Platform by Users or Providers on the Platform, including but not limited to photographs, profile information, descriptions, postings, reviews, requests, messages, and payments made through the Platform, but excluding 2Book Content and Feedback (as defined herein).

3. ELIGIBILITY, PROVIDER REPRESENTATIONS, WARRANTIES, AND USE OF THE PLATFORM

   1. Eligibility. Access to and use of the Platform is available only to individuals who are at least 18 years old and can form legally binding contracts under applicable law. By accessing or using the Platform, you represent and warrant that you are eligible.
   2. Qualifications. By registering or using the Platform to offer, post, or provide Pro Services, Providers represent and warrant that they, and the employees, agents, contractors, and subcontractors who may perform work for them, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which they may be subject in the jurisdiction(s) in which they offer their Pro Services and in relation to the specific job they are performing. Providers otherwise agree to comply with all applicable laws, including the California Consumer Privacy Act, in their use of the Platform and any personal information obtained from the Platform.
   3. PROVIDERS UNDERSTAND AND AGREE THAT THEY ARE CUSTOMERS OF 2BOOK, AND ARE NOT 2BOOK EMPLOYEES, JOINT VENTURERS, PARTNERS, OR AGENTS. PROVIDERS ACKNOWLEDGE THAT THEY SET OR CONFIRM THEIR OWN PRICES, PROVIDE THEIR OWN EQUIPMENT, AND DETERMINE THEIR OWN WORK SCHEDULE. 2BOOK DOES NOT CONTROL, AND HAS NO RIGHT TO CONTROL, THE SERVICES A PROVIDER PROVIDES (INCLUDING HOW THE PROVIDER PROVIDES SUCH SERVICES) IF THE PROVIDER IS ENGAGED BY A USER OR ANY OTHER PERSON, EXCEPT AS SPECIFICALLY NOTED HEREIN.
   4. Background Checks. 2Book, as permitted by applicable laws, may obtain reports regarding Providers, which may include history of criminal convictions or sex offender registration, and we may limit, block, suspend, deactivate, or cancel a Provider’s account based on the results of such a check. As a Provider, you agree and authorize us to use your personal information, such as your full name and date of birth, to obtain such reports from 2Book’s vendors.

4. ACCOUNT REGISTRATION AND OTHER SUBMISSIONS

   1. Account. To access and participate in certain features of the Platform, you will need to create a password-protected account ("Account"). If available, you may register for an Account using certain third-party account and log-in credentials (your "Third-Party Site Password"). You agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Platform, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your 2Book password and, if applicable, your Third-Party Site Password. You are solely responsible for all activity that occurs on your Account, and you will notify 2Book immediately of any unauthorized use. 2Book is not liable for any losses by any party caused by an unauthorized use of your Account. Notwithstanding the foregoing, you may be liable for the losses of 2Book or others due to such unauthorized use. Your account is nontransferable except with 2Book’s written permission and in line with 2Book policies and procedures. 2Book retains the right to terminate or suspend your Account at any time, for any reason. If your Account is terminated for cause due to a breach of these Terms, any prepaid fees will be forfeited to 2Book.
   2. Provider Content. We may, in our sole discretion, permit you to post, upload, publish, submit or transmit Provider Content. By making available any Provider Content on or through the Platform, you hereby grant to 2Book a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Provider Content on, through, by means of or to promote, market or advertise the Platform or Pro Services, or for any other purpose in our sole discretion, except that the contents of private messaging through the Platform will not be used by 2Book in public advertising. In the interest of clarity, the license granted to 2Book shall survive termination of the Platform or your Account. 2Book does not claim ownership rights in your Provider Content and nothing in these Terms will be deemed to restrict rights that you may have to use and exploit any such Provider Content submitted, posted, uploaded, published, or transmitted on or through the Platform by you.
      1. You acknowledge and agree that you are solely responsible for all Provider Content that you make available on or through the Platform. Accordingly, you represent and warrant that: (a) you either are the sole and exclusive owner of all Provider Content that you make available on or through the Platform or you have all rights, licenses, consents and releases that are necessary to grant to 2Book the rights in such Provider Content, as contemplated under these Terms; and (b) neither the Provider Content nor your posting, uploading, publication, submission or transmittal of the Provider Content or 2Book's use of your Provider Content (or any portion thereof) on, through or by means of the Platform will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. While it has no obligation to do so, you agree that 2Book may proofread, summarize or otherwise edit and/or withdraw your Provider Content, and you understand it remains your sole responsibility to monitor your Provider Content and ensure that such edited Content is accurate and consistent with your representations and warranties in these Terms.
      2. 2Book reserves the right, at any time and without prior notice, to remove or disable access to Provider Content that we, in our sole discretion, consider to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Platform or users, or for any other reason.

5. PROHIBITED USE

   1. Prohibited Use. As a user of the Platform, you may not:

      1. Use any personal information of a User for your own non-Pro Services related purpose or provide any such information to any third party. 
      2. Use another person's Account, misrepresent yourself or Pro Services offered through the Platform, misrepresent your identity or qualifications, misrepresent a project or other information in a quote request, or post Content in any inappropriate category or areas on the Platform;
      3. Use any automated system including but not limited to robots, spiders, offline readers, or scrapers to access the Platform for any purpose without 2Book's prior written approval; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the Platform for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material (2Book reserves the right to revoke these exceptions either generally or in specific cases);
      4. Attempt in any way to circumvent the Application or Services for purposes of avoiding Fees (see the Non-Circumvention Policy below for more details);
      5. Advertise or solicit a service not related to or appropriate for the Platform including, but not limited to anything that (a) is not in supported categories or provides only products; (b) provides directories or referrals; (c) offers lending; (d) offers rental space; (e) promotes events (such as a party or professional convention); (f) competes with the business of 2Book; (g) is based outside the United States or Canada; (h) promotes or offers Ponzi schemes, junk mail, spam, chain letters, pyramid schemes, affiliate marketing or unsolicited commercial content, discount cards, credit counseling, online surveys or contests, raffles, prizes, bonuses, games of chance or giveaways; or (i) offers a Pro Service not reasonably available to a User or other individual in that User or individual’s location;
      6. In any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate Platform information or Content including but not limited to, for use on a mirrored, competitive, or third-party site;
      7. Transmit more request messages through the Platform in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
      8. Take any action that (a) may unreasonably encumber the Platform's infrastructure; (b) interferes or attempts to interfere with the proper working of the Platform or any third-party participation; (c) bypasses measures that are used to prevent or restrict access to the Platform; (d) circumvents, disables or otherwise interferes with security features of the Platform; (e) distributes viruses or any other technologies that may harm 2Book or users; (f) uses the Platform in a way that violates any copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights; or (g) circumvents or manipulates Fees (defined herein) structure, billing, or Fees owed;
      9. As a Provider, use the Platform in any manner that circumvents your obligation to pay 2Book for access to services provided by the Platform;
      10. As a Provider, notwithstanding anything to the contrary contained in these Terms, “sell” any personally identifiable data (as that term is defined by the California Consumer Privacy Act), including but not limited to information related to Users;
      11. Collect, harvest, or publish any personally identifiable data including but not limited to names or other account information, from the Platform, or use the communication systems provided by the Platform for any reason not explicitly authorized by these Terms, including commercial solicitation purposes;
      12. Recruit, solicit, or contact in any form Providers or Users for employment or any other use not specifically intended by the Platform;
      13. Take any inappropriate or unlawful actions, including the submission of inappropriate or unlawful Content to or through the Platform, including Content that is harassing, hateful, illegal, profane, obscene, defamatory, threatening, or discriminatory, or that advocates, promotes, or encourages inappropriate activity, conduct that would be considered a criminal offense, or conduct that would give rise to civil liability or violate any law;
      14. Violate any key 2Book policies that govern your use of the Platform and our interactions with you and third parties;
      15. Submit Provider Content that damages the experience of any user including but not limited to (a) requests to download non-2Book mobile applications and/or links that direct the user to mirrored websites where the user must enter information that is redundant with what has already been entered on 2Book, (b) offers to purchase a Pro Service or any other service outside of 2Book, or (c) using a profile page or user name to promote services not offered on or through the Platform;
      16. Take any action that may undermine the efficacy or accuracy of reviews or ratings systems;
      17. Fail to perform Pro Services purchased from you as promised, unless the User or other individual fails to materially meet the terms of the mutually agreed-upon agreement for the Pro Services or refuses to pay, or a clear typographical error is made, or you cannot authenticate the Users or other individual’s identity;
      18. Engage in fraudulent conduct including but not limited to offering to make money transfers with intent to request a refund of any portion of the payment or soliciting users to mail cash or use other payment methods prohibited by 2Book;
      19. Sign up for, negotiate a price for, use, or otherwise solicit a Pro Service with no intention of following through with your use of or payment for the Pro Service;
      20. Agree to purchase a Pro Service when you do not meet a Provider's requirements;
      21. Undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Platform; and
      22. Attempt to indirectly undertake any of the foregoing.

      Under no circumstances may you use the Services to promote, advertise, arrange, or conduct any illegal or illicit activity, including any form of sexual services. Any attempt to do so shall cause the immediate termination of your Account without an opportunity to appeal. 

6. 2BOOK FEES AND TAXES

   1. Subscription Fees. In connection with the use of 2Book's Platform, 2Book charges Providers the fees set out in the Application on a subscription basis ("Subscription Fees"). The pricing and billing cycle for such Subscription Fees will be as set forth in a pricing schedule available in connection with the Services when you subscribe. Monthly subscriptions are billed once a month and on a recurring basis. The billing day shall be on or around the monthly anniversary of the day the subscription was first purchased. From time to time, we may offer a free trial period in which no Subscription Fees are charged (“Trial Period”). During the Trial Period, New Client Fees as defined below shall still be charged. 
   2. New Client Fee. When a User receives Pro Services from you for the first time, you will be charged a “New Client Fee” (or “Directory Marketing Fee”) as set out in our pricing sheet. New Client Fees shall be automatically deducted from any amounts paid through the Application and shall be billed directly to you in the event you receive payment outside of the Application from the User. 
   3. Pricing Changes. We reserve the right to change our plans and pricing at any time and will attempt to notify you of the change via email. If notice of a change in pricing does not reach you because you failed to provide us with timely notice of a change in your contact information, or do not see the email notice, that change in pricing will still occur. Any dispute between you and 2Book regarding any charge, including any discount or removal of such charges, is subject to our dispute resolution policies, and any such revision of charges shall be in our sole discretion. We will attempt to pay you any disputed amounts you are owed using the method with which you made the disputed payment, but we cannot guarantee that we will be able to do so if your payment method information is inaccurate, incomplete, or has been cancelled. If you close or deactivate your Account before we adjudicate your payment dispute, we will not be able to issue you any amounts you are owed.
   4. Taxes. Payments required by these Terms may be stated exclusive of all taxes, duties, levies, imposts, fines or similar governmental assessments, including sales and use taxes, value-added taxes, goods and services taxes, excise, business, service, and similar transactional taxes imposed by any jurisdiction and the interest and penalties thereon (collectively, “Taxes”). Certain jurisdictions, however, may require us to collect Taxes from you in connection with the purchase of, payment for, access to, or use of the Pro Services, and you shall be responsible for and bear Taxes associated with the purchase of, payment for, access to, or use of the Pro Services. Charges are inclusive of applicable Taxes where required by law. You hereby confirm that 2Book can determine your appropriate jurisdiction for tax purposes however it deems appropriate or as required by law, and you agree to pay taxes to 2Book when 2Book includes a charge for taxes on any invoice. You also understand and agree that you are solely responsible for determining your own tax reporting and sales and use tax collection requirements in consultation with your own tax advisers, and that we cannot and do not offer specific tax advice to either Providers or Users.
   5. Payments Processing
      1. You authorize us to charge all sums as described in these Terms for the subscription you select, to your payment method. You may elect which payment processor you would prefer to use, but our payment method must permit both the payment of and receipt of money as required by your use of the Services. All processing fees charged by your payment processor of choice will be deducted from the total cost of the Services charged to the User prior to such amounts being transferred to you. 2Book also reserves the right to deduct or holdback from the remainder of the fees collected from the User amounts necessary to resolve disputes with Users over payment for your Services or to cover any unpaid fees owed to 2Book including Subscription Fees or New Client Fees. 
      2. If you so elect, the 2Book platform may facilitate payments between Users and Providers (“Marketplace Payments”) through our payment processing partner Stripe, but 2Book is not a party to any such Marketplace Payments and does not handle funds on behalf of Providers. Providers who receive Marketplace Payments from Users on 2Book must agree to the Stripe Connected Account Agreement, which includes the Stripe Services Agreement, as modified from time to time. As a condition of receiving payment processing services through Stripe, you agree to provide 2Book with accurate and complete information about you and your business, and you authorize 2Book to share this information and transaction information related to your use of the payment processing services provided by Stripe.
      3. Similarly, the 2Book platform may facilitate Marketplace Payments through Square. Providers who receive Marketplace Payments from Users on 2Book using Square must agree to the Square Terms of Service as modified from time to time. As a condition of receiving payment processing services through Square, you agree to provide 2Book with accurate and complete information about you and your business, and you authorize 2Book to share this information and transaction information related to the Marketplace Payment with Square.
   6. Recurring Services. If you elect to offer Services to Users on a recurring basis, where Users prepay for a certain set of Services periodically (“Recurring Services”), you agree that you will acquire all necessary consents for the payment of any recurring fees for such Recurring Services. By charging the first payment for Recurring Services through 2Book, you represent and warrant that the User has consented to the recurring payments in compliance with all applicable law. You shall be responsible for any and all refunds or other payments to Users, 2Book will not advance funds to Users on your behalf (except that 2Book will facilitate through the payments processor).
   7. 2Book Gift Card Program. If you elect to opt-in to the MassageBook gift card program by so indicating in your Account, gift cards purchased by Users shall be redeemable for your Services. If you have elected to opt-in to the program, you must accept any gift cards offered as payment by a User, with no exceptions.
   8. Non-Circumvention Policy: As a Provider, you acknowledge and agree that a substantial portion of the compensation we receive for making the Platform available to you is collected through the New Client Fee described above. Therefore, you must use the Platform as your exclusive method to request, make, and receive the first payment for work directly or indirectly with that party or arising out of your relationship with that party. You may opt-out of this obligation with respect to each relationship with a User by paying an “Opt-Out Fee” of $100 USD for each, which shall be paid in accordance with the fee payment terms herein. Opt-Out Fees must be paid prior to the first appointment with a User, and failure to pay such Opt-Out-Fee may result in the immediate suspension or termination of your Account without notice.
   9. Prepayments. In the event you collect payment from Users in advance of any Pro Services having been conducted (“Prepayments”), you agree that if the Pro Services are not performed for any reason (including your inability to provide the Pro Services or cessation of your business activities), you shall immediately initiate a refund of any Prepayments using the appropriate methods for your payments processor. 2Book shall have no obligation to refund to any User any Prepayments made on your behalf.

7. DISCLAIMERS

   1. YOUR USE OF THE PLATFORM OR CONTENT SHALL BE SOLELY AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT 2BOOK DOES NOT HAVE AN OBLIGATION, BUT RESERVES THE RIGHT FOR ANY REASON, TO (A) MONITOR OR REVIEW PROVIDER CONTENT; OR (B) FOR ANY PERMISSIBLE PURPOSE, CONDUCT IDENTITY VERIFICATION, BACKGROUND (INCLUDING CRIMINAL BACKGROUND) OR REGISTERED SEX OFFENDER CHECKS ON ANY MEMBER, INCLUDING BUT NOT LIMITED TO PROVIDERS AND USERS. THE PLATFORM IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, 2BOOK AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF OR IN TRADE; ANY WARRANTIES, REPRESENTATIONS, OR GUARANTEES IN CONNECTION WITH THIS PLATFORM OR THE PRO SERVICES OFFERED ON OR THROUGH THIS PLATFORM; AND ANY WARRANTIES RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THE PLATFORM, INCLUDING WITHOUT LIMITATION ALL COLLECTIVE CONTENT. 2BOOK MAKES NO WARRANTY THAT THE PLATFORM OR PRO SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. 2BOOK ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE PLATFORM. 2BOOK SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA, INFORMATION, MATERIALS, SUBSTANCE, OR COLLECTIVE CONTENT POSTED, TRANSMITTED, OR MADE AVAILABLE VIA THE PLATFORM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM 2BOOK OR THROUGH THE PLATFORM, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
   2. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH USERS AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM, INCLUDING BUT NOT LIMITED TO ANY USERS, OTHER PROVIDERS OR OTHER SERVICE RECIPIENTS. YOU UNDERSTAND THAT 2BOOK DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE PLATFORM OR TO REVIEW OR VET ANY PRO SERVICES. 2BOOK MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE PLATFORM OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE PLATFORM. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON AND GIVE OR RECEIVE PRO SERVICES. 2BOOK EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES.
   3. Links to Third Parties. The Platform or Application may contain links to third-party websites, offers, or other events/activities not owned or controlled by 2Book. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.

8. LIMITATION OF LIABILITY

   1. Liability Disclaimer & Limitations. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PLATFORM AND COLLECTIVE CONTENT, YOUR OFFERING OR PROVIDING PRO SERVICES OR REQUESTING OR RECEIVING PRO SERVICES THROUGH THE PLATFORM, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF 2BOOK OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER 2BOOK NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PLATFORM WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT 2BOOK HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE PLATFORM, PRO SERVICES OR COLLECTIVE CONTENT; (F) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE PLATFORM OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM; OR (G) YOUR OFFERING OR PROVIDING PRO SERVICES OR REQUESTING OR RECEIVING PRO SERVICES THROUGH THE PLATFORM.
   2. Liability Cap. IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF 2BOOK AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, PLATFORM, PRO SERVICES, AND/OR COLLECTIVE CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE PLATFORM OR COLLECTIVE CONTENT OR IN CONNECTION WITH ANY PRO SERVICES OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO 2BOOK BY YOU HEREUNDER, OR ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF ALL STATES WHERE PERMITTED BY LAW, INCLUDING NEW JERSEY.
   3. Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Platform or the Pro Services offered therein must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.

9. INDEMNIFICATION AND RELEASE

   1. Disputes Between or Among Users and Providers. 2Book values our Providers and Users, and we understand that occasionally disputes may arise between or among them. Users and Providers shall resolve such disputes independently. You acknowledge and agree that 2Book is under no obligation to become involved in or impose resolution in any dispute between or among users or any third party, and you release 2Book from any and all liability related to any dispute between you and any other user or third party accordingly.
      1. By using the Platform, you understand and agree that any legal remedy or liability that you seek to obtain for actions or omissions of other users or other third parties will be limited to a claim against those particular users or other third parties. You agree not to attempt to impose liability on or seek any legal remedy from 2Book with respect to such actions or omissions.
   2. Indemnification. You agree to release, defend, indemnify, and hold 2Book and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with (a) your violation of these Terms; (b) your Provider Content; (c) your interaction with any User; and (d) the request or receipt or offer or provision of Pro Services by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with such Pro Services.
      1. Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold 2Book and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms.
      2. If you are a California resident, you waive California Civil Code Section 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
      3. If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.

10. INTELLECTUAL PROPERTY RIGHTS

    1. 2Book Content. 2Book Content is protected by copyright, trademark, and other laws of the United States, foreign countries, and international conventions. Except as expressly provided in these Terms, 2Book and its licensors exclusively own all right, title, and interest in and to the Platform and 2Book Content, including all associated intellectual property rights. All trademarks, service marks, logos, trade names and any other proprietary designations of 2Book used herein are trademarks or registered trademarks of 2Book. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.
    2. Copyright Policy. We expect users to respect copyright law. In appropriate circumstances we will terminate the Account of any user who repeatedly infringes or is believed to be repeatedly infringing the rights of copyright holders. Please see our Copyright & DMCA Policy for more information.
    3. Feedback. By sending us any feedback, comments, questions, or suggestions concerning 2Book or our services, including the Platform (collectively, “Feedback”) you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and (iv) irrevocably waive, and cause to be waived, against 2Book and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of your Account or the Platform.

11. PRIVACY

    1. Privacy. We respect the privacy of our Users and Providers. Our use of information that you provide to us or is transmitted by and through the Platform is subject to these Terms and our Privacy Policy as updated from time to time. As a Provider, you will be entrusted with certain Personal Identifiable Information (“PII”, as the term is defined in the Privacy Policy) about Users who receive your Pro Services. You agree to handle all such PII in accordance with applicable law and that you will not use such data to contact Users independently of the Platform (i) without their express consent, or (ii) for purposes of evading the Fees associated with the use of the Platform.
    2. Contacting Users. If you call, email, or send text messages to a User using the telephone number for that User available on the Platform, we may use a third-party service provider to track these text messages. We track these text messages for our own legitimate business practices, including for fraud prevention, to ensure appropriate charging of Fees, to enforce these Terms, and for reasonable quality and training purposes. As part of this process, 2Book and its service provider will receive in real time and store data about your text message, including the date and time of the text message, your phone number, and the content of the text message. Except as explicitly stated herein, we will not record or review the content of any communications that do not come into contact with the 2Book Platform unless we first obtain your permission.
    3. Health Information. In performing the Pro Services and using the Platform and/or Application, you may be entrusted by Users with certain information relating to their health and medical history. To the extent this information is shared with you in the context of a health care relationship (such as if the massage therapy is part of a treatment plan conducted by or on behalf of a health care provider such as a chiropractor or physical therapist), such User information may be subject to the Health Insurance Portability and Accountability Act (HIPAA). WE DO NOT VERIFY IF YOU ARE REQUIRED TO COMPLY WITH HIPAA. It is your responsibility to comply in full with all applicable law, and you hereby indemnify and hold harmless 2Book and our employees, contractors, directors, and other affiliates from any and all fines or other government penalties associated with your noncompliance with relevant regulation. Regardless of the applicability of HIPAA, you are expected to maintain in confidence any information related to the health of a User in accordance with your ethical obligations.

12. ENDORSEMENT

    1. No Endorsement. 2Book does not endorse any Provider, user, or any Pro Services, and 2Book is not a party to any agreements between or among users or third parties. No agency, partnership, joint venture, or employment is created as a result of the Terms or any user's use of any part of the Platform, including but not limited to any scheduling or other services. Neither 2Book nor any users of the Platform may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other. Providers are required by these Terms to provide accurate information, and although 2Book may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any user or their purported identity or background, regardless of the specific 2Book services they are using or any involvement by 2Book personnel in providing or scheduling those services.
    2. Designations. Any reference on the Platform to a user being licensed or credentialed in some manner, or "badged," "best of," "top," "background checked" (or similar language) designations indicates only that the user has completed a relevant account process or met user review standards, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by 2Book and is not verification of their identity and whether they or their Pro Services are licensed, insured, trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Platform. You should always exercise responsibility, due diligence and care when deciding whether to have any interaction with any other user. 
       1. Providers may compensate 2Book to “Promote” themselves in search results and therefore rank higher. Any such Providers will be clearly designated in applicable search results as “Promoted” or with a similar designation. 2Book may impose certain quality-related standards for Providers to qualify as “Promoted”, which standards may be enforced and/or changed at any time.

13. TERM & TERMINATION

    1. Term. This Agreement shall be effective as of the Effective Date and shall continue on a subscription basis in perpetuity until terminated in accordance with these Terms.
    2. Violations of these Terms. Without limiting any other rights reserved herein, 2Book may, in its sole discretion, take any action permitted by law for any violation of these Terms or any other policy or agreement between you and 2Book, including but not limited to removing Provider Content you posted, limiting your Account access, requiring you to forfeit certain funds or paid Fees, assessing monetary penalties or costs, terminating your Account, notifying other users of the termination of your Account and/or the violation of these Terms, decreasing your status or search rank, canceling quotes or postings, blocking access, investigating you, and/or cooperating with law enforcement agencies in investigation or prosecution.
    3. Account Suspension. We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to limit, block, suspend, deactivate or cancel your 2Book Account in whole or in part. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Platform or your Provider Content, or receive assistance from 2Book support teams; (b) if appropriate in our sole discretion, we may communicate to other users that your Account has been terminated, blocked, suspended, deactivated, cancelled, or otherwise penalized in any way, and why this action has been taken; and (c) you will not be entitled to any compensation for Platform services or Pro Services cancelled or delayed as a result of Account termination. 
    4. Termination. You may cancel your use of the Platform and/or terminate your Account at any time by following the "Settings" link in your profile, clicking "Account," and clicking "Deactivate Account." Please note that if your Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Platform, including, but not limited to, any reviews.

14. 2BOOK PROMOTIONS

    1. Promotions. You may receive certain offers from 2Book (“Promotions”), including but not limited to discounted or free use of the Platform for a limited period. Any Promotions are offered at 2Book’s discretion, and may be revoked at any time and for any reason.
       1. You are only eligible for any benefits described in the Promotion if (a) you received a communication directly from 2Book offering you that Promotion, (b) you satisfy all the requirements identified in that communication; and (c) you maintain an account in good standing with 2Book. We may condition receipt of a benefit described in a Promotion in any manner we see appropriate, including limiting eligibility to a subset of users, to specific categories, or to certain dates. To be eligible for a benefit described in a Promotion, you may need to take a specific action (including but not limited to signing up for a service) or make a payment for specific services.
       2. Any benefits from participating in the Promotion, requirements of accepting the offer, and any other conditions to receive any benefit described in the Promotion will be disclosed to you. After a Promotion ends, regardless of whether you have already satisfied the requirements, you will be ineligible to receive those benefits. Notwithstanding anything to the contrary, 2Book may revoke a benefit if we believe that you have not satisfied the Promotion requirements, including maintaining an Account in good standing.

15. DISPUTE RESOLUTION - ARBITRATION AND CLASS ACTION WAIVER

    PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

    1. Applicability of FAA. You and 2Book agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
    2. Agreement to Arbitration. By agreeing to these Terms, you agree to resolve any and all disputes with 2Book as follows:
       1. Initial Dispute Resolution. Most disputes can be resolved without resort to litigation by contacting our support team at the contact information below. Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with the 2Book support department, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.
       2. Binding Arbitration. If the parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms or previous versions of these Terms (including the Terms' or Privacy Policy's formation, performance, and breach), the parties' relationship with each other, and/or your use of the Platform shall be finally settled by binding arbitration, as described below.
          1. Where the relief sought is $10,000 or less and you do not wish to bring the claim in small claims court, the arbitration will be conducted online by an online arbitration provider of our choosing in accordance with their applicable Arbitration Rules & Procedures effective at the time a claim is made. Currently, to start, you may initiate arbitration proceedings on the FairClaims website. You are responsible for your own attorneys' fees unless the arbitration rules and/or applicable law provide otherwise.
          2. Where the relief sought is $10,001 or more, resolution shall be in accordance with the American Arbitration Association’s commercial arbitration rules for claims. To start an arbitration you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover to 2Book at the address set out in the contact section below, care of the Legal Department. 
          3. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms or the Privacy Policy, including but not limited to any claim that all or any part of these Terms or Privacy Policy is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator's award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
    3. Waiver of Right to Jury Trial. The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
    4. Location of Arbitration. You agree to conduct all arbitration in Charleston County, South Carolina.
    5. Class Action Waiver. The parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND 2BOOK AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
       1. Exception: Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights ("intellectual property rights" means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
       2. 30-Day Right to Opt Out. You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending (from the email address you use on 2Book) written notice of your decision to opt out with the subject line, "ARBITRATION AND CLASS ACTION WAIVER OPT-OUT." The notice must be sent within thirty (30) days of the later of the Effective Date of these Terms or your first use of the Platform; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, 2Book also will not be bound by them.
       3. Changes to This Section. 2Book will provide thirty (30) days' notice of any changes affecting the substance of this Arbitration and Class Action Waiver section by posting updated Terms, sending you a message, or otherwise notifying you when you are logged into your account.
          1. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on "Changes to This Section" is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Platform.
       4. Survival. This Arbitration and Class Action Waiver section shall survive any termination of your Account or the Platform.
       5. Third-Party Beneficiary. You and 2Book acknowledge that any third party consumer reporting agency that 2Book uses to perform background checks on Providers is an express and intended third party beneficiary of this arbitration provision and as such, the terms of this Arbitration provision will inure to the benefit of the consumer reporting agencies and may be enforced by them. Accordingly, you agree that any dispute that arises between you and a consumer reporting agency that relates to or arises out of these Terms or any aspect of your relationship with 2Book will be resolved by binding arbitration. If any court or arbitrator determines that this third-party beneficiary subsection is void or unenforceable for any reason, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the remainder of the section shall remain enforceable, meaning that the class action waiver and the mutual obligation to resolve disputes between you and 2Book through binding arbitration remains enforceable.

16. GENERAL

    1. Force Majeure. Other than payment obligations, neither 2Book nor you shall be liable to the other for any delay or failure in performance under the Terms arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
    2. Governing Law. The Terms and the relationship between you and 2Book shall be governed in all respects by the laws of the State of South Carolina, without regard to its conflict of law provisions. You agree that any claim or dispute you may have against 2Book that is not subject to arbitration must be resolved by a federal, state, or local court located in Charleston County, South Carolina, and you hereby submit to the personal jurisdiction of the same. You hereby waive any and all jurisdictional and venue defenses otherwise available. 
    3. No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
    4. Contacting You and E-SIGN Consent. You agree that 2Book may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Platform. With your consent, 2Book, Users, Providers, or other individuals may also contact you by telephone or through text messages. If you have agreed to receive text messages or telephone calls from 2Book, Users, Providers, or other individuals you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by sending an email with "Revoke Electronic Consent" in the subject line. To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (a) a device (such as a computer or mobile phone) with a web browser and Internet access; and (b) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, send an email to us at the address below with contact information and the address for delivery.
    5. Entire Agreement. These Terms, together with the Privacy Policy and any other legal notices or additional terms and conditions or policies published by 2Book on the Platform, shall constitute the entire agreement between you and 2Book concerning the Platform or Pro Services obtained through the Platform. Except as explicitly stated herein, if any provision of the Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms, which shall remain in full force and effect.
    6. Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and 2Book's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
    7. Interpretation. The section headings in these Terms are for convenience only and have no legal or contractual effect. Any use of the word “including” shall be construed to mean “including but not limited to.” 

If you have any questions about these Terms or the Platform, please contact us by sending an email to support@massagebook.com, or by writing to 2Book, Inc., 1028 Johnnie Dodds Blvd, Suite 101, Mount Pleasant, SC 29464.