Legal
Terms and Conditions
These Terms of Service (the “Terms“) govern your subscription to and use of the OkayRelax service. OkayRelax is operated by OkayRelax LLC, a Florida limited liability company (“OkayRelax,” “we,” “us,” or “our“). The party subscribing to the service is referred to as the “Client,” “you,” or “your.”
By subscribing to OkayRelax, accessing the OkayRelax website, or using the Service, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. When you subscribe, you accept these Terms by checking the box at checkout, and that acceptance is your electronic signature on these Terms. If you do not agree, do not subscribe to or use the Service.
These Terms are a binding agreement. Plans are offered as Business Plans and Personal Plans. If you subscribe to a Business Plan, you represent that you are subscribing for purposes of your trade, business, or profession, and that you have the authority to bind the entity on whose behalf you are subscribing; if you do not have that authority, you are personally bound by these Terms. Personal Plans are offered to individuals who live in the United States, for their own personal, family, or household use. You must be at least eighteen (18) years old to subscribe. Nothing in these Terms limits any right a Personal Plan subscriber has under consumer protection law that cannot be waived or limited by contract; any provision that would do so applies only to the extent the law allows.
Effective date. These Terms take effect on the “Last updated” date shown at the top of this page (the “Effective Date“) for subscriptions that begin on or after that date. If your subscription began before the Effective Date, these Terms take effect for you thirty (30) days after the Effective Date, as the terms that applied to your subscription before the Effective Date provide; until then, the terms that applied to your subscription before the Effective Date continue to apply, and you may also give notice of termination by email to [email protected]. Changes to Section 12 do not apply to any dispute that arose before these Terms took effect for you.
1. The Service
1.1 What OkayRelax provides
OkayRelax operates a subscription-based platform that matches Clients with independent virtual assistants (“Assistants“) and coordinates their work through a dedicated account manager (“Account Manager“). Together, the platform, the Assistants, the Account Manager, and any related software, tools, and resources we provide constitute the “Service.”
The Service includes:
- the plan you subscribe to, which sets the hours of Assistant time included per month, any dedicated-assistant designation, and other features (the “Plan“);
- an Account Manager for your account, who is your primary point of contact;
- coordination of Assistants to perform tasks within the scope of your Plan;
- access to tools we provide or designate to facilitate task tracking, communication, and credential handling.
1.2 Plan hours
Your Plan includes a defined number of hours of Assistant time per month (“Plan Hours“). Assistants log time on tasks they perform for you, and time logged counts against your Plan Hours. Plan Hours include time spent reviewing instructions, communicating with you, attending calls, learning your systems and tools, and making revisions. Time is recorded in the time-tracking tools we designate, in the increments we set, and those records are conclusive of time used unless you dispute them in writing within thirty (30) days after the end of the month in which the time was recorded. Plan Hours do not roll over unless your Plan expressly states otherwise. We are not required to perform work beyond your Plan Hours. If you consistently need more than your Plan Hours, we may require you to upgrade your Plan or decline additional work.
1.3 Tasks and scope
You request work through the channels and tools we designate from time to time, which may include a task-management platform, email, and direct communication with your Account Manager. We accept tasks at our reasonable discretion based on Plan scope, Assistant capacity, and the prohibited-task categories described in Section 5. We are not obligated to accept any specific task, and any deadlines we agree to are estimates unless we expressly designate them as binding in writing.
1.4 No guarantee of a specific Assistant
If your Plan includes a dedicated Assistant, we aim to maintain continuity but do not guarantee that any particular Assistant or Account Manager will be available. We may arrange a rematch or backup coverage at any time, including for continuity, illness, capacity, or quality. If you ask your Account Manager for a different Assistant, we will consider the request within your Plan, subject to availability. A change of Assistant or Account Manager does not change your Plan, Fees, or billing date.
1.5 Your instructions and approvals
You are solely responsible for the accuracy and completeness of your instructions, for reviewing and approving work before you rely on it or before it is sent, filed, published, or paid on your behalf, and for every decision made in your business or personal affairs. Assistants act on your instructions and do not exercise judgment on your behalf. Any action an Assistant takes in your accounts or systems on your instructions or with your approval, including sending communications, making or scheduling payments, making purchases or bookings, and changing or deleting data, is your action, and you bear the risk of it. We may rely on any instruction that appears to come from you or from anyone you have authorized, without any duty to verify it. You are responsible for confirming the details of any purchase, booking, payment, or commitment before it is made, and you bear any non-refundable charge, fee, or penalty that results from it. Do not rely on the Service as your only means of meeting a deadline, payment due date, renewal, appointment, or legal, tax, or regulatory filing date; you remain responsible for monitoring those dates. You are responsible for keeping backups of anything an Assistant can access, change, or delete.
2. Independent Contractor Relationship
2.1 Status of Assistants
Assistants are independent contractors who provide professional services through the OkayRelax platform. Assistants are not your employees, agents, or representatives, and they are not OkayRelax’s employees. Nothing in these Terms or in your use of the Service creates an employer-employee relationship, joint employment, staffing, leasing, or temp-agency arrangement between you and any Assistant or between you and OkayRelax.
2.2 Coordination, not supervision
You communicate task requirements, priorities, and feedback through OkayRelax, typically through your Account Manager and the platform tools we designate. This is coordination and account management, not employment supervision of the Assistants. You are not authorized to:
- direct or control the professional manner in which an Assistant performs their work;
- set or enforce specific hours of presence, shifts, schedules, or “core hours” for an Assistant;
- discipline, evaluate, performance-manage, or impose corrective action on an Assistant;
- offer or pay any Assistant compensation, bonuses, gifts of monetary value, or tips outside of OkayRelax;
- require an Assistant to use particular tools, equipment, or methods beyond what the scope of the task reasonably requires; or
- treat an Assistant as part of your workforce for any payroll, benefits, employment, tax, or labor-law purpose.
If you have concerns about how a task is being performed, raise them with your Account Manager. Your remedies are those stated in Section 3.5, a rematch, or termination under Section 7.2, not direct management of the Assistant.
2.3 No solicitation or circumvention of Assistants
During your subscription and for twelve (12) months after it ends, you will not, directly or indirectly, without our prior written consent:
- solicit, recruit, or induce any Assistant or Account Manager with whom you had contact, or whose identity you learned, through the Service to stop or reduce the work they do through OkayRelax;
- hire, engage, or contract with any such individual, or any business through which they work, for services of a kind comparable to those provided through OkayRelax; or
- arrange for any third party to do any of the above on your behalf or for your benefit.
Placement fee (Business Plans). If you are on a Business Plan and you or anyone acting for you hires, engages, or contracts with such an individual during that period, you will pay OkayRelax a placement fee equal to six (6) times your average monthly Fees over the three (3) months before your subscription ended or, if it has not ended, before the hire. The parties agree that OkayRelax’s damages from such a hire, including the cost of sourcing, vetting, and matching a replacement and the lost value of the match and of your subscription, are difficult to determine when these Terms are accepted, and that this fee is a reasonable pre-estimate of those damages and not a penalty. The placement fee is OkayRelax’s sole monetary remedy for the hire itself; it does not limit injunctive relief, recovery of attorneys’ fees under Section 12.5, or remedies for any other breach. If you are on a Personal Plan, no placement fee applies, and we may seek injunctive relief and our actual damages for a breach of this Section.
You agree that this Section protects OkayRelax’s legitimate business interests within the meaning of Section 542.335, Florida Statutes, including its confidential information about the identity, qualifications, and rates of Assistants and its substantial relationships with specific Assistants and Clients, and that the restrictions are reasonably necessary to protect those interests. The restricted period is extended by any period during which you are in breach of this Section.
2.4 Communications and direct payments
You agree to communicate with Assistants through the Service or the tools we designate, except as your Account Manager permits otherwise. You agree not to solicit personal contact information from Assistants for the purpose of working with them directly, and not to make any payment of any kind directly to an Assistant outside of OkayRelax.
3. Subscription, Fees, and Payment
3.1 Subscription term
Your subscription begins on the date you first pay for a Plan or the date stated in your written subscription confirmation, whichever is earlier (“Start Date“), and continues on a recurring basis, monthly or annually according to your Plan, until it ends as described in Section 7.
3.2 Fees and billing
You agree to pay the fees stated in your Plan (“Fees“) in advance of each billing period. Plans are billed monthly or, where you select the annual billing option at checkout or later ask us to switch you, annually. Fees are charged automatically to the payment method you authorize, on a recurring basis on or about the same day each month (for monthly billing) or each year (for annual billing). We may charge any payment method on file, including updated card details provided by your card network or bank. Fees exclude sales, use, value-added, and similar taxes, which you will pay in addition to the Fees where they apply. If you are on a Business Plan, you will also reimburse any payment-processing fee, currency-conversion fee, or chargeback fee we incur arising from your payment method.
3.3 Plan changes
You may upgrade your Plan at any time; the new Fees apply prorata for the remainder of the current billing period. You may downgrade your Plan effective at the start of the next billing period; downgrades do not generate a credit for the remaining portion of the current billing period. Plan changes are made through our support team ([email protected]). Cancelling one Plan and subscribing to another is not a Plan change: the cancelled Plan ends under Section 7.2, and both Plans are billed until it does, unless we agree otherwise in writing.
3.4 Failed payments and suspension
If a charge is declined or not received when due, we may suspend the Service immediately and retry the charge. Plan Hours that would have been available during a suspension for non-payment are forfeited. You will pay our reasonable costs of collecting any amount you owe, as actually incurred and to the extent permitted by law. If you are on a Business Plan, any amount unpaid for more than ten (10) days after its due date also bears a late fee of 1.5% per month on the outstanding balance (or the maximum permitted by law, if lower), and our costs of collection include attorneys’ fees and collection-agency fees. We may resume the Service once all amounts due are paid.
3.5 Refunds and remedies for work
Fees are earned when paid and are non-refundable, except as these Terms or your Plan expressly provide or as required by law. If work performed for you does not conform to your written instructions, tell your Account Manager in writing within ten (10) days after the work is delivered. Your sole and exclusive remedy, and our sole obligation, is for us to re-perform the non-conforming work within your Plan or, if we choose, to arrange a rematch. Work not reported as non-conforming within that period is deemed accepted. Any account credit or refund is at our sole discretion and is not an admission of any obligation. Unused Plan Hours are not refundable at termination or in any month, except as expressly stated in your Plan.
3.6 Fee changes
We may change our Fees upon thirty (30) days’ written notice. The new Fees take effect at the start of the first billing period beginning at least 30 days after notice; for annual billing, they apply from the next annual renewal. If you do not wish to accept the new Fees, you may give notice of termination under Section 7.2 before the new Fees take effect; any renewal charged during your notice period is then charged at your current Fees. The end of a promotional, introductory, or discounted price is not a Fee change.
3.7 Out-of-pocket expenses
You agree to reimburse reasonable pre-approved out-of-pocket expenses your Account Manager or Assistants incur on your behalf (for example, business filings, postage, paid tools you ask us to purchase). We will not incur expenses on your behalf without your prior approval.
3.8 Pausing your Plan
Where your Plan permits, you may pause your subscription online from My Account for the period offered at the time, subject to the frequency limits shown in the pause flow. A pause skips renewals; it does not shorten the billing period you have already paid for. The Service continues until the end of your current paid billing period. After that, your subscription does not renew for the length of the pause: no Fees are charged, no Service is provided, and no Plan Hours accrue, and unused Plan Hours do not carry over. Your subscription renews automatically on the renewal date shown when you pause, your next Fee is charged on that date, and a new set of Plan Hours begins. You may end a pause early by selecting Resume now in My Account. If you do so before the pause starts, your subscription renews on its original renewal date; if the pause has started, your next Fee is charged at that time and a new set of Plan Hours begins. Pausing ends any dedicated-assistant match when the pause starts (the end of your current paid billing period); Section 1.4 applies on renewal. If you give notice of termination while your subscription is paused, your subscription stays paused and the time remaining on the pause counts toward your notice period: if the renewal date falls within the notice period, that renewal is charged and your subscription ends at the end of that billing period; otherwise your subscription ends on the renewal date with no further Fees.
3.9 Promotional offers
We may offer, at our discretion, a one-time discount on a future renewal or additional months of Service at no charge. Each offer applies only as described when you accept it, is limited to one use per Client unless we state otherwise, has no cash value, and does not change any other term. Additional months move your next renewal date accordingly.
3.10 Billing disputes
If you believe a charge is incorrect, you must tell us in writing at [email protected] within sixty (60) days after the charge. As between you and OkayRelax, a charge not disputed within that period is deemed accepted as accurate, and you waive any claim against us for a refund or adjustment of it, except for fraud or as required by law. This Section does not limit any right you have under law against your card issuer or bank.
4. Your Account, Credentials, and Data
4.1 Account credentials
You are responsible for safeguarding the username, password, and any multi-factor authentication associated with your OkayRelax account and any other accounts we provision for you in connection with the Service. You are responsible for all activity under your account and for the acts of anyone you authorize to give instructions. You authorize us to act on instructions received from any user account created by, or under the credentials of, anyone you have authorized to access your account.
4.2 Client Credentials and the Vault
In the ordinary course of the Service, you may share credentials, passwords, API keys, or other secrets (“Client Credentials“) with us so that your Assistant can perform work on your behalf in your systems. Where you do so, OkayRelax stores Client Credentials in our designated credential-storage system (the “Vault“).
We use technical and organizational measures designed to protect the Vault, which may include encryption, access controls, and access logging. We may change the system, technology, measures, or infrastructure used for the Vault at any time. These measures describe our practices and are not a warranty or a commitment to any particular control.
You acknowledge and agree that:
(a) no credential-storage system, including the Vault, is or can be perfectly secure, and the act of sharing Client Credentials with any third party (including OkayRelax) inherently transfers some risk;
(b) the most effective protection against credential compromise is to provide us with the minimum credentials reasonably necessary for the work, protected by multi-factor authentication where your systems support it, rotated regularly, and revoked immediately when the Service ends or when your match with an Assistant ends. Changing, rotating, and revoking credentials in your own systems, including when a match ends, is your responsibility;
(c) where the systems you use support it, scoped or limited-permission access (such as delegated user accounts, shared-inbox access without full account login, or API keys with restricted scope) is generally a better fit than full account credentials, particularly for systems with funds-transfer authority over financial accounts or that hold regulated personal data;
(d) OkayRelax is not financially responsible for losses, damages, or liabilities arising from any unauthorized access to, disclosure of, or misuse of Client Credentials, including, without limitation, losses caused by compromise of the Vault, Assistant misuse, third-party security breaches, or your own failure to revoke credentials promptly, except to the extent caused by OkayRelax’s gross negligence or willful misconduct. Your remedies in respect of any such event are limited by Section 9 (Limitation of Liability);
(e) you may, in lieu of using the Vault, share Client Credentials with us through an enterprise password manager you administer with revocable, scoped access to your Assistant, where we agree to that arrangement;
(f) you represent that you are authorized to share each Client Credential and to let an Assistant use the account it opens, and that doing so does not breach the terms of the account provider or any agreement that binds you;
(g) if you give an Assistant access to any bank, payment, payroll, brokerage, tax, cryptocurrency, or other financial account, or any authority to move money, make purchases, or bind you, you do so at your own risk; we recommend view-only access, and you are responsible for setting limits, approvals, and alerts on those accounts. OkayRelax is not responsible for any payment, transfer, purchase, or commitment made with that access, except to the extent caused by OkayRelax’s willful misconduct; and
(h) you will tell us immediately if you suspect that any Client Credential or your OkayRelax account has been compromised, and we may suspend or remove any access at any time to protect you, an Assistant, or OkayRelax.
4.3 Third-Party Tools
The Service uses third-party tools we designate from time to time for task management, communications, file storage, time tracking, scheduling, payments, and similar functions (collectively, “Third-Party Tools“). Third-Party Tools are operated by their respective providers, not by OkayRelax.
You acknowledge and agree that:
(a) your use of any Third-Party Tool is subject to the terms of service and privacy policy of that tool’s provider, in addition to these Terms, and you will comply with them;
(b) OkayRelax does not control, host, secure, back up, or warrant the availability, security, accuracy, or performance of any Third-Party Tool, and OkayRelax is not financially responsible for losses, damages, or liabilities arising from any failure, downtime, data loss, security incident, or other defect of any Third-Party Tool, except to the extent caused by OkayRelax’s gross negligence or willful misconduct in our configuration or use of that tool on your behalf; and
(c) if a Third-Party Tool ceases to be available, becomes uneconomical, or no longer meets the Service’s needs, we may transition the Service to an alternative tool at our discretion, with notice to you where we consider it practicable.
4.4 Client Data
“Client Data” means all data, documents, communications, files, and other information you provide to OkayRelax, your Assistant, or any Third-Party Tool in connection with the Service, including any personal data of individuals. As between you and OkayRelax, you own and are responsible for Client Data. You represent and warrant that you have all rights, licenses, and consents necessary to provide Client Data to us and to authorize us, your Assistant, and applicable subprocessors to process it for purposes of providing the Service. You grant us a license to use Client Data as needed to provide the Service, enforce these Terms, and comply with law.
We are not a data-storage or backup service. You are responsible for keeping your own copies of Client Data and Deliverables. We may delete Client Data in our possession at any time after your subscription ends, except as required by law, and we may keep records of your account, communications, and transactions as needed for billing, dispute resolution, legal compliance, and enforcement of these Terms.
Where Client Data contains personal data subject to applicable data-protection laws, our handling of that data is described in our Privacy Policy. Where you provide such personal data directly to a Third-Party Tool, the provider of that tool may act as a separate data processor, subject to its own terms.
4.5 Use of AI in the Service
Assistants may use AI tools as research, drafting, or productivity aids in the performance of work for you. Under their agreements with OkayRelax, Assistants are restricted from inputting Client Data into AI tools we have not approved, from permitting Client Data to be used to train any AI model, and from delivering work product consisting substantially of unedited AI output. These restrictions are obligations between OkayRelax and Assistants and do not create any warranty or obligation to you.
(a) AI assistance is permitted in Deliverables, and OkayRelax does not offer an “AI-free” guarantee for any work.
(b) You should review Deliverables before relying on them. OkayRelax disclaims liability for losses arising from your unreviewed reliance on AI-assisted output, except to the extent caused by OkayRelax’s gross negligence or willful misconduct.
(c) OkayRelax does not use identifiable Client Data (including Assistant workflow data) to train AI models controlled by third parties and does not knowingly permit its service providers to do so, except as the provider of a Third-Party Tool may do under its own terms. OkayRelax may use de-identified or aggregated data to improve the Service, including AI tools OkayRelax operates internally.
4.6 No custody of funds; insurance
OkayRelax is not your fiduciary, trustee, escrow agent, or money transmitter, and does not hold or manage your funds. You are responsible for insuring your business, accounts, and property against loss, including loss caused by anyone you give access to them.
5. Acceptable Use
5.1 Prohibited tasks
You agree not to ask any Assistant to perform, and agree that we may decline at our discretion to perform, any task that:
- requires a professional license the Assistant does not hold (including, without limitation, the practice of law, public accounting, tax preparation regulated by the IRS, licensed investment advisory services, or the practice of medicine);
- is illegal, fraudulent, defamatory, harassing, discriminatory, or otherwise unlawful;
- involves the creation, distribution, or solicitation of sexually explicit content, hate speech, content depicting or facilitating violence against persons, or content harmful to minors;
- requires access to or processing of regulated personal data we have not agreed in writing to process (e.g., protected health information under HIPAA, payment card data for which you require a PCI-compliant processor, classified information);
- requires installation of software on the Assistant’s equipment beyond standard business productivity software, unless your Plan or a written addendum expressly provides for it;
- infringes the intellectual property rights of any third party; or
- circumvents the Service (for example, by asking an Assistant to perform work for the benefit of a third party for whom that third party has not contracted with OkayRelax).
5.2 Compliance
You are responsible for ensuring that your use of the Service, the work you request, and the materials you provide comply with all applicable laws and the terms of any third-party agreements that bind you. You are solely responsible for the lawfulness of any communication sent, call placed, or message made on your behalf, including obtaining any consent required under telemarketing, text-messaging, email-marketing, privacy, and data-protection laws, and for any filing, payment, or commitment made on your instructions. We have no duty to monitor your requests or to advise you on their legality. Where we have a good-faith belief that your use of the Service violates this Section 5 or applicable law, we may decline tasks, suspend, or terminate the Service.
5.3 Tax, legal, and professional services
The Service is not a substitute for licensed professional advice. Any output of work product (drafts, summaries, research, communications) is administrative or operational in nature and is not legal, tax, accounting, medical, or investment advice. You are responsible for obtaining qualified professional advice where appropriate.
6. Confidentiality
6.1 Mutual obligation
Each party may receive Confidential Information of the other in connection with the Service. “Confidential Information” means non-public information disclosed by one party to the other that is identified as confidential or that a reasonable business person would understand to be confidential, including (in your case) Client Data and the contents of any task you request, and (in our case) the structure and pricing of our Plans, our platform tooling, our Assistant pool, our operational playbooks, and any non-public information about our business.
Each party will protect the other’s Confidential Information using at least the same care it uses to protect its own confidential information of like importance (and not less than reasonable care), and will use Confidential Information only for purposes of performing under and exercising rights under these Terms. Sections 4.2, 4.3, 4.5, and 9 govern our responsibility for Client Credentials, Third-Party Tools, and any unauthorized access to Client Data, and control over this Section 6 in the event of conflict.
6.2 Permitted disclosure
We may disclose your Confidential Information (a) to the Assistant and Account Manager matched with your account; (b) to our subprocessors and service providers under written confidentiality obligations; (c) to our professional advisers, insurers, auditors, and potential acquirers under confidentiality obligations; (d) to payment processors, card issuers, card networks, collection agencies, and courts or arbitrators, to the extent reasonably necessary to collect amounts owed, respond to a payment dispute, or enforce these Terms; and (e) as required by court order, applicable law, or governmental authority, with notice to you where we consider it practicable and lawful.
6.3 Exclusions
Confidential Information does not include information that is or becomes generally available to the public without breach of these Terms, was lawfully known by the receiving party before disclosure, is independently developed without use of the disclosing party’s Confidential Information, or is rightfully received from a third party without breach of confidentiality.
6.4 Response to public statements
Where you make a public statement about OkayRelax, the Service, an Assistant, or your subscription (including, without limitation, a review, rating, complaint, or post on any public-facing platform), OkayRelax may use and disclose information about you, your account, your use of the Service, or the work performed for you that is reasonably necessary to factually respond to or contextualize that public statement. Disclosure under this Section 6.4 is limited to what is reasonably necessary for a fair and factual response and is subject to applicable law (including data-protection laws). Nothing in this Section 6.4 is intended to penalize, retaliate against, or chill a good-faith review by you, or to limit your rights under the Consumer Review Fairness Act of 2016 (15 U.S.C. § 45b) or comparable state laws.
7. Term, Termination, and Suspension
7.1 Term
These Terms begin when you accept them and continue for as long as you have a subscription, monthly or annually according to your Plan, until it ends as described below.
7.2 Termination by you
You may terminate your subscription at any time on thirty (30) days’ notice. Except as set out below, your subscription, and your obligation to pay Fees, continues through the end of the notice period. Notice given mid-month does not entitle you to a refund of the current month’s Fees. The notice period exists because your Plan reserves Assistant capacity and schedules work for your account a full billing period in advance; notice gives us time to complete or hand off that work in an orderly way. The notice period and the Fees payable during it are part of the agreed price of your Plan and are not a penalty. The following also apply:
- How to give notice. Notice of termination must be given online, by completing the cancellation flow under My Account on our website. Email, telephone calls, and messages to your Account Manager or to an Assistant do not constitute notice of termination. The only exceptions are described under “If you cannot sign in” below and in the last two sentences of this paragraph. The cancellation flow may ask whether you would like to see an offer before you cancel. Declining takes you straight to the cancellation confirmation. We may, at our sole discretion, record notice on your behalf or shorten or waive the notice period. Any such accommodation is confirmed to you by email with a confirmation number and is not a waiver of this Section 7.2 for any other notice.
- When notice runs. The notice period begins on the date you complete the online cancellation. When you do, we will email you a confirmation number for your records. The confirmation number is also shown on screen when you complete the cancellation. If you do not receive the confirmation email within 24 hours, check My Account, where your notice status is shown, or contact us.
- Monthly billing. If a monthly renewal date falls within the notice period, that renewal is charged, and your subscription ends at the end of that billing cycle. If no monthly renewal date falls within the notice period, your subscription ends at the end of your current paid billing period. If a monthly renewal is due and unpaid when you give notice, that renewal remains payable as your final Fee, and your subscription ends at the end of the billing period it covers, even if that is before the end of the notice period.
- Annual billing. Annual Plans renew automatically each year until you terminate. Terminating stops the next annual renewal. If your notice period ends on or before the renewal date, your subscription ends on the renewal date and no further Fees are charged. If your notice period ends after the renewal date, the renewal is not charged at the annual Fee and your subscription is not renewed for a new year; instead, your subscription continues after the renewal date until the end of your notice period, and on the renewal date we charge a final Fee for those remaining days only. That final Fee is your Plan’s monthly rate divided by thirty (30) and multiplied by the number of remaining days, and is never more than one month’s rate. Your Plan’s monthly rate is the Fee for the monthly billing option of your Plan or, if your Plan has no monthly billing option, one-twelfth (1/12) of your annual Fee. We show you the amount and date of any final Fee before you confirm the cancellation, and in your confirmation email. Once an annual renewal has been charged, termination takes effect at the end of that annual billing period, and no refund is given for the unused portion. If an annual renewal payment has failed and remains unpaid when you complete the online cancellation, the unpaid renewal is cancelled, no Fees are owed for the new annual period, and your subscription ends on the date you give notice.
- Withdrawing notice. You may withdraw your notice at any time before your subscription’s end date, by selecting Keep my plan (or Reactivate) on your subscription page in My Account, or by using the Keep my plan link in the reminder email we send you before your plan ends, in which case your subscription continues without interruption.
- No early renewal. While notice is pending, you may not renew early.
- Reminders. If a renewal is charged during your notice period, we email you a reminder of its amount and date a few days before it is charged (if you give notice only days before that renewal, your confirmation email serves as the reminder). If you are on a Personal Plan and the law of the state where you live requires a reminder, we email it as that law requires: for an annual Plan, about thirty-five (35) days before each annual renewal, and for a monthly Plan where required, once a year, in each case with the renewal date, the amount, and how to cancel, and, for an annual Plan, the last day to cancel without a final Fee. Except where the law of the state where you live requires a reminder, a failure to send or receive a reminder does not affect any charge or your obligation to pay it.
- If you cannot sign in. If you cannot access My Account after using the password reset, contact our support team at [email protected]. Once we have verified your identity, we will record your notice for you and email you the confirmation number; notice runs from the date we record it.
- Disputed charges. If you believe a charge is wrong, contact our support team at [email protected] first; most billing questions are resolved quickly. If you dispute with your card issuer a charge that is owed under these Terms, we may suspend the Service while the dispute is open, and we will give the issuer our records of your agreement to these Terms, your account activity, and any notice you gave.
- State law. If you are on a Personal Plan and the law of the state where you live requires your cancellation to take effect sooner, or requires a different cancellation method, notice, or refund than this Section provides, that law applies to you to the extent it requires, and the rest of this Section continues to apply.
7.3 Termination by us
We may terminate your subscription for any reason on thirty (30) days’ notice; if we do so other than on the grounds below, we will refund the prepaid Fees for any full months of your current billing period remaining after the termination date, and that refund is your sole remedy. We may also terminate or suspend immediately, without prior notice, for: (a) failure to pay Fees not cured within ten (10) days of notice; (b) material breach of these Terms, including any breach of Sections 2.2, 2.3, 2.4, 4.1, 5, or 6; (c) reasonable suspicion of fraud, illegal activity, or risk to the safety of an Assistant or OkayRelax personnel; (d) the insolvency, bankruptcy, dissolution, or assignment for the benefit of creditors of you; (e) any chargeback or payment dispute of an amount owed under these Terms; or (f) abusive, threatening, or harassing conduct toward any Assistant, Account Manager, or other OkayRelax Party.
7.4 Effect of termination
When your subscription ends for any reason:
- you remain liable for all Fees and expenses accrued through the effective date of termination; if we terminate under clauses (a) to (f) of Section 7.3, no prepaid Fees are refunded and, if you are on a Business Plan, any Fees for the remainder of your current billing period and for any notice period that would have applied under Section 7.2 become immediately due, to the extent permitted by law;
- your access to the Service, the Vault, and Third-Party Tools provisioned through us ends on the effective date of termination; we delete Client Credentials from the Vault in line with our standard practices and do not return them, and you are responsible for changing or revoking them in your own systems;
- we may, at our discretion, provide a handoff of in-progress tasks if you are current on Fees, and we have no obligation to retain, return, or export Client Data held in Third-Party Tools after termination;
- Sections 1.5, 2.3, 2.4, 3 (as to amounts owed), 4.1, 4.2(a) to (h), 4.3, 4.4, 4.5, 4.6, 5.2, 5.3, 6, 7.4, 8, 9, 10, 11, 12, and 15, and any other provision that by its nature should survive, survive the end of your subscription.
7.5 Suspension during investigation
We may suspend your access to the Service pending investigation of any suspected violation of these Terms, without terminating these Terms and without liability for the duration of the suspension period.
8. Disclaimers
8.1 “As is” / “As available”
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE, THE VAULT, ANY THIRD-PARTY TOOLS PROVISIONED THROUGH US, AND ANY DELIVERABLES PROVIDED BY ASSISTANTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, OKAYRELAX DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE PERFORMANCE, TITLE, AND NON-INFRINGEMENT.
8.2 Specific disclaimers
Without limiting the foregoing, OkayRelax does not warrant that:
- the Service will meet your requirements or expectations, or achieve any particular result, turnaround time, response time, or outcome;
- the Service or any Third-Party Tool will be uninterrupted, timely, secure, or error-free;
- any particular Assistant will be available for any particular task or assignment;
- any screening, identity verification, background check, or assessment we or our providers perform will reveal every relevant fact about an Assistant or prevent any act or omission by an Assistant;
- the Vault or any Third-Party Tool or other system used in the Service will be secure against unauthorized access, loss, destruction, or compromise; or
- any work product produced by an Assistant will be error-free or comprehensive.
8.3 Third-party reliance
We do not endorse, control, or warrant any Third-Party Tool, third-party service provider, or third-party content. Your use of any of the foregoing is at your own risk and subject to the terms of the applicable third party.
9. Limitation of Liability
9.1 No indirect damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS OPPORTUNITY, OR ANTICIPATED SAVINGS, OR FOR ANY LATE FEES, PENALTIES, INTEREST, NON-REFUNDABLE CHARGES, OR COSTS OF CORRECTING ERRORS IN YOUR RECORDS, ACCOUNTS, OR COMMUNICATIONS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICE, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS SECTION 9.1 DOES NOT LIMIT YOUR OBLIGATIONS TO PAY AMOUNTS DUE UNDER THESE TERMS.
9.2 Aggregate cap
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OKAYRELAX’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, WILL NOT EXCEED: (A) IF YOU ARE ON A BUSINESS PLAN, THE FEES PAID OR PAYABLE BY YOU FOR THE THREE (3) MONTHS OF SERVICE IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) IF YOU ARE ON A PERSONAL PLAN, THE GREATER OF FIVE HUNDRED US DOLLARS (US$500) AND THE FEES PAID OR PAYABLE BY YOU FOR THE SIX (6) MONTHS OF SERVICE IMMEDIATELY BEFORE THAT EVENT. ANNUAL FEES ARE ALLOCATED EQUALLY ACROSS THE MONTHS OF THE ANNUAL PERIOD. THESE LIMITS APPLY TO ALL CLAIMS TOGETHER, AGAINST OKAYRELAX AND THE OKAYRELAX PARTIES (AS DEFINED IN SECTION 10.1), AND ARE NOT INCREASED BY HAVING MORE THAN ONE CLAIM.
9.3 Credentials, Third-Party Tools, and assistant deliverables
WITHOUT LIMITING SECTIONS 9.1 OR 9.2, AND IN ADDITION TO THE ACKNOWLEDGMENTS IN SECTIONS 4.2 AND 4.3:
(a) OKAYRELAX’S LIABILITY FOR LOSSES ARISING FROM ANY UNAUTHORIZED ACCESS TO, DISCLOSURE OF, OR MISUSE OF CLIENT CREDENTIALS, OR FROM THE COMPROMISE OF THE VAULT, IS LIMITED AS SET FORTH IN SECTION 4.2 AND CAPPED AS SET FORTH IN SECTION 9.2;
(b) OKAYRELAX’S LIABILITY FOR LOSSES ARISING FROM ANY FAILURE, DOWNTIME, DATA LOSS, OR SECURITY INCIDENT OF ANY THIRD-PARTY TOOL IS LIMITED AS SET FORTH IN SECTION 4.3 AND CAPPED AS SET FORTH IN SECTION 9.2; AND
(c) OKAYRELAX IS NOT LIABLE FOR ANY ACT OR OMISSION OF AN ASSISTANT THAT IS OUTSIDE THE SCOPE OF THE TASKS YOU REQUEST OR THAT REFLECTS THE ASSISTANT’S INDEPENDENT JUDGMENT, AND FOR ANY OTHER ERROR OR OMISSION IN WORK PRODUCT YOUR SOLE REMEDY IS UNDER SECTION 3.5, IN EACH CASE EXCEPT TO THE EXTENT CAUSED BY OKAYRELAX’S OWN WILLFUL MISCONDUCT OR, IF YOU ARE ON A PERSONAL PLAN, ITS GROSS NEGLIGENCE.
9.4 Carve-outs
Nothing in this Section 9 limits: (a) a party’s liability for its own fraud or willful misconduct; (b) if you are on a Personal Plan, OkayRelax’s liability for its own gross negligence or for bodily injury caused by its negligence; (c) your obligations to pay Fees, expenses, taxes, late fees, collection costs, and any fee under Section 2.3; (d) your indemnification obligations under Section 10.1; (e) your liability for breach of Section 2.3, 2.4, 4.1, 5, or 6; or (f) any liability that cannot be limited or excluded under applicable law. If you are on a Business Plan, the limit in Section 9.2 applies to every other claim against OkayRelax, including claims alleging gross negligence.
9.5 Allocation of risk
You acknowledge that the disclaimers, exclusions, and limitations in Sections 4, 8, and 9 reflect an agreed allocation of risk between the parties, are an essential basis of the bargain, and would not be modified to your benefit even if any remedy fails of its essential purpose. Each of Sections 9.1, 9.2, and 9.3 is a separate provision and applies even if another is held unenforceable. If you are on a Personal Plan, the disclaimers and limitations in Sections 8 and 9 apply to you to the fullest extent permitted by the law of the state where you live and do not limit any right you have under that law that cannot be waived or limited by contract. If you live in New Jersey, nothing in these Terms limits your rights under the New Jersey Consumer Fraud Act, and Sections 9.1 and 9.2 do not apply to any claim for which New Jersey law prohibits them.
9.6 Notice of claims
You must tell us in writing of any claim against OkayRelax within sixty (60) days after you become aware, or reasonably should have become aware, of the facts giving rise to it. OkayRelax is not liable for any loss that timely notice would have allowed you or us to avoid or reduce.
10. Indemnification
10.1 By you
You will defend, indemnify, and hold harmless OkayRelax, its affiliates, and each of their respective officers, directors, employees, contractors, Assistants, Account Managers, and agents (the “OkayRelax Parties“) from and against any third-party claim, suit, action, demand, loss, liability, damage, cost, or expense (including reasonable attorneys’ fees) arising out of or related to: (a) Client Data or any task you request; (b) your breach of these Terms, including Section 5 (Acceptable Use); (c) your violation of any applicable law or third-party right; (d) your or your personnel’s negligence or willful misconduct; or (e) any liability arising from your direction of an Assistant in a manner that is inconsistent with the independent-contractor relationship described in Section 2, including any claim by an Assistant, or by any government authority, that the Assistant is or was your employee or joint employee. If you are on a Business Plan, your obligations under this Section apply even where the claim alleges negligence of an OkayRelax Party, except to the extent finally determined to have been caused by OkayRelax’s willful misconduct. If you are on a Personal Plan, your obligations under this Section apply only to claims arising from clauses (b), (c), or (e), or from Client Data you provided without the rights required by Section 4.4.
10.2 Process
The indemnified party will notify the indemnifying party of any claim within a reasonable time; a delay relieves the indemnifying party of its obligations only to the extent the delay materially prejudices its defense. OkayRelax may elect to control the defense and settlement of any claim against an OkayRelax Party with counsel of its choice, at your expense, and you will not settle any claim that involves an OkayRelax Party, an Assistant, or the relationship described in Section 2 without our prior written consent. No settlement may impose any non-monetary obligation on an OkayRelax Party without its consent.
11. Intellectual Property
11.1 OkayRelax IP
OkayRelax and its licensors retain all right, title, and interest in and to the Service, including the OkayRelax platform, the OkayRelax brand and trademarks, the Vault implementation, our internal tools, playbooks and guides, and any improvements to the foregoing. Nothing in these Terms transfers any of those rights to you, except the limited right to use the Service during your subscription.
11.2 Client Data and work product
As between you and OkayRelax, you own all Client Data and all work product produced by your Assistant specifically for you in performing tasks for which you have paid Fees (“Deliverables“). To the extent any Deliverable would otherwise be owned by OkayRelax or an Assistant by operation of law, OkayRelax hereby assigns (and has the right to assign) all right, title, and interest in such Deliverable to you, subject to your payment of all applicable Fees. Where a Deliverable incorporates pre-existing OkayRelax materials, OkayRelax grants you a non-exclusive, royalty-free, perpetual license to use them as part of that Deliverable. Third-party materials in a Deliverable are subject to their own license terms, which you are responsible for complying with, and OkayRelax does not license or warrant them. OkayRelax and Assistants retain their general skills, knowledge, and know-how, and OkayRelax may keep copies of Deliverables for its records and to enforce these Terms.
11.3 Feedback
If you provide us with feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, royalty-free license to use that feedback without restriction.
12. Governing Law and Dispute Resolution
12.1 Governing law
These Terms and any dispute arising out of or in connection with them are governed by the laws of the State of Florida, without regard to its conflict-of-laws principles. The Federal Arbitration Act governs this Section 12. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
12.2 Informal resolution
Before starting any arbitration or court proceeding, the party raising the dispute must send the other party written notice describing the dispute and the relief sought, signed by that party personally (not only by a lawyer). If the other party asks within thirty (30) days after receiving the notice, the party raising the dispute must take part personally in an individual call or video conference (lawyers may also attend) to try to resolve it. The parties will then negotiate in good faith until sixty (60) days after the notice was received. These steps are required before any proceeding can be filed, and each claimant must complete them individually; a court may enforce them, and any filing made without them may be dismissed. Any limitation period is paused from the date the notice is sent until the end of that sixty (60) day period. Notices to OkayRelax go to the address in Section 15.1. This Section does not apply to a collection action described in Section 12.4.
12.3 Binding arbitration
If a dispute is not resolved under Section 12.2, it will be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules (or, for Personal Plans, as Section 12.6 provides). The arbitration will be conducted by a single arbitrator and, for Business Plans, held in Miami-Dade County, Florida, or by video. The arbitrator may award only individual relief and may not award class-wide, representative, or consolidated relief. The arbitrator, not a court, decides all questions about the scope, validity, enforceability, and arbitrability of this Section 12, except that a court decides whether an agreement to arbitrate was formed, any question about the class, collective, and representative action waiver, any question about the procedures for mass filings in Section 12.6, and any claim for public injunctive relief. If the class, collective, and representative action waiver is found unenforceable for any claim, that claim proceeds in court, never in arbitration, and is stayed until the individual claims are arbitrated. Any claim for public injunctive relief that cannot be waived under applicable law proceeds in court after the arbitration of all other claims and is stayed until then. Judgment on the award may be entered in any court of competent jurisdiction.
TO THE EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL AND ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION OR ARBITRATION.
12.4 Carve-outs from arbitration
Either party may seek injunctive or other equitable relief in a court of competent jurisdiction (without proof of actual damages, and subject to any bond the court requires) to protect its Confidential Information, intellectual property, or rights under Section 2.3 (No solicitation or circumvention of Assistants), pending or in lieu of arbitration. Either party may bring an individual claim in small-claims court as Section 12.6 or 12.7 provides. OkayRelax may also bring an action to collect unpaid Fees, expenses, late fees, or any fee under Section 2.3 against a Business Plan Client in any court of competent jurisdiction, including the state and federal courts in Miami-Dade County, Florida, without first following Section 12.2 or arbitrating, and you consent to the personal jurisdiction of, and venue in, those courts for that purpose.
12.5 Costs
Each party bears its own attorneys’ fees and costs in any dispute, except that, for Business Plans, the prevailing party in any action brought to collect amounts owed or to enforce Section 2.3 is entitled to recover its reasonable attorneys’ fees and costs.
12.6 Personal Plans
If you subscribe to a Personal Plan, Sections 12.3 to 12.5 apply with these changes:
(a) the arbitration is administered by the American Arbitration Association under its Consumer Arbitration Rules and, where they apply, its Mass Arbitration Supplementary Rules;
(b) any hearing takes place in the county where you live or by video, at your choice; a claim of twenty-five thousand US dollars (US$25,000) or less is decided on written submissions unless the arbitrator decides a hearing is needed;
(c) we pay all filing, administration, and arbitrator fees beyond the portion the Consumer Arbitration Rules require you to pay;
(d) either party may bring an individual claim in the small-claims court for the county where you live instead of arbitrating;
(e) each party bears its own attorneys’ fees and costs, except where applicable law awards them or the arbitrator finds a claim or defense frivolous or brought in bad faith;
(f) if twenty-five (25) or more similar demands are filed against us by or with the help of the same or coordinated counsel, they are administered under the American Arbitration Association’s Mass Arbitration Supplementary Rules, and any limitation period for each demand is paused from the date it is filed until it is permitted to proceed; and
(g) you may opt out of arbitration under this Section 12 by emailing [email protected], with your name, the email address on your account, and a statement that you opt out of arbitration, within thirty (30) days after you first accept these Terms (or, if your subscription began before the Effective Date, within thirty (30) days after these Terms take effect for you). Opting out does not affect any other part of these Terms; disputes are then resolved in court under Section 12.7.
The jury-trial and class, collective, and representative action waivers in Section 12.3 apply to Personal Plans to the extent permitted by law.
12.7 Venue
Any claim permitted to proceed in court under these Terms, other than a small-claims action, will be brought exclusively in the state or federal courts located in Miami-Dade County, Florida, and each party consents to their personal jurisdiction, except that a Personal Plan subscriber may bring such a claim in the courts of the county where the subscriber lives. A Business Plan Client may bring a small-claims action only in Miami-Dade County, Florida.
13. Force Majeure
Neither party will be liable for any delay or failure in performance (other than payment obligations) caused by events beyond its reasonable control, including without limitation acts of God, natural disasters, pandemics or epidemics, war, terrorism, civil unrest, government action, embargoes, cyberattacks, internet or telecommunications failures, third-party service provider failures, labor disruptions, or the unavailability, illness, or loss of power or connectivity of any Assistant. The affected party will take reasonable steps to resume performance. If such an event prevents performance for more than thirty (30) days, either party may terminate your subscription on notice, and we will refund prepaid Fees for the unperformed period.
14. Changes to the Terms
We may modify these Terms from time to time by posting the updated Terms on the OkayRelax website with a new “Last updated” date. A change takes effect when posted. Posting the updated Terms is notice of the change to you. For a material change, we will also try to tell you by email to the address on your account or by a notice in the Service, but a failure to send, deliver, or read that email or notice does not affect the change, which still takes effect when posted. You agree to review these Terms periodically; the current version and its “Last updated” date are always available on the OkayRelax website. Your continued use of the Service after a change takes effect, including any renewal of your subscription, means you accept the updated Terms, whether or not you received or read any separate notice of the change. If you do not agree to a change, you may give notice of termination under Section 7.2 within thirty (30) days after the change is posted; the Terms in effect before the change then continue to apply to you until your subscription ends, including to any renewal charged during your notice period. Fees change only under Section 3.6. Changes to Section 12 do not apply to any dispute that arose, or of which either party gave notice, before the change took effect.
15. General
15.1 Notices
Notices to you may be sent by email to the address on your account or by posting in the Service. Notices to OkayRelax must be sent by email to [email protected], with a copy by mail to OkayRelax LLC at the address posted on our website. Notice to you is effective when we send it by email or post it in the Service; notice to OkayRelax is effective when received. This Section 15.1 does not apply to notice of termination of your subscription, which is governed exclusively by Section 7.2.
15.2 Assignment
You may not assign or transfer these Terms or any of your rights or obligations under them without our prior written consent; a change of control of a Business Plan Client is an assignment. We may assign these Terms, including to an affiliate or a successor in a merger, acquisition, sale of assets, or reorganization, and may assign our right to receive payment to any person. Any unauthorized assignment is void.
15.3 Subprocessors and subcontractors
We may use third parties, including Assistants, Account Managers, and service providers, to provide any part of the Service. Our responsibility for the performance of any such person is limited to our obligations expressly stated in these Terms, is subject to Sections 1.5, 4.2, 4.3, 4.6, 8, and 9, and does not make the acts or omissions of any such person our own acts or omissions for any purpose, including for purposes of determining gross negligence or willful misconduct.
15.4 No waiver
A failure or delay by either party to exercise any right under these Terms does not waive that right. Any waiver must be in writing to be effective.
15.5 Severability
If any provision of these Terms is held to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect. A provision held unenforceable as to a particular claim or person remains enforceable as to all others. Section 12.3 governs the effect of any finding about the class, collective, and representative action waiver.
15.6 Entire agreement
These Terms, together with the Privacy Policy, constitute the entire agreement between you and OkayRelax with respect to the Service and supersede all prior or contemporaneous agreements, communications, and understandings, whether written or oral. A written order form signed by an authorized officer of OkayRelax controls over these Terms as to the Fees, Plan Hours, and features it states; in every other respect these Terms control. You acknowledge that in subscribing you have not relied on any statement, representation, promise, or marketing material (including statements on our website, in advertising, or by any sales representative, Account Manager, or Assistant) that is not expressly set out in these Terms or your Plan, and you waive any claim based on any such statement, except a claim for fraud that cannot be waived under applicable law.
15.7 No third-party beneficiaries
These Terms do not create any rights for any third party, other than the OkayRelax Parties, who are intended third-party beneficiaries of Sections 9 and 10.1.
15.8 Headings and interpretation
Section headings are for convenience only and do not affect interpretation. The word “including” means “including without limitation.” These Terms will not be construed against either party as the drafter.
15.9 Electronic communications and recording
You consent to receive all agreements, notices, disclosures, and other communications from us electronically, and agree that they satisfy any requirement that they be in writing. You consent to our recording and monitoring of calls, video meetings, and messages with OkayRelax, Account Managers, and Assistants for quality, records, dispute resolution, and legal purposes.
15.10 Set-off
We may set off any amount you owe us against any credit, refund, or other amount we owe you.
15.11 Sanctions and export
You represent that you are not, and are not owned or controlled by, a person subject to U.S. sanctions, and you will not use the Service in violation of U.S. export control or sanctions laws.
15.12 Contact
For questions about these Terms, contact [email protected].
By subscribing to OkayRelax or continuing to use the Service after the effective date of these Terms, you acknowledge that you have read, understood, and agreed to these Terms.
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