Terms of Service
Effective Date: March 2023
These Terms of Service (“Terms”) are a binding legal agreement between you and Stutor that govern your right to use the websites, applications, and other offerings from Stutor (collectively, the “Stutor Platform”). When used in these Terms, “Stutor,” “we,” “us,” or “our” refers to the Stutor entity set out on Schedule 1 with whom you are contracting.
The Stutor Platform offers an online venue that enables users (“Members”) to publish, offer, search for, and schedule tutoring sessions (“Sessions”). Members who publish and offer services are “Tutors” and Members who search for, schedule, or use services are “Students.” Tutors offer educational services (collectively, “Tutor Services,” and each Tutor Service offering). You must register an account to access and use many features of the Stutor Platform, and must keep your account information accurate. As the provider of the Stutor Platform, Stutor is not a party to the contracts entered into directly between Tutors and Students, nor is Stutor an educational institution or an educator. To learn more about Stutor’s role see Section 16.
We maintain other terms and policies that supplement these Terms like our Privacy Policy, which describes our collection and use of personal data, and our Payments Terms, which govern any payment services provided to Members by the Stutor payment entities (collectively "Stutor Payments").
If you are a Tutor, you are responsible for understanding and complying with all laws, rules and regulations that apply to your Tutor Services.
Schedule 1 - Contracting Entities
Student Terms
1. Our Mission.
Our mission is to create a world where you can learn anything. From Philosophy to Physics to Portuguese, browse through thousands of Tutor Listings to find the ones that have availability and fit the way you like to learn. Learn about a Tutor for a class you are taking, by checking their transcripts, the Student reviews of that Tutor, their overall ratings and how much they cost. Learn more about a Listing by reviewing the Tutor’s biography and transcript, the Tutor profile, and Student reviews. If you have questions, just message the Tutor.
2. Searching and Booking on Stutor.
2.1 Searching. You can search for Tutor Services by using criteria like the classes they tutor for, the number of Sessions they completed, their schedule and how much they cost. You can also use filters to refine your search results. Search results are based on their relevance to your search and other criteria. Relevance considers factors like price, availability, reviews, customer service and cancellation history, popularity, previous Sessions and saved Sessions, and more. Learn more about search results in our Help Center.
2.2 Booking. When you book a Session, you are agreeing to pay all charges for your booking including the hourly rate times the number of hours spent in the Session and applicable fees (collectively, “Total Price”). You are also agreeing that Stutor may charge the Payment Method (as defined in the Payment Terms) used to book the Session in order to collect for a prematurely terminated Session. When you receive the booking confirmation, a contract for Tutor Services (a "Session") is formed directly between you and the Tutor. In addition to these Terms, you will be subject to, and responsible for complying with, all terms of the Session, including without limitation, the cancellation policy and any other rules, standards, policies, or requirements identified in the Booking or during checkout that apply to the Session. It is your responsibility to read and understand these rules, standards, policies, and requirements prior to booking a Session.
2.3 Obligations for Tutor Services. A booked Session entitles you to participate in, attend, or use that Tutor Service. You are responsible for confirming that you meet the minimum age, proficiency, fitness, or other requirements. You are responsible for informing the Tutor of any medical or physical conditions, or other circumstances that may impact your ability to participate, attend, or use the Tutor Service. Except where expressly authorized, you may not allow any person to join a Tutor Service session unless they are included as an additional Student during the booking process.
3. Cancellations, Refunds and Booking Modifications.
3.1 Cancellations, and Refunds. In general, if as a Student you cancel a Session, up to 15 minutes before the Session is scheduled to start, you will be refunded the amount of the booked Session. But, in certain situations, other policies take precedence and determine what amount is refunded to you. If something outside your control forces you to cancel a Session (the Tutor Service are not as described), you may be eligible for a partial or full refund under our Extenuating Circumstances Policy. If the Tutor cancels, or you experience a Technical Issue (as defined in our Rebooking and Refund Policy), you may be eligible for rebooking assistance or a partial or full refund under the Rebooking and Refund Policy. See each Additional Legal Term or Policy for details about what is covered, and what refund applies in each situation.
3.2 Booking Modifications. Students and Tutors are responsible for any booking modifications they agree to make via the Stutor Platform or direct Stutor customer service to make on their behalf ("Booking Modifications"), and agree to pay any additional amounts, fees, or taxes associated with any Booking Modification.
4. Your Responsibilities and Assumption of Risk.
4.1 Your Responsibilities. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you invite to join or provide access to any Tutor Service. For example, this means: (i) you may not allow other Students to use Tutor Services unless agreed upon beforehand with the Tutor, (ii) you are responsible for all Prerequisites (scholastic, language, class prerequisites, etc…) required to participate in a Session for the class declared, and (iii) you must act with integrity, treat others with respect, and comply with applicable laws at all times, and (v) if you are booking for a minor Student, you must be legally authorized to act on behalf of the minor and you are solely responsible for the supervision of that minor.
4.2 Your Assumption of Risk. You acknowledge that many activities carry inherent risks and agree that, to the maximum extent permitted by applicable law, you assume the entire risk arising out of your access to and use of the Stutor Platform and any Content (as defined in Section 10), including your use of any Tutor Service, or any other interaction you have with other Members whether in person or online. This means it is your responsibility to investigate a Tutor to determine whether they are suitable for you.
Tutor Terms
5. Tutoring on Stutor.
5.1 Tutor. As a Tutor, Stutor offers you the right to use the Stutor Platform to share your Knowledge, Experience, or other Skills with our vibrant community of Students - and earn money doing it. It’s easy to create a Stutor and you are in control of when and how many Sessions you offer to Tutor for.
5.2 Contracting with Students. When you accept a booking request, or receive a booking confirmation through the Stutor Platform, you are entering into a contract directly with the Student, and are responsible for delivering your Tutor Service under the terms and at the price specified in your Listing. Any terms, policies or conditions that you include in any supplemental contract with Students must: (i) be consistent with these Terms, our Additional Legal Terms, Policies, and the information provided in your Listing, and (ii) be prominently disclosed in your Listing description.
5.3 Independence of Tutors. Your relationship with Stutor is that of an independent individual or entity and not an employee, agent, joint venturer, or partner of Stutor, except that Stutor Payments acts as a payment collection agent as described in the Payments Terms. Stutor does not direct or control your Tutor Service, and you agree that you have complete discretion whether and when to provide Tutor Services, and at what price and on what terms to offer them.
6. Managing Your Listing.
6.1 Creating and Managing Your Listing. The Stutor Platform provides tools that make it easy for you to set up and manage a Listing. Your Listing must include complete and accurate information about your Tutor Service, such as the price and any rules or requirements that apply to your Students or Listing. You are responsible for keeping your Listing information (including calendar availability) and content (like photos) up-to-date and accurate at all times.
6.2 Know Your Legal Obligations. You are responsible for understanding and complying with any laws, rules, regulations, and contracts with third parties that apply to your Listing or Tutor Services. Information we provide regarding legal requirements is for informational purposes only and you should independently confirm your obligations. You are responsible for handling and using personal data of Students and others in compliance with applicable privacy laws and these Terms, including our Tutor Privacy Standards. If you have questions about how local laws apply you should always seek legal advice.
6.3 Search Ranking. The ranking of Listings in search results on the Stutor Platform depends on a variety of factors, including these main parameters:
• Student search parameters (e.g. class, time and duration of the session, session type),
• Listing characteristics (e.g. profile photo, price, calendar availability, average Tutor Rating, Reviews, Majors, Bio)
Search results may appear different on our mobile application than they appear on our website. Stutor may allow Tutors to promote their Listings in search or elsewhere on the Stutor Platform by paying an additional fee. More information about the factors that determine how your Listing appears in search results, our current promotional programs (if any), and how we identify promoted Content can be found in our Help Center.
6.4 Your Responsibilities. You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you allow to participate in providing your Tutor Services. You are responsible for setting your price and establishing rules and requirements for your Listing. Do not encourage Students to create third-party accounts, submit reviews, provide their contact information, or take other actions outside the Stutor Platform in violation of our Off-Platform Policy.
6.5 Tutoring as a Team or Organization. If you work with a co-Tutor or Tutor as part of a team, business, or other organization, the entity and each individual who participates in providing Tutor Services is responsible and liable as a Tutor under these Terms. If you accept terms or enter into contracts, you represent and warrant that you are authorized to enter into contracts for and bind your team, business or other organization. If you instruct Stutor to transfer a portion of your payout to a co-Tutor or other Tutors, or to send payments to someone else, you must be authorized to do so, and are responsible and liable for the payment amounts and accuracy of any payout information you provide.
6.6 Your Assumption of Risk. You acknowledge that Tutoring carries inherent risks and agree that you assume the entire risk arising out of your access to and use of the Stutor Platform, offering Tutor Services, or any interaction you have with other Members whether in person or online. You agree that you have had the opportunity to investigate the Stutor Platform and any laws, rules, regulations, or obligations that may be applicable to your Listing or Tutor Services and that you are not relying upon any statement of law made by Stutor.
7. Cancellations and Booking Modifications.
7.1 Cancellations. In general, if a Student cancels a Session, the amount paid to you is determined by the cancellation policy that applies to that Session. As a Tutor, you should not cancel on a Student without a valid reason under our Extenuating Circumstances Policy or applicable law. If you cancel on a Student without such a valid reason, we may impose a cancellation fee and other consequences. If: (i) a Student experiences a Network Issue (as defined by the Rescheduling and Refund Policy), (ii) an Extenuating Circumstance arises, or (iii) a Session is cancelled under Section 13 of these Terms, the amount you are paid will be reduced by the amount we refund or otherwise provide to the Student, and by any other reasonable costs we incur as a result of the cancellation. If a Student receives a refund after you have already been paid, or the amount of the refund and other costs incurred by Stutor exceeds your payout, Stutor (via Stutor Payments) may recover that amount from you, including by offsetting the refund against your future payouts. You agree that Stutor’s Rebooking and Refund Policy, Extenuating Circumstances Policy, and these Terms preempt the cancellation policy you set in situations where they allow for the cancellation of a Session and/or the issuance of refunds to Students. If we reasonably expect to provide a refund to a Student under one of these policies, we may delay release of any payout for that Session until a refund decision is made.
7.2 Booking Modifications. Tutors and Students are responsible for any Booking Modifications they agree to make via the Stutor Platform or direct Stutor customer service to make on their behalf, and agree to pay any additional amounts, fees or taxes associated with a Booking Modification.
8. Taxes.
8.1 Tutor Taxes. As a Tutor, you are responsible for determining and fulfilling your obligations under applicable laws to report, collect, remit, or include in your price any applicable VAT or other indirect taxes, income, or other taxes ("Taxes").
8.2 Collection and Remittance by Stutor. In jurisdictions where Stutor facilitates the collection and/or remittance of Taxes on behalf of Tutors, you instruct and authorize Stutor to collect Taxes on your behalf, and/or to remit such Taxes to the relevant Tax authority. Any Taxes that are collected and/or remitted by Stutor are identified to Members on their transaction records, as applicable. Stutor may seek additional amounts from Members (including by deducting such amounts from future payouts) in the event that the Taxes collected and/or remitted are insufficient to fully discharge that Members’ tax obligations, and you agree that your sole remedy for Taxes collected by Stutor is a refund from the applicable Tax authority. You acknowledge and agree that we retain the right, with prior notice to affected Members, to cease the collection and remittance of Taxes in any jurisdiction for any reason.
8.3 Tax Information. In certain jurisdictions, Tax regulations may require that we collect and/or report Tax information about you, or withhold Taxes from payouts to you, or both. If you fail to provide us with documentation that we determine to be sufficient to support any such obligation to withhold Taxes from payouts to you, we may withhold payouts up to the amount as required by law, until sufficient documentation is provided. You agree that Stutor may issue on your behalf invoices or similar documentation for VAT, GST, consumption or other Taxes for your Tutor Services to facilitate accurate tax reporting by you, our Students, and/or their organizations.
General Terms
9. Reviews.
After each tutoring Session, Students and Tutors will have an opportunity to review each other. Your Review must be accurate and may not contain any discriminatory, offensive, defamatory, or other language that violates our Content Policy or Review Policy. Reviews are not verified by Stutor for accuracy and may be incorrect or misleading.
10. Content.
Parts of the Stutor Platform enable you to provide feedback, text, photos, audio, video, information, and other content (collectively, “Content”). By providing Content, in whatever form and through whatever means, you grant Stutor a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to copy, modify, prepare derivative works of, distribute, publish and otherwise exploit, that Content, without limitation. If Content includes personal information, our Privacy Policy describes how we use that personal information. Where Stutor pays for the creation of Content or facilitates its creation, Stutor may own that Content, in which case supplemental terms or disclosures will say that. You are solely responsible for all Content that you provide and warrant that you either own it or are authorized to grant Stutor the rights described in these Terms. You are responsible and liable if any of your Content violates or infringes the intellectual property or privacy rights of any third party. Content must comply with our Content Policy and Nondiscrimination Policy, which prohibit, among other things, discriminatory, obscene, harassing, deceptive, violent, and illegal content. You agree that Stutor may make available services or automated tools to translate Content and that your Content may be translated using such services or tools. Stutor does not guarantee the accuracy or quality of translations and Members are responsible for confirming the accuracy of such translations.
11. Fees.
Stutor may charge fees (and applicable Taxes) to Tutors and Students for the right to use the Stutor Platform. More information about when service fees apply and how they are calculated can be found on our Service Fees page. Except as otherwise provided on the Stutor Platform, service fees are non-refundable. Stutor reserves the right to change the service fees at any time, and will provide Members notice of any fee changes before they become effective. Fee changes will not affect Bookings made prior to the effective date of the fee change. If you disagree with a fee change you may terminate this agreement at any time pursuant to Section 13.2.
12. Stutor Platform Rules.
12.1 Rules. You must follow these rules and must not help or induce others to break or circumvent these rules.
• Act with integrity and treat others with respect
o Do not lie, misrepresent something or someone, or pretend to be someone else.
o Be polite and respectful when you communicate or interact with others.
o Follow our Nondiscrimination Policy and do not discriminate against or harass others.
• Do not scrape, hack, reverse engineer, compromise or impair the Stutor Platform
o Do not use bots, crawlers, scrapers, or other automated means to access or collect data or other content from or otherwise interact with the Stutor Platform.
o Do not hack, avoid, remove, impair, or otherwise attempt to circumvent any security or technological measure used to protect the Stutor Platform or Content.
o Do not decipher, decompile, disassemble, or reverse engineer any of the software or hardware used to provide the Stutor Platform.
o Do not take any action that could damage or adversely affect the performance or proper functioning of the Stutor Platform.
• Only use the Stutor Platform as authorized by these Terms or another agreement with us
o You may only use another Member’s personal information as necessary to facilitate a transaction using the Stutor Platform as authorized by these Terms.
o Do not use the Stutor Platform, our messaging tools, or Members’ personal information to send commercial messages without the recipient’s express consent.
o You may use Content made available through the Stutor Platform solely as necessary to enable your use of the Stutor Platform as a Student or Tutor.
o Do not use Content unless you have permission from the Content owner or the use is authorized by us in these Terms or another agreement you have with us.
o Do not request, make, or accept a Booking or any payment outside of the Stutor Platform to avoid paying fees, taxes or for any other reason. See our Offline Fee Policy for exceptions.
o Do not require or encourage Students to open an account, leave a review, complete a survey, or otherwise interact, with a third party website, application or service before, during or after a Session, unless authorized by Stutor.
o Do not engage in any practices that are intended to manipulate our search algorithm.
o Do not book Tutor Services unless you are actually using the Tutor Services.
o Do not use, copy, display, mirror or frame the Stutor Platform, any Content, any Stutor branding, or any page layout or design without our consent.
• Honor your legal obligations
o Understand and follow the laws that apply to you, including privacy, data protection, and export laws.
o If you provide us with someone else’s personal information, you: (i) must do so in compliance with applicable law, (ii) must be authorized to do so, and (iii) authorize us to process that information under our Privacy Policy.
o Read and follow our Terms, Additional Legal Terms, Policies, and Standards.
o Do not organize or facilitate unauthorized parties or events. You are responsible and liable for any party or event during your Session that violates our rules for parties and events, as incorporated by reference herein.
o Do not use the name, logo, branding, or trademarks of Stutor or others without permission, and only as set forth in our Trademark Guidelines.
o Do not use or register any domain name, social media handle, trade name, trademark, branding, logo, or other source identifier that may be confused with Stutor branding.
o Do not offer Tutor Services that violate the laws or agreements that apply to you.
o Do not offer or solicit prostitution or participate in or facilitate human trafficking.
12.2 Reporting Violations. If you believe that a Member, Listing or Content poses an imminent risk of harm to a person or property, you should immediately contact local authorities before contacting Stutor. In addition, if you believe that a Member, Listing or Content has violated our Standards, you should report your concerns to Stutor. If you reported an issue to local authorities, Stutor may request a copy of that report. Except as required by law, you agree that we are not obligated to take action in response to any report.
12.3 Copyright Notifications. If you believe that Content on the Stutor Platform infringes copyrights, please notify us in accordance with our Copyright Policy.
13. Termination, Suspension and other Measures.
13.1 Term. The agreement between you and Stutor reflected by these Terms is effective when you access the Stutor Platform (for example to create an account) and remains in effect until either you or we terminate the agreement in accordance with these Terms.
13.2 Termination. You may terminate this agreement at any time by sending us an email or by deleting your account. Stutor may terminate this agreement and your account for any reason by giving you 30 days’ notice via email or using any other contact information you have provided for your account. Stutor may also terminate this agreement immediately and without notice and stop providing access to the Stutor Platform if you breach these Terms, you violate our Additional Legal Terms, or Policies, you violate applicable laws, or we reasonably believe termination is necessary to protect Stutor, its Members, or third parties. If your account has been inactive for more than two years, we may terminate your account without prior notice.
13.3 Member Violations. If (i) you breach these Terms, our Additional Legal Terms, Policies, or our Standards, (ii) you violate applicable laws, regulations, or third-party rights, or (iii) Stutor believes it is reasonably necessary to protect Stutor, its Members, or third parties; Stutor may, with or without prior notice:
• suspend or limit your access to or use of the Stutor Platform and/or your account;
• suspend or remove Listings, Reviews, or other Content;
• cancel pending or confirmed Sessions; or
• suspend or revoke any special status associated with your account.
For minor violations or where otherwise appropriate as Stutor determines in its sole discretion, you will be given notice of any intended measure by Stutor and an opportunity to resolve the issue. You may appeal actions taken by us under this Section by contacting customer service. If a Session is cancelled under this Section, the amount paid to the Tutor will be reduced by the amount we refund or otherwise provide to the Student, and by any other costs we incur as a result of the cancellation.
13.4 Legal Mandates. Stutor may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body, including the measures described above in Section 13.3.
13.5 Effect of Termination. If you are a Tutor and terminate your Stutor account, any confirmed booking(s) will be automatically cancelled and your Students will receive a full refund. If you terminate your account as a Student, any confirmed booking(s) will be automatically cancelled and any refund will depend upon the terms of the Session’s cancellation policy. When this agreement has been terminated, you are not entitled to a restoration of your account or any of your Content. If your access to or use of the Stutor Platform has been limited, or your Stutor account has been suspended, or this agreement has been terminated by us, you may not register a new account or access or use the Stutor Platform through an account of another Member.
13.6 Survival. Parts of these Terms that by their nature survive termination, will survive termination of this agreement, including Sections 2 through 23.
14. Modification.
Stutor may modify these Terms at any time. When we make material changes to these Terms, we will post the revised Terms on the Stutor Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of any material changes by email at least 30 days before the date they become effective. If you disagree with the revised Terms, you may terminate this agreement immediately as provided in these Terms. If you do not terminate your agreement before the date the revised Terms become effective, your continued access to or use of the Stutor Platform will constitute acceptance of the revised Terms.
15. Resolving Inadequate Service Claims.
If Tutor(s) provided inadequate or unusable services, Student(s) can notify Stutor and/or seek compensation through the Resolution Center. Tutor(s) will be notified of a Claim and given an opportunity to respond. If you agree to Refund, or if the Claim is escalated to Stutor and Stutor determines in its sole discretion that the Claim is valid and you are responsible, Stutor via Stutor Payments can collect the cost of the Session from you.
16. Stutor’s Role.
We offer you the right to use a platform that enables Members to publish, offer, search for, and book Tutor Services. While we work hard to ensure our Members have great experiences using Stutor, we do not and cannot control the conduct of Students and Tutors. You acknowledge that Stutor has the right, but does not have any obligation, to monitor the use of the Stutor Platform and verify information provided by our Members. For example, we may review, disable access to, remove, or edit Content to: (i) operate, secure and improve the Stutor Platform (including for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Members’ compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) address Content that we determine is harmful or objectionable; (v) take actions set out in these Terms; and (vi) maintain and enforce any quality or eligibility criteria, including by removing Listings that don’t meet quality and eligibility criteria. Members acknowledge and agree that Stutor administers its Additional Legal Terms, Policies (such as our Extenuating Circumstances Policy) and Standards (such as basic requirements for Tutors), including decisions about whether and how to apply them to a particular situation, at its sole discretion. Members agree to cooperate with and assist Stutor in good faith, and to provide Stutor with such information and take such actions as may be reasonably requested by Stutor with respect to any investigation undertaken by Stutor regarding the use or abuse of the Stutor Platform. Stutor is not acting as an agent for any Member except for where Stutor Payments acts as a collection agent as provided in the Payments Terms.
17. Member Accounts.
You must register an account to access and use many features of the Stutor Platform. Registration is only permitted for legal entities, partnerships and natural persons who are 18 years or older. You represent and warrant that you are not a person or entity barred from using the Stutor Platform under the laws of the United States, your place of residence, or any other applicable jurisdiction. You must provide accurate, current, and complete information during registration and keep your account information-to-date. You may not register more than one account or transfer your account to someone else. You are responsible for maintaining the confidentiality and security of your account credentials and may not disclose your credentials to any third party. You are responsible and liable for activities conducted through your account and must immediately notify Stutor if you suspect that your credentials have been lost, stolen, or your account is otherwise compromised. If and as permitted by applicable law, we may, but have no obligation to (i) ask you to provide identification or other information, (ii) undertake checks designed to help verify your identity or background, (iii) screen you against third-party databases or other sources and request reports from service providers, and (iv) obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents.
18. Disclaimer of Warranties.
We provide the Stutor Platform and all Content “as is” without warranty of any kind and we disclaim all warranties, whether express or implied. For example: (i) we do not endorse or warrant the existence, conduct, performance, safety, quality, legality or suitability of any Student, Tutor, Tutor Service, Listing or third party; (ii) we do not warrant the performance or non-interruption of the Stutor Platform; and (iii) we do not warrant that verification, identity or background checks conducted on Listings or Members (if any) will identify past misconduct or prevent future misconduct. Any references to a Member or Listing being "verified" (or similar language) indicate only that the Member or Listing or Stutor has completed a relevant verification or identification process and nothing else. The disclaimers in these Terms apply to the maximum extent permitted by law. If you have statutory rights or warranties we cannot disclaim, the duration of any such statutorily required rights or warranties, will be limited to the maximum extent permitted by law.
19. Limitations on Liability.
Neither Stutor (including its affiliates and personnel) nor any other party involved in creating, producing, or delivering the Stutor Platform or any Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) the use of or inability to use the Stutor Platform or any Content, (iii) any communications, interactions or meetings you may have with someone you interact or meet with through, or as a result of, your use of the Stutor Platform, or (iv) publishing or booking of a Listing, including the provision or use of Tutor Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Stutor has been informed of the possibility of such damage, even if a limited remedy set out in these Terms is found to have failed of its essential purpose.
In no event will Stutor’s aggregate liability for any claim or dispute arising out of or in connection with these Terms, your interaction with any Members, or your use of or inability to use the Stutor Platform, any Content, or any Tutor Service, exceed: (A) to Students, the amount you paid as a Student during the 12-month period prior to the event giving rise to the liability, (B) to Tutors, the amount paid to you as a Tutor in the 12-month period prior to the event giving rise to the liability, or (C) to anyone else, one hundred U.S. dollars (US$100).
These limitations of liability and damages are fundamental elements of the agreement between you and Stutor. If applicable law does not allow the limitations of liability set out in these Terms, the above limitations may not apply to you.
20. Indemnification.
To the maximum extent permitted by applicable law, you agree to release, defend (at Stutor’s option), indemnify, and hold Stutor (including Stutor Payments, other affiliates, and their personnel) 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: (i) your breach of these Terms (including any supplemental or additional terms that apply to a product or feature) or our Additional Legal Terms, Policies or Standards, (ii) your improper use of the Stutor Platform, (iii) your interaction with any Member, participation in a Tutor Service, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, (iv) your failure, or our failure at your direction, to accurately report, collect or remit Taxes, or (v) your breach of any laws, regulations or third party rights such as intellectual property or privacy rights.
21. Contracting Entities.
Based on your country of residence or establishment and what you are doing on the Stutor Platform, Schedule 1 below sets out the Stutor entity with whom you are contracting. If we identify through the Stutor Platform, a Stutor entity other than the one set out on Schedule 1 as being responsible for a product, feature or transaction, the Stutor entity so identified is your contracting entity with respect to that product, feature or transaction. If you change your country of residence or establishment, the Stutor company you contract with (as set out on Schedule 1) and the applicable version of the Terms of Service will be determined by your new country of residence or establishment, from the date on which your country of residence or establishment changes.
22. United States Governing Law and Venue.
If you reside or have your place of establishment in the United States, these Terms will be interpreted in accordance with the laws of the State of Utah and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the arbitration agreement in Section 23 must be brought in state or federal court in Salt Lake City, Utah, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in San Francisco, California.
23. United States Dispute Resolution and Arbitration Agreement.
23.1 Application. This Arbitration Agreement only applies to you if your country of residence or establishment is the United States. If your country of residence or establishment is not the United States, and you nevertheless attempt to bring any legal claim against Stutor in the United States, this Arbitration Agreement will apply for determination of the threshold issue of whether this Section 23 applies to you, and all other threshold determinations, including residency, arbitrability, venue, and applicable law.
23.2 Overview of Dispute Resolution Process. Stutor is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom this Section 23 applies: (1) an informal negotiation directly with Stutor’s customer service team (described in paragraph 23.3, below), and if necessary (2) a binding arbitration administered by the American Arbitration Association (“AAA”). You and Stutor each retain the right to seek resolution of the dispute in small claims court as an alternative to arbitration.
23.3 Mandatory Pre-Arbitration Dispute Resolution and Notification. At least 30 days prior to initiating an arbitration, you and Stutor each agree to notify the other party of the dispute in writing and attempt in good faith to negotiate an informal resolution. You must send your notice of dispute to Stutor by mailing it to Stutor’s agent for service: Bennett, Tueller, Johnson & Deere, 3165 East Millrock Drive. Suite 500, Salt Lake City, Utah 84121-4704. Stutor will send its notice of dispute to the email address associated with your Stutor account. A notice of dispute must include: the party’s name and preferred contact information, a brief description of the dispute, and the relief sought. If the parties are unable to resolve the dispute within the 30-day period, only then may either party commence arbitration by filing a written Demand for Arbitration (available at www.adr.org) with the AAA and providing a copy to the other party as specified in the AAA Rules (available at www.adr.org).
23.4 Agreement to Arbitrate.
You and Stutor mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or any use of the Stutor Platform, Tutor Services, or any Content (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Stutor agree that the arbitrator will decide that issue.
23.5 Exceptions to Arbitration Agreement. You and Stutor each agree that the following causes of action and/or claims for relief are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction (as defined by Section 22): (i) any claim or cause of action alleging actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) any claim or cause of action seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack); or (iii) a request for the remedy of public injunctive relief; or (iv) any individual claim of sexual assault or sexual harassment arising from your use of the Stutor Platform or Tutor Services. You and Stutor agree that the remedy of public injunctive relief will proceed after the arbitration of all arbitrable claims, remedies, or causes of action, and will be stayed pending the outcome of the arbitration pursuant to Section 3 of the Federal Arbitration Act.
23.6 Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and the Federal Arbitration Act governs all substantive and procedural interpretation and enforcement of this provision. The arbitration will be administered by the arbitrator in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules“) then in effect, except as modified here. The AAA Rules are available at www.adr.org. In order to initiate arbitration, a completed written demand (available at www.adr.org) must be filed with the AAA and provided to the other party, as specified in the AAA rules.
23.7 Modification to AAA Rules - Arbitration Hearing/Location. In order to make the arbitration most convenient to you, Stutor agrees that any required arbitration hearing may be conducted, at your option: (a) in the U.S. county where you reside; (b) in Salt Lake County; (c) via phone or video conference. If the amount in controversy is $5,000 or less, the parties agree to proceed solely on the submission of documents to the arbitrator.
23.8 Modification of AAA Rules - Attorney’s Fees and Costs. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules. Either party may make a request that the arbitrator award attorneys’ fees and costs upon proving that the other party has asserted a claim, cross-claim or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, as allowed by applicable law and the AAA Rules.
23.9 Arbitrator’s Decision. 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 with proper jurisdiction. The arbitrator may award any relief allowed by law or the AAA Rules, but declaratory or injunctive relief may be awarded only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
23.10 Jury Trial Waiver. You and Stutor acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
23.11 No Class Actions or Representative Proceedings. You and Stutor acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative or consolidated proceeding. Unless we agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If there is a final judicial determination that applicable law precludes enforcement of the waiver contained in this paragraph as to any claim, cause of action or requested remedy, then that claim, cause of action or requested remedy, and only that claim, cause of action or requested remedy, will be severed from this agreement to arbitrate and will be brought in a court of competent jurisdiction. In the event that a claim, cause of action or requested remedy is severed pursuant to this paragraph, then you and we agree that the claims, causes of action or requested remedies that are not subject to arbitration will be stayed until all arbitrable claims, causes of action and requested remedies are resolved by the arbitrator.
23.12 Severability. Except as provided in Section 23.11, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision will be severed and the remainder of the Arbitration Agreement will be given full force and effect.
23.13 Changes to Agreement to Arbitrate. If Stutor changes this Section 23 after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject that change by sending us written notice (including by email) within 30 days of the date the change is effective. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and Stutor (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and Stutor.
23.14 Survival. Except as provided in Section 23.12 and subject to Section 13.6, this Section 23 will survive any termination of these Terms and will continue to apply even if you stop using the Stutor Platform or terminate your Stutor account.
24. Miscellaneous.
24.1 Other Terms Incorporated by Reference. Our Rebooking and Refund Policy, Content Policy, Nondiscrimination Policy, Extenuating Circumstances Policy, Additional Legal Terms, Policies, Standards and other supplemental policies and terms linked to in these Terms apply to your use of the Stutor Platform, are incorporated by reference, and form part of your agreement with Stutor.
24.2 Interpreting these Terms. Except as they may be supplemented by additional terms, conditions, policies, guidelines, standards, and in-product disclosures, these Terms (including those items incorporated by reference) constitute the entire agreement between Stutor and you pertaining to your access to or use of the Stutor Platform and supersede any and all prior oral or written understandings or agreements between Stutor and you. These Terms do not and are not intended to confer any rights or remedies upon anyone other than you and Stutor. If any provision of these Terms is held to be invalid or unenforceable, except as otherwise indicated in Section 23.11 above, such provision will be struck and will not affect the validity and enforceability of the remaining provisions. Where the word “will” is used in these Terms it connotes an obligation with the same meaning as “shall.”
24.3 No Waiver. Stutor’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
24.4 Assignment. You may not assign, transfer or delegate this agreement or your rights and obligations hereunder without Stutor's prior written consent. Stutor may without restriction assign, transfer or delegate this agreement and any rights and obligations hereunder, at its sole discretion, with 30 days’ prior notice.
24.5 Notice. Unless specified otherwise, any notices or other communications to Members permitted or required under this agreement, will be provided electronically and given by Stutor via email, Stutor Platform notification, messaging service (including SMS and WeChat), or any other contact method we enable and you provide.
24.6 Third-Party Services. The Stutor Platform may contain links to third-party websites, applications, services or resources (“Third-Party Services”) that are subject to different terms and privacy practices. Stutor is not responsible or liable for any aspect of such Third-Party Services and links to such Third-Party Services are not an endorsement.
24.7 Google Terms. Some translations on the Stutor Platform are powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.
24.8 Apple Terms. If you access or download our application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement.
24.9 Stutor Platform Content. Content made available through the Stutor Platform may be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge that all intellectual property rights for that Content are the exclusive property of Stutor and/or its licensors and agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any Content accessed through the Stutor Platform except to the extent you are the legal owner of that Content or as expressly permitted in these Terms. Subject to your compliance with these Terms, Stutor grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view the Content made available on or through the Stutor Platform and accessible to you, solely for your personal and non-commercial use.
24.11 Force Majeure. Stutor shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, epidemics or disease, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
24.12 Emails and SMS. You will receive administrative communications from us using the email address or other contact information you provide for your Stutor account. Enrollment in additional email subscription programs will not affect the frequency of these administrative emails, though you should expect to receive additional emails specific to the program(s) to which you have subscribed. You may also receive promotional emails from us. No fee is charged for these promotional emails, but third-party data rates could apply. You can control whether you receive promotional emails using the notification preferences in your account settings. Please note that you will not be able to take advantage of certain promotions if you disable certain communication settings or do not have an Stutor account. In the U.S. if you consent to receive SMS (text messages) from us, you will be subject to our SMS Terms.
24.13 Contact Us. If you have any questions about these Terms please email us.
25. Stripe Recipient Agreement.
Payment processing services for Tutors on Stutor are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to the Stutor End User License Agreement or continuing to operate as a Tutor on Stutor, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Stutor enabling payment processing services through Stripe, you agree to provide Stutor accurate and complete information about you and your business, and you authorize Stutor to share it and transaction information related to your use of the payment processing services provided by Stripe.
26. Acquirer Disclosure.
Payment services are powered by Stripe, Inc. Stripe, Inc. is a Payment Facilitator and/or Independent Sales Organization (ISO) of:
• Cross River Bank, 2115 Linwood Avenue, Fort Lee, NJ. 07024, info@crossriver.com or +1-201-808-7000 (Payment Facilitator and ISO),
• Deutsche Bank Trust Company Americas, One Columbus Circle, New York, NY 10019 (Payment Facilitator),
• Goldman Sachs Bank USA, 200 West Street, New York, New York 10282, txb-client-service@gs.com or +1-212-902-2000 (Payment Facilitator),
• PNC Bank, N.A., 1600 Market Street, 8th Floor, Pittsburgh, PA 19103, +1-800-PNC-BANK (Payment Facilitator and ISO),
• Wells Fargo Bank, N.A., P.O. Box 6079, Concord, CA 94524, +1-844-284-6834 (Payment Facilitator and ISO)
Schedule 1 - Contracting Entities
YOUR PLACE OF RESIDENCE OR ESTABLISHMENT:
Stutor, Inc.
260 Creek Place
Midway, UT. 84049
United States