OVERVIEW

IMPORTANT – PLEASE CAREFULLY READ AND ENSURE THAT YOU UNDERSTAND NURP LLC’S (“NURP,” “WE,” “US” “OUR”) TERMS OF USE AND CONDITIONS OF SALE (“TERMS” OR “AGREEMENT”) BEFORE ACCESSING, USING OUR SITE OR PRODUCTS. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES (SEE SECTIONS 19 AND 20). THESE TERMS FORM AN ESSENTIAL BASIS OF THE AGREEMENT BETWEEN YOU AND NURP LLC FOR USE OF ITS WEBSITE.

Your use of, and access to, www.nurp.com, including any sub-domains thereof, affiliated websites, and mobile applications (collectively, the “Site”), which are owned and/or maintained by Nurp, LLC (“Nurp,” “we,” “our,” “us”), and your use, and access to any of Nurp’s software and products, are governed by the policies, terms, and conditions set forth below. Please read these terms carefully. We offer the Site, including all information, tools, products, and services available from the Site to you, the user, conditioned upon your acceptance of all terms, conditions, policies, and notices stated herein.  By accessing, using, or placing an order over the Site, you agree to the Terms set forth herein. If you do not agree to these Terms in their entirety, you are not authorized to use the Site or any of Nurp’s products in any manner or form whatsoever

THESE TERMS CONTAIN ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW IN SECTION 21 OR IF YOU OPT-OUT. PLEASE CAREFULLY REVIEW THE DISPUTE RESOLUTION PROVISIONS IN SECTION 21 BELOW WHICH DESCRIBES YOUR RIGHT TO OPT-OUT. PLEASE SEEK INDEPENDENT COUNSEL BEFORE AGREEING TO THE PROVISIONS IN SECTION 21.

TERMS OF USE

1. Site Use
   1.1. Nurp’s Site, its products, and services are intended to be accessed and used by adults only. By accessing and using the Site and agreeing to these Terms, you represent that you are at least the age of majority in your state or jurisdiction of residence. If you use the Site, you affirm that you have the legal capacity to enter into a binding contract with us, and have read these Terms and understand and agree to these Terms.

2. Changes to These Terms
   2.1. Nurp reserves the right to unilaterally update, change, remove, or replace any part of these Terms by posting updates and/or changes to our Site and such changes and amendments will become valid and enforceable. You can review the most current version of these Terms at any time by visiting this page (https://nurp.com/terms-conditions/). Your continued use of, or access to, the Site following the posting of any changes constitutes your binding acceptance of those changes.

3. Privacy and Security Disclosure
   3.1. Nurp’s Privacy Policy may be viewed at https://nurp.com/privacy-policy/. The Privacy Policy is hereby incorporated into these Terms by reference and constitutes a part of this Agreement. Nurp reserves the right to modify the Privacy Policy at its sole discretion.

4. No Investment Recommendations or Professional Advice
   4.1. Nurp and its employees, officers, directors, managers, members, shareholders, contractors, and principals (“Affiliated Parties”) are not investment advisers or financial advisers. Nurp and its Affiliated Parties do not provide investment advice. Nurp does not pool customer assets and it does not accept deposits of funds. Nurp does not provide commodity trading advice based on, or tailored to, the commodity interest or cash market positions or other circumstances or characteristics of particular clients nor does Nurp direct any customer accounts. All information on this Site is for information only, without any recommendation and specific obligation for action.
   
   4.2. Neither the Site nor any of Nurp’s products or services are intended to provide tax, legal, insurance, or investment advice. None of the content provided on the Site or through any of Nurp’s products should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any security by Nurp, its Affiliated Parties, or any third party. You should consult with an investment professional regarding any trading strategy, algorithm, or a particular trade prior to subscribing to any of Nurp’s products.
   
   4.3. You alone are solely responsible for determining whether any of Nurp’s products or services are appropriate or suitable for you based on your investment objectives and personal and financial situation. You should consult a registered investment advisor, attorney, or tax professional regarding your particular financial situation, investing strategies, or specific legal or tax situation before subscribing to any of Nurp’s products and before using the Site.
   
   4.4. To the extent that any of the content published on the Site may be deemed to be investment advice or recommendations in connection with a particular security, such information is impersonal and not tailored to your investment needs or to the investment needs of any specific person. You understand that an investment in any type of commodity or product is subject to a number of risks, and that discussions of any security published on the Site will not contain a list or description of relevant risk factors.

5. Performance Data and Opinions
   5.1. You understand that performance data is supplied by third party sources that are believed to be reliable, that the calculations on our Site are made using such data, and that such calculations are not guaranteed by these sources, the information providers, or any other person or entity, and may not be complete.
   
   5.2. From time to time, our Site may reference articles, guides, videos, clips, and opinions that we have published. These references may be selective, may reference only a portion of an article, guide, video, clip, or opinion, and are likely not to be current as of the date you may view them. As markets change continuously, previously published information and data may not be current and you should not rely upon such previously published information.
   
   5.3. All content on the Site is presented only as of the date published or indicated and may be superseded by subsequent market events or for other reasons. In addition, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.
   
   5.4. All trades, patterns, charts, and systems that are discussed, used as an example, or presented by Nurp are for illustrative purposes only and are not to be construed as specific investment advice or recommendations.

6. No Direct Lending
   6.1. Nurp does not offer any lending services, either personal or business, and we do not provide any capital in connection with any of our products. Your ability to obtain loans and capital, including the amount, rate, and other terms, will ultimately depend on the determination of third party lenders and brokers, which is beyond our control and it is a relationship to which we are a third party. We do not guarantee that you will be qualified for or receive any particular offer from any lender or broker. We are a third party to any relationship that you may have with a lender or broker and the relationship between you and the third party broker may be subject to a separate agreement.

7. Third Party Broker
   7.1. Nurp shall not be responsible for, or undertake to conduct due diligence on, third party brokers you use in connection with any of Nurp’s products.
   
   7.2. You shall be solely responsible for any decision to transact with any third party in order to use Nurp’s products, as well as the price, terms, or structure of any such transaction and agreement. Nurp will not be liable under any agreement entered into between you and the third party broker and Nurp is not bound by any additional terms included in the agreement between you and the broker. Nurp shall not be responsible for any acts or omissions committed by any third parties in connection with your use of the Site, Nurp’s products, or these Terms.

8. Securities & Investing Disclaimer
   8.1. You acknowledge and accept the following disclosures relating to the access and use of Nurp’s products and this Site:
   
   8.1.1. No Representation: Nurp does not represent that any account will or is likely to achieve profits or losses similar to any model portfolio, scenario, past performance data or any other data regarding Nurp’s products. The past performance of any trading system or methodology is not necessarily indicative of future results.
   
   8.1.2. Performance: PAST PERFORMANCE IS NOT A GUARANTEE OR A RELIABLE INDICATOR OF FUTURE RESULTS. Please note that some of the results we show may be some of our top performing accounts and the results we show are not necessarily typical results. The exceptional growth numbers achieved by some of our users depend on various factors, and we do not guarantee any specific amount of growth or success of any software applicable. Depending on the algorithm and its launch date, we have been collecting hundreds of Myfxbook links from users running Nurp’s algorithms that are willing and able to provide them since January 2023. It is important to note that any returns presented do not account for mid-month capital activity which can affect results materially. Individual users may have started with varying initial capital investments and used one or more of our algorithms for varying amounts of time, which can impact investment performance.
   
   8.1.3. No Guarantee: Nurp does not represent that any product will or is likely to achieve profits or losses similar to those discussed on the Site, discussed in our marketing materials, or during previous live demonstrations. The past performance of any trading system, algorithm, strategy, or methodology is not necessarily indicative of future results. You hereby acknowledge and accept that all trades, patterns, charts, and systems discussed on the Site are for illustrative purposes only and not to be construed as specific investment advisory recommendations, and the information is not tailored to any customer’s personal financial situation. You acknowledge and accept that information contained on the Site is intended for informational purposes only.
   
   8.1.4. Forex Disclaimer: Nurp’s products involve trading of foreign exchange (“forex”). Trading forex on margin carries a high level of risk and may not be suitable for all investors. The high degree of leverage can work against you as well as for you. Before deciding to invest in forex, you should carefully consider your investment objectives, level of experience, and risk appetite. The possibility exists that you could sustain a loss of some or all of your initial investment and therefore you should not invest money that you cannot afford to lose. You should be aware of all the risks associated with forex trading and seek advice from an independent financial advisor if you have any doubts.
   
   Unless exempt from registration, the purchase, sale, or advice regarding forex can only be performed by persons registered with (i) the CFTC (futures commission merchants, introducing brokers, commodity trading advisors, commodity pool operators, retail foreign exchange dealers, and licensed associated persons of such entities), and/or (ii) the SEC (broker-dealers and/or investment advisers and their licensed associated persons), and (iii) a state regulator (each, an “Intermediary”). Neither we, nor our Affiliated Parties or associated persons involved in the production and maintenance of our products and services or this Site, is an Intermediary. We make no representation that you will or are likely to achieve profits or losses similar to those discussed on the Site. The past performance of any trading system or methodology is not necessarily indicative of future results.
   
   8.1.5. Cryptocurrency Risk: Some of Nurp’s products involve investing in cryptocurrency. Investing in cryptocurrency involves a significant amount of risk and is a high risk investment. The value of cryptocurrencies and digital assets is very volatile, often fluctuating by large amounts within a short period of time. You may lose any or all of your balance in your trading account due to investing in cryptocurrency and digital assets. You acknowledge and accept that the risks that arise from investing in cryptocurrencies or digital assets include but are not limited to: high volatility in prices, regulatory uncertainty, lack of consumer protection, and vulnerability to hacking.
   
   8.1.6. Market Risk: Market risk is the potential for financial loss due to fluctuations in market prices driven by various factors including, but not limited to, interest rates, currency fluctuations, commodities, and geopolitical matters. You hereby acknowledge and accept that market risk may impact the performance of our products and may in turn impact the performance of your trading account, and you may lose any or all of your balance in your trading account. You should consult an investment advisor, financial professional, attorney, or tax professional regarding your particular financial situation to understand how market risk may affect you before subscribing to Nurp’s products.
   
   8.1.7. Software Risk: YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE AND ANY OF NURP’S PRODUCTS IS AT YOUR SOLE RISK. Nurp does not guarantee uninterrupted, error-free or virus-free products or Site or that the software for any of Nurp’s products will work as intended. You hereby acknowledge and accept that Nurp’s products may result in a loss, including but not limited to inability to use the license, loss of principal on the trading account, loss of opportunity, loss of business and goodwill, pecuniary loss, and other losses related to or arising from technology, such as failures in technology, failure to timely execute a trade, failure to correctly copy a trade, loss, interruption or delay or recovery of data, breach of data, lost, interrupted or unavailable network, server, website or other connections, software malfunction, errors, flaws, defects, bugs, and viruses. Nurp is not liable for any losses or damages arising from Nurp’s products or the Site, including but not limited to losses or damages from technical disruptions, such as data loss, loss of profits, or business interruption. You accept that Nurp’s products and Site are provided “as is” and shall hold harmless Nurp, its Affiliated Parties, and its affiliated companies from any loss or damage resulting or arising from the use of Nurp’s products or the Site. Nurp makes no warranty with regards to the software, whether expressed or implied.
   
   8.1.8. Risk of Loss of Capital: You hereby acknowledge and accept that no information set forth on this Site is an invitation to trade any specific investments. Trading requires risking money in pursuit of future gain. Your decision to use Nurp’s products is your own. Do not risk any money you cannot afford to lose. Nurp does not take into account your own individual financial and personal circumstances. The content accessible through the Site is intended for educational purposes only and NOT as individual investment advice.
   
   8.1.9. Artificial Intelligence and Machine Learning Risks: Some of our trading algorithms use artificial intelligence (“AI”), including machine learning (“ML”), to execute trades. Algorithms that use AI are trained by analyzing large amounts of data, extracting and assessing patterns, and forecasting price movements. Past performance is not indicative of future results and use of AI in algorithmic trading may result in the entire loss of the balance in your trading account. You acknowledge and accept that using AI/ML trading algorithms to execute trades in your trading account may result in a number of limitations and risks, including but not limited to the following:
   
   Limitations to Data: As AI/ML trading algorithms depend on historical data, the datasets used to train the AI/ML trading algorithms may present limitations, such as being incomplete, biased, or unrepresentative of future conditions. Using AI may also result in erroneous trades resulting from issues with quality of the data, including but not limited to inaccurate, missing, or corrupted input data, and may lead to the entire loss of the balance of your trading account.
   
   Hallucinations (i.e., False Correlations): Using AI/ML trading algorithms in trading may result in hallucinations, which are false correlations between datasets or the presentation and use of false, misleading, or incorrect information as fact. Customers must note that traditional backtesting is less applicable to AI/ML trading algorithms due to the dynamic and adaptive nature of AI/ML, and historical results may not always be relied upon when training the AI/ML.
   
   Technological and Operational Risks: All forms of technology are faced to a degree with operational risk. AI/ML trading algorithms are therefore susceptible to such operational risk, such as technological failures, connectivity issues, or coding errors as described in Section 8.1.7 above, where such risks may disrupt trading and may result in the entire loss of the balance in your trading account.
   
   Market Risks and Geopolitical Risks: Although AI/ML is designed to be adaptable to shifting changes in the market, AI/ML trading algorithms may not adapt quickly enough to all shifts in, or to all types of, changes in economic policy and geopolitical matters when trading, and may fail to avoid losses or to make a profit.
   
   Model Degradation: Although Nurp performs ongoing monitoring and periodically retrains the AI/ML, regardless of Nurp’s efforts, performance of the AI/ML trading algorithms may actually degrade over time and result in a loss to the balance of your trading account.

9. Intellectual Property
   9.1. The Site, Nurp’s products, and the content contained herein, as well as all copyrights, including without limitation, the text, documents, articles, products, software, algorithms, Nurp’s products, graphics, photos, sounds, videos, interactive features, services, links, third-party apps, and any other content on the Site or within Nurp’s products (“Content”) and the trademarks, service marks, and logos contained therein are the property of Nurp and its third-party licensors or providers. You acknowledge and accept that Nurp owns, and will retain, the exclusive ownership of all rights, title, and interest in and to the Content, together with all of the goodwill associated therewith, derivative works, and all other rights to which Nurp and its predecessors may have at any time created, adopted, used, registered, or been issued world-wide (collectively, the “Intellectual Property”). You will not cause, or cause or permit to be done, any acts or things contesting or in any way impairing or tending to impair any portion of the Intellectual Property. You acknowledge that you have no right or interest in the Intellectual Property. You will not (i) cause or permit your business name to include any of the Intellectual Property or your business to be operated in a manner which is substantially associated with any of the Intellectual Property or (ii) acquire or attempt to acquire, for yourself or for others, or grant or attempt to grant, any rights in or to any of the Intellectual Property, either through registration or use.
   
   9.2. By using the Site or Nurp’s products, you hereby grant Nurp a non-exclusive, transferable license to use, publicize, display, publicly perform, exhibit, transmit, broadcast, reproduce, record, photograph, digitize, modify, alter, audit, transfer, disclose, publish, edit, adapt, create derivative works, exploit, sell, rent, license, or otherwise use and permit others to use your name, image, likeness, initials, autograph, voice, photographs, biography, renderings, and other identifiers (“Customer Data”) along with any images, case studies, performance data, trade data, and statistics related to the advertising, promotion, and other commercial and business purposes relating to Nurp, its Affiliated Parties, and their respective businesses, products, and services, throughout the universe and in any medium or format, whether now existing or hereafter devised, including, without limitation, in magazines, third-party websites, brochures, and other print publications, electronic, magnetic, and optical media, television broadcasts, displays, point-of-sales, and other advertising and promotional materials, press releases, and the internet, without further consent from or royalty, payment, or other compensation to you. Nurp acknowledges that you own all rights, title, and interest, including all intellectual property rights, in and to the Customer Data.

Nurp, LLC

PMB 2158, 1000 Brickell Ave, Ste 715,

Miami, FL 33131

Phone: (877) 540-7457

Email: support@nurp.com

10. User Conduct
    
    10.1. You may not use, copy, display, sell, license, decompile, download, reverse engineer, republish, upload, post, transmit, distribute, create derivative works, or otherwise exploit content from the Site or Nurp’s products to online bulletin boards, message boards, newsgroups, chat rooms, websites, or in any other manner, without prior written permission from Nurp. Modification of the Content or use of the Content other than for the purposes expressly stated in any agreements with Nurp is a violation of our copyright and other proprietary rights, and can subject you to legal liability.
    
    10.2. In addition, in connection with your use of the Site, Nurp’s products and services, you agree not to:
    
    10.2.1. Restrict or inhibit any other visitor from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site or Nurp’s products;
    
    10.2.2. Use the Site, Nurp’s products or services for any unlawful purpose;
    
    10.2.3. Express or imply that any statements you make regarding Nurp, Nurp’s products, or the Site are endorsed by us, without our prior written consent;
    
    10.2.4. Modify, adapt, sublicense, translate, sell, reverse engineer, decompile, or disassemble any portion of the Site or Nurp’s products;
    
    10.2.5. Disable, damage, or alter the functioning or appearance of the Site or Nurp’s products, including the presentation of advertising;
    
    10.2.6. “Frame” or “mirror” any part of the Site or Nurp’s products without Nurp’s prior written authorization;
    
    10.2.7. Use any robot, spider, site search/retrieval application, or other manual or automatic device or process to download, retrieve, index, “data mine,” “scrape,” “harvest,” or in any way reproduce or circumvent the navigational structure or presentation of the Site, Nurp’s products, or any of the Contents;
    
    10.2.8. Harvest or collect information and data about visitors to the Site and/or users of the Site and Nurp’s products without their express consent;
    
    10.2.9. Send unsolicited or unauthorized advertisements, spam, chain letters, or other similar communications to other users of the Site; or
    
    10.2.10. Transmit through the Site, upload, or create on the Site any Content which contains software viruses, bugs, spyware, malware, worms, scareware, trojan horses, or other harmful computer code, files, software, or programs.

11. Account Registration
    11.1. In order to access some of the products or services of the Site, you will be required to create an account. By creating this account, you agree to the following:
    
    11.1.1. You shall only maintain a single account;
    
    11.1.2. You agree to never share your account username or password or knowingly provide or authorize access to your account;
    
    11.1.3. You shall never use another user’s account without permission;
    
    11.1.4. When creating your account on the Site, you must provide us with accurate and complete information;
    
    11.1.5. You are solely responsible for the activity that occurs on your trading account, and you must keep your account password secure;
    
    11.1.6. You must notify us immediately of any breach of security or unauthorized use of your account; and
    
    11.1.7. You will be liable for any use of your account or password and the losses of Nurp, its Affiliated Parties, or any third parties due to such unauthorized use. You acknowledge and accept that Nurp and its Affiliated Parties will not be liable for your losses caused by any unauthorized use of your account.
    
    11.1.8. Nurp has the right, in its sole discretion and for whatever reason, to cancel your subscription and access to any of Nurp’s products and/or to suspend your access to the Site.
    
    

12. Suspension
    
    12.1. Nurp may temporarily or permanently suspend your access to all or a portion of this Site or suspend your use of Nurp’s products or services if:
    
    12.1.1. Nurp reasonably believes that there is a threat or attack on Nurp or its Affiliated Parties;
    
    12.1.2. Nurp’s use of the Intellectual Property disrupts or poses a security risk to the Intellectual Property or to any other customer or vendor of Nurp;
    
    12.1.3. You are using Nurp’s Intellectual Property for fraudulent or illegal activities;
    
    12.1.4. Subject to applicable law, Nurp is insolvent or, if applicable, has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; or
    
    12.1.5. Nurp’s provision of the Site and Nurp’s products becomes prohibited by applicable law;
    
    12.1.6. You fail or refuse to make payment of any fees due and payable to Nurp or its affiliated entities; or
    
    12.1.7. A third party has gained access to your account, whether intentionally or unintentionally.
    
    12.2. Nurp shall use commercially reasonable efforts to provide written notice of any suspension of your access to the Site and to provide updates regarding resumption of access to the Site following any temporary suspension to your access, if applicable. Nurp and its Affiliated Parties will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Nurp or its Affiliated Parties may incur as a result of any suspension of the services.
    
    

13. Automatic Renewal, Monthly Subscription Fees, Billing and Cancellation Policy
    
    13.1. Automatic Renewal: Some of Nurp’s products and services are provided on a subscription basis. If you purchase a subscription, the subscription will automatically renew at the then-current rate for the subscribed product or service, until you notify us of your decision to terminate your subscription. By allowing the renewal to proceed, you have provided your electronic authorization for future charges against the credit card or PayPal account that you have on file. You further agree that your subscription fee(s) will be billed automatically at the beginning of each renewal period at the then-current rate (plus sales tax, if applicable) to the credit card(s), ACH (for US persons only), or PayPal account you have on file. If you have more than one card on file, the first card listed on file will be used. If you have more than one credit card on file, and one or more credit cards have expired, we will use the unexpired credit card.
    
    13.2. Monthly Subscription Fees: By subscribing to any Nurp product that charges a monthly subscription fee (or any other period determined by Nurp in an agreement signed between you and Nurp), you agree to an initial and recurring monthly subscription fee at the then-current monthly subscription rate, and you accept responsibility for all recurring monthly charges until you cancel your subscription. You may cancel your monthly subscription at any time, subject to the terms of the Nurp Cancellation Policy and any other terms relevant to the cancellation of any Nurp product.
    
    13.3. Recurring Monthly Subscription Fee: You acknowledge and accept that prior to charging any recurring subscription fees, we reserve the right to change the amount charged based on the terms agreed upon between you and Nurp.
    
    13.4. Cancellation: You may cancel your subscription(s) at any time. To cancel your membership, please contact us in writing by email (billing@nurp.com) or by mail (Nurp – Accounting, 1000 Brickell Ave, Suite 715, Miami FL 33131) or by calling our Customer Service Department by telephone at (877) 540-7457 Monday through Friday during normal business hours. You may also cancel through the Self-Service portal on our Site. Cancellation will take effect no later than 3 business days after we receive your notification. Once you cancel your membership subscription, you will not lose access immediately. Your membership will continue through the end of your current charge cycle. For example: if your credit card is charged on the 10th of the month and you cancel on April 25th, you will not lose access until May 10th.
    
    

14. Refunds
    
    14.1. Unless otherwise agreed in writing between you and Nurp with respect to particular products or services Nurp offers to you, Nurp abides by a strict no-refund policy. Any recurring subscription fees paid in connection with Nurp products are non-refundable.
    
    14.2. By accepting these Terms, you agree and understand that you are foregoing the right to claim any refund of fees paid for access and use of the services offered via this Website. Please contact your Relationship Manager if you have any questions regarding whether you may receive a refund for a particular service or offer.
    
    

15. Payment Methods
    
    15.1. All charges are in U.S. Dollars. We accept U.S. issued credit and debit cards from Visa, MasterCard, American Express, and Discover, as well as PayPal and ACH payments.
    
    15.2. When placing an order online with a credit or debit card, you will need:
    
    15.2.1. The address the card’s statement is sent to (billing address);
    
    15.2.2. The card number and expiration date; and
    
    15.2.3. The 3 or 4 digit code found only on the card (CVV or CVV2 code).
    
    15.3. We reserve the right to ask you for additional information or documentation at the time of onboarding and during the time you use our products and the Site, including for any obligations we have under applicable law. By submitting credit card or debit card information, ACH bank details, or other payment information to us, you represent and agree that: (i) you are fully entitled to use that credit card, debit card or account; (ii) if you choose a subscription-based product or service, that you will pay all payments for your subscriptions by the date it is due; (iii) all payment information you provided in connection with the payments is complete and accurate; (iv) you will be responsible for any credit card fees in connection with any payments due to us; and (v) that sufficient funds exist to pay us the amount(s) due.
    
    15.4. We and our third party payment service providers may request, and we may receive, updated debit card or credit card information from your credit card or debit card issuer, such as updated card numbers and expiration date information when your credit card or debit card information we retain is expired. If such updated information is provided to us and our third-party payment service providers, we will update your account information accordingly, and we will use such updated information to process payments for your subscription(s). Your debit card or credit card issuer may give you the right to opt out of providing vendors and third-party payment service providers with your updated credit card information. If you wish to opt out of your debit card or credit card’s updating service, you should contact your credit card issuer.
    
    15.5. We are not responsible for any fees or charges that your bank or credit card issuer may apply to any fees or transactions on your card related to the Site and Nurp’s products and services. If your bank or credit card issuer reverses a charge to your credit card, we may bill you directly and seek payment by another method including a mailed statement.
    
    

16. Credit Checks
    
    16.1. Authorization for Credit Inquiries. By subscribing to or purchasing any of Nurp’s products or services, you expressly authorize Nurp, and any third parties acting on Nurp’s behalf, to obtain consumer credit reports and conduct credit checks on you. Such credit inquiries may be performed at the time of your initial subscription or purchase, at the time of any renewal, and at any other time during your relationship with Nurp as Nurp deems necessary, in its sole discretion, to assess your creditworthiness or to fulfill any applicable legal or compliance obligations.
    
    16.2. Purpose of Credit Checks. Credit checks may be used by Nurp for any lawful purpose, including but not limited to: (i) evaluating your eligibility for Nurp’s products and services; (ii) verifying your identity; (iii) assessing financial risk; (iv) complying with applicable laws and regulations, including anti-money laundering (AML) and know-your-customer (KYC) requirements; and (v) any other purpose permitted under applicable law.
    
    16.3. Consumer Reporting Agencies. Credit checks may be conducted through one or more consumer reporting agencies, including, but not limited to, Equifax, Experian, and TransUnion, or through other third-party credit information providers. These inquiries may appear on your credit report as a hard or soft inquiry, as applicable under the circumstances. Nurp is not responsible for any effect that such inquiries may have on your credit score.
    
    16.4. Your Rights Under the Fair Credit Reporting Act. If Nurp takes any adverse action against you (such as declining your subscription application or terminating your account) based in whole or in part on information contained in a consumer credit report, Nurp will provide you with the required adverse action notice under the Fair Credit Reporting Act (“FCRA”), 15 U.S.C. § 1681 et seq. Such notice will include the name and contact information of the consumer reporting agency that provided the report. You have the right to obtain a free copy of your credit report from the consumer reporting agency within 60 days of receiving any adverse action notice, and you have the right to dispute the accuracy or completeness of any information in your credit report directly with the consumer reporting agency.
    
    16.5. Accuracy of Information. You represent and warrant that all personal and financial information you provide to Nurp is accurate and complete. You agree to promptly notify Nurp of any changes to such information. Providing false or misleading information for the purpose of obtaining Nurp’s products or services may constitute fraud and may result in the immediate termination of your account and subscription, and may be reported to appropriate authorities.
    
    

17. Social Media
    
    17.1. This section applies to everyone who interacts with our social media accounts or our social media presence, including comment sections, feeds, and other elements of social media presence viewable on Facebook, Instagram, Twitter/X, YouTube, LinkedIn, or any of the many other available external third party social media platforms we may utilize (“Social Media Presence”).
    
    17.2. Social media platforms are online websites or applications accessible through the internet where public information is exchanged, and you should have no expectation of privacy when using them. Specifically, neither these Terms nor our Privacy Policy apply to our Social Media Presence. The sites and platforms that host our Social Media Presence are not controlled by us and therefore have their own privacy policies and terms of use. The comments and opinions expressed by users on social media are theirs alone and do not reflect the opinions of Nurp. Comments that some would consider inappropriate or offensive may appear on our Social Media Presence and may remain there until they have been identified by us or called to our attention and we are able to work through the necessary procedures and technical processes to have them removed. If you see an offensive or inappropriate post or comment on our Social Media Presence, you should report it to the operator of the applicable site or social media platform using the procedures they have established for that purpose.
    
    

18. Copyright Notice
    
    18.1. The Site maintains specific contact information provided below, including an email address, to notify us of any claimed infringement regarding materials posted to this Site. All notices should be addressed to:
    
    Nurp
    Attn: Copyright Agent
    PMB 2158, 1000 Brickell Ave, Ste 715,
    Miami, FL 33131
    Phone: (877) 540-7457
    Email: info@nurp.com
    
    18.2. You may contact our agent for notice of claimed infringement specified above with complaints regarding allegedly infringing posted material and we will investigate those complaints. If the posted material is believed in good faith by us to violate any applicable law, we will remove or disable access to any such material, and we will notify the posting party that the material has been blocked or removed.
    
    18.3. In notifying us of alleged copyright infringement, the Digital Millennium Copyright Act requires that you include the following information:
    
    18.3.1. A description of the copyrighted work that is the subject of claimed infringement (if multiple works, a description of each work);
    
    18.3.2. A description of the infringing material and information sufficient to permit us to locate the alleged material;
    
    18.3.3. Contact information for you, including your address, telephone number, and/or email address;
    
    18.3.4. A statement by you that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law;
    
    18.3.5. A statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the authority to enforce the copyrights that are claimed to be infringed; and
    
    18.3.6. A physical or electronic signature of the copyright owner or a person authorized to act on the copyright owner’s behalf.
    
    18.4. Failure to include all of the above-listed information in Section 18.3 may result in the delay of the processing of your complaint.
    
    

19. Confidentiality
    
    19.1. From time to time, Nurp, its Affiliated Parties, or other third parties, may disclose or make available to you information about its business affairs, products, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information, whether orally or in written, electronic or other form or media, whether or not marked, designated, or otherwise identified as “confidential,” that is not generally known to the public and that is used, developed, disclosed, or obtained by Nurp or by you in connection with the use, access, or subscription to the Site, Nurp’s products and/or services (collectively, “Confidential Information”). Confidential Information shall include, but shall not be limited to, records, software, source code, personal data of its Affiliated Parties, lists, and Intellectual Property, as the same may exist in any form from time to time. You shall not disclose any Confidential Information to any person or entity. Notwithstanding the foregoing, you may disclose Confidential Information to the limited extent required (i) in order to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that you shall first have given written notice to Nurp and made a reasonable effort to obtain a protective order; or (ii) to establish your rights under these Terms, including to make required court filings. When making such disclosures, you agree to limit the disclosure to only information necessary to comply with an order of a court or other governmental body, and shall notify Nurp of any such disclosures using the contact details provided under Section 9.2 of these Terms.
    
    19.2. On the expiration or termination of all agreements between you and Nurp, you shall promptly return to Nurp all copies, whether in written, electronic, or other form or media, of Nurp’s Confidential Information, or destroy all such copies and certify in writing to Nurp that such Confidential Information has been destroyed.
    
    

20. Disclaimer of Warranties
    
    20.1. EXCEPT WHERE OTHERWISE PROHIBITED BY LAW, THE SITE, NURP’S PRODUCTS, AND ALL CONTENT PRESENTED ON THE SITE ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, PERFORMANCE, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY, AND/OR COMPLETENESS OF ANY INFORMATION ON THIS SITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) THE USE OF THE SITE OR ANY OF NURP’S PRODUCTS WILL BE SECURE, TIMELY, UNINTERRUPTED, OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA; (B) THE SITE OR NURP’S PRODUCTS OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF ANY OF NURP’S PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (E) ERRORS OR DEFECTS IN THE SITE OR NURP’S PRODUCTS WILL BE CORRECTED; OR (F) NURP’S PRODUCTS, THE SITE OR THE SERVER(S) THAT MAKE THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF NURP’S PRODUCTS AND THE SITE. NURP DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE RESULTS OBTAINED WITH NURP’S PRODUCTS OR SERVICES.
    
    

21. Disclaimer of Liability
    
    21.1. EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL NURP OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUBSIDIARIES, PARTNERS, PRINCIPALS, AGENTS, ASSIGNS, AFFILIATED ENTITIES, AFFILIATED PARTIES, SUCCESSORS, ASSIGNORS, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, ACCOUNTANTS, ATTORNEYS AND/OR OTHER AGENTS AND REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, ENHANCED, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS, OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY POLICY, THE PRODUCTS OR SERVICES, OR YOUR OR A THIRD PARTY’S USE OR ATTEMPTED USE OF THE SITE OR ANY PRODUCT OR SERVICE, REGARDLESS OF WHETHER NURP HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, OR INABILITY TO USE THE PRODUCTS, SITE OR SERVICES, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, DIMINUTION OR LOSS OF BUSINESS OPPORTUNITY, INCREASED COST, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF DATA, BREACH OF DATA (TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW), ERRORS, FLAWS, DEFECTS, BUGS, VIRUSES WITHIN THE PRODUCTS OR SITE, DAMAGES OR LOSSES SUFFERED RELATED TO NURP’S OBLIGATIONS UNDER THESE TERMS OR ANY OTHER AGREEMENT, OR FROM ANY OTHER CAUSE WHATSOEVER, WHETHER BASED UPON CONTRACT, TORT, NEGLIGENCE, OR WARRANTY. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE, EVEN IF NURP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF, NOTWITHSTANDING THE LIMITATIONS OF LIABILITY SET FORTH ABOVE, NURP AND/OR ITS AFFILIATED PARTIES ARE FOUND LIABLE UNDER ANY THEORY, NURP AND/OR ITS AFFILIATED PARTIES’ LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO USD $500.00. THIS LIMITATION OF LIABILITY SHALL APPLY FOR ALL CLAIMS, REGARDLESS OF WHETHER NURP WAS AWARE OF OR ADVISED IN ADVANCE OF THE POSSIBILITY OF DAMAGES OR SUCH CLAIMS. SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. IN NO EVENT WILL THE CUMULATIVE LIABILITY OF NURP AND/OR ITS AFFILIATED PARTIES TO YOU FOR ANY REASON AND UPON ANY CAUSE OF ACTION EXCEED THE AMOUNT ACTUALLY PAID BY YOU TO NURP IN CONNECTION WITH ITS PRODUCTS OR SERVICES, IF ANY.
    
    

22. Dispute Resolution by Mandatory Binding Arbitration and Class Action Waiver
    
    22.1. PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AGREE THAT ANY CLAIM THAT YOU MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU MAY ONLY BRING A CLAIM IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
    
    22.2. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THE TERMS OF THESE CONDITIONS OF USE AS A COURT WOULD.
    
    22.3. General: Arbitration is a manner of resolving a “Claim” without filing a lawsuit. “Claim” means any dispute between you, Nurp, or any involved third party relating to your account on the Site, your use of the Site, your relationship with Nurp (and any agreements between you and Nurp regarding Nurp’s products or services and/or the Site), these Terms, or the Privacy Policy. This includes any and all claims that relate in any way to your use or attempted use of Nurp’s products, the Site, or Nurp’s services, and any act or omission by Nurp, or any third party related to your use or attempted use of the products, the Site, or services. You, Nurp, or any involved third party may pursue a Claim. Nurp agrees to final and binding confidential arbitration should it have any Claims against you. Likewise, you agree to final and binding confidential arbitration should you have any Claims against Nurp. By agreeing to arbitrate, you waive the right to go to court and agree instead to submit any Claims to final and binding confidential arbitration. This arbitration provision sets forth the terms and conditions of your agreement with Nurp to final and binding confidential arbitration and is governed by and enforceable under the Federal Arbitration Act (the “FAA”), 9 U.S.C. §§ 1-16, as amended.
    
    22.4. Exceptions: Notwithstanding the foregoing, and as an exception to final and binding confidential arbitration, you and Nurp both retain the right to pursue, in small claims court, any claim that is within that court’s jurisdiction and proceeds on an individual (non-class) basis, including overdue account matters within the small claims court’s jurisdiction. Nurp will not demand arbitration in connection with any individual claim that you properly file and pursue in a small claims court, so long as the claim is and remains pending in that court. The following claims shall not be subject to final and binding arbitration and must be adjudicated only in the state or federal courts located in Florida: (i) an action by Nurp relating to the infringement or validity of our proprietary rights, including without limitation, trademarks, service marks, trade dress, copyrights, trade secrets, or patents; or (ii) an action by Nurp for temporary, preliminary, or permanent injunctive relief, whether prohibitive or mandatory, or other provisional relief, against you for breach or threatened breach of this Agreement. You expressly agree to refrain from bringing or joining any claims that are excluded from final and binding arbitration pursuant to this subsection in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration. Small claims matters may be filed in any small claims court with personal and subject matter jurisdiction over the parties. For all other matters excluded from final and binding arbitration by this subsection, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Miami-Dade County, Florida, and forever waive any challenge to said courts’ jurisdiction and venue.
    
    22.5. Required Pre-Dispute Procedures: You and Nurp acknowledge and agree that before initiating any Claim against the other, you and Nurp agree to first contact the other with a written description of the dispute, which shall include all relevant documents and information and the proposed resolution. You may send the written description of any dispute you have with us by U.S. Mail to Nurp, ATTN: LEGAL DEPARTMENT, PMB 2158, 1000 Brickell Ave, Ste 715, Miami, FL 33131. Nurp will contact you by letter at the billing address you provided to us or by email using the email address you provided to us. You agree to negotiate with Nurp or its designated representative in good faith about your problem or dispute. If for some reason the dispute is not resolved within 60 days after receipt of the written dispute, we agree to the dispute resolution provisions below. Notwithstanding the foregoing or any other term of this arbitration agreement, we will have the right to seek injunctive or other equitable relief in state or federal court located in Miami-Dade County, Florida to enforce these Terms or prevent an infringement of our rights, a third party’s rights, or our intellectual property rights, as stated in Section 22.4 above. You hereby expressly consent to, and forever waive any challenge to, the exclusive personal jurisdiction and venue of said courts in such actions.
    
    22.6. Commencing Arbitration: You and Nurp agree to commence any arbitration proceeding within 1 year after the Claim arises (the 1-year period includes the required pre-dispute procedures set forth above) and that any arbitration proceeding commenced after 1 year shall be forever barred.
    
    22.7. Arbitration Location: If the amount in controversy is USD 500 or less, then the arbitration may be conducted by telephone or by written submissions. Otherwise, the arbitration shall be conducted in Miami-Dade County, Florida unless Nurp otherwise agrees to arbitrate in another forum requested by you.
    
    22.8. Organization, Rules and the Arbitrator: We each agree that any and all Claims other than those exempted under Section 22.4 above shall be submitted to final and binding confidential arbitration before a single arbitrator of the American Arbitration Association (“AAA”). Either party may commence the arbitration process by submitting a written demand for arbitration with the AAA, and providing a copy to the other party, within the time period set forth in Section 22.6 above. The arbitrator shall be selected by agreement of the parties or, if the parties cannot agree, chosen in accordance with the Rules of the AAA. The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Dispute Resolution Procedures, Supplementary Procedures for Consumer-Related Disputes, in effect at the time of submission of the demand for arbitration. The AAA’s Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms, the Privacy Policy, this arbitration provision, and any other agreement entered into between you and Nurp. The arbitrator shall have the exclusive and sole authority to determine whether any dispute is arbitrable and whether this arbitration agreement can be enforced against a non-signatory to this agreement.
    
    22.9. Fees: Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s Rules. We will reimburse the fees charged by the arbitrator for claims totaling less than USD 10,000 unless the arbitrator determines the claims are frivolous. Likewise, we will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous. In all other respects, the parties shall each pay their own additional fees, costs, and expenses, including, but not limited to, those for any attorneys, experts, documents, and witnesses.
    
    22.10. Governing Law and Award: The arbitrator shall follow the substantive law of the State of Florida without regard to its conflicts of laws principles. Any award rendered shall include a confidential written opinion and shall be final, subject to appeal under the FAA. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
    
    22.11. Enforceability: This provision survives termination of your account or any relationship with Nurp, bankruptcy, assignment, or transfer. If the class action waiver is deemed unenforceable (i.e., unenforceability would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration clause (other than the class action waiver) is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.
    
    22.12. Miscellaneous: Failure or any delay in enforcing this arbitration provision in connection with any particular Claim will not constitute a waiver of any rights to require arbitration at a later time or in connection with any other Claims, except that all Claims must be brought within the 1-year limitation period set forth above. This provision is the entire arbitration agreement between you and Nurp and shall not be modified except in writing by Nurp.
    
    22.13. Amendments: Nurp reserves the right to amend this arbitration provision at any time. Your continued use of the Site, subscription to a Nurp product or service on or through the Site, or use or attempted use of a Nurp product, the Site, or service, is affirmation of your consent to such changes. Should the changes to this arbitration provision be material, Nurp will provide you notice and an opportunity to opt-out. Your continued use of the Site, purchase of a product or service on or through the Site, or use or attempted use of a Nurp product, the Site, or service, is affirmation of your consent to such material changes.
    
    22.14. YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION. YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU SUBSCRIBE, USE, OR ATTEMPT TO USE A PRODUCT, THE SITE, OR SERVICE PURCHASED ON OR THROUGH THE SITE (WHICHEVER COMES FIRST) BY WRITING TO US AT NURP, ATTN: LEGAL DEPARTMENT, PMB 2158, 1000 BRICKELL AVE, STE 715, MIAMI, FL 33131. FOR YOUR OPT-OUT TO BE EFFECTIVE, YOU MUST SUBMIT A SIGNED WRITTEN NOTICE IDENTIFYING ANY PRODUCT OR SERVICE YOU SUBSCRIBED TO, USED OR ATTEMPTED TO USE WITHIN THE 30 DAYS AND THE DATE YOU FIRST SUBSCRIBED TO, USED OR ATTEMPTED TO USE THE PRODUCT OR SERVICE. IF MORE THAN THIRTY (30) DAYS HAVE PASSED, YOU ARE NOT ELIGIBLE TO OPT OUT OF THIS PROVISION AND YOU MUST PURSUE YOUR CLAIM THROUGH BINDING ARBITRATION AS SET FORTH IN THIS AGREEMENT. SHOULD EITHER PARTY FILE AN ACTION CONTRARY TO THIS PROVISION, THE OTHER PARTY MAY RECOVER ATTORNEY’S FEES AND COSTS UP TO $1,000.00.
    
    

23. Indemnification
    
    23.1. To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Nurp, its Affiliated Parties (including without limitation all affiliated professional entities), affiliated entities, subsidiaries, and their licensors, suppliers, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys from and against any claims, actions, losses, liabilities, damages, expenses, demands, and costs of any kind, including, but not limited to, reasonable attorneys’ fees, arising out of, resulting from, or in any way connected with or related to (1) your breach of these Terms, the documents they incorporate by reference, or any agreement entered into between you and Nurp in connection with any of Nurp’s products or services; (2) your breach of any representations or warranties in these Terms or any agreement entered between you and Nurp in connection with any of Nurp’s products or services; or (3) your violation of any law or the rights of Nurp, its Affiliated Parties, or a third-party.
    
    

24. Force Majeure
    
    24.1. Nurp and its Affiliated Parties, affiliated entities, subsidiaries, and their licensors, suppliers, representatives, proprietors, partners, servants, agents, predecessors, successors, assigns, accountants, and attorneys will not be liable to you for failure to perform any of their obligations as a result of any Force Majeure event, if and to the extent the Force Majeure is caused by an event or circumstance beyond the reasonable control of Nurp which by its nature could not have been foreseen by Nurp and its Affiliated Parties, or if it could have been foreseen, was unavoidable.
    
    24.2. “Force Majeure” means any acts of God, sinkholes or subsidence, strikes, lockouts, or other labor disputes, embargoes, quarantines, weather, national, regional, or local disasters, calamities, or catastrophes, failures in technology, issues relating to cybersecurity, inability to obtain labor or materials (or reasonable substitutes therefor) at reasonable costs or failure of, or inability to obtain, utilities necessary for performance, governmental restrictions, orders, limitations, regulations, or controls, national emergencies, delay in issuance or revocation of permits, enemy or hostile governmental action, terrorism, insurrection, riots, civil disturbance or commotion, fire or other casualty, and other causes or events beyond their reasonable control.
    
    

25. Third-Party Websites and Links
    
    25.1. Our Site or Nurp’s products may include materials from third parties or links to third-party websites. Nurp is not liable for any third-party materials, links, or websites. Nurp’s products may also be used in conjunction with any services provided by a third party. Nurp shall not be responsible for, or undertake to conduct due diligence, financial or otherwise, on any third party in connection with using Nurp’s Site or products. You hereby hold Nurp and its Affiliated Parties (and any affiliated entities) harmless for any damages or harm resulting from third-party links, materials, and/or websites. Please review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction with a third party. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.
    
    

26. Testimonials, Reviews, and Other Submissions
    
    26.1. Nurp is pleased to hear from users and customers and welcomes your comments regarding our services and products. You agree that any testimonial or product review that you provide Nurp is true and accurate in all respects and does not infringe or interfere with the intellectual property rights of any third party. You agree that Nurp may use testimonials and/or product/service reviews, in whole or in part, together with the name and city/state/country of the person submitting it. You hereby acknowledge and accept that any testimonial(s) you provide may be used for any form of advertising relating to Nurp’s products or services, in printed and online media, as Nurp determines in its absolute discretion, and by giving your testimonial to Nurp, you hereby consent to Nurp’s use and publication of your name, likeness, city/state/country, and any statement made about Nurp, its products, Site, or services. Testimonials represent the unique experience of the customer submitting the testimonial and do not necessarily reflect the experience that you may have using our products or services.
    
    26.2. Anything that you submit or post to the Site and/or provide us, including without limitation, photographs, testimonials, ideas, know-how, techniques, questions, reviews, comments, and suggestions (collectively, “Submissions”) is and will be treated as non-confidential and nonproprietary, and we shall have the royalty-free, worldwide, perpetual, irrevocable, and transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, and create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions.
    
    26.3. You represent and warrant that you are the owner or have sufficient rights to share the Submissions with us. All Submissions shall automatically become our sole and exclusive property and shall not be returned to you.
    
    26.4. Additionally, Nurp reserves the right to correct grammatical and typing errors, to shorten testimonials prior to publication or use, and to review all testimonials prior to publication or use. Nurp shall be under no obligation to use any, or any part of, any testimonial or product/service review submitted. If you submit a testimonial, you are confirming that you have read, understood, and agree to these Terms.
    
    

27. Marketing
    
    27.1. By agreeing to these Terms, you hereby agree that we may call, email, or send you SMS messages (including text messages and recorded voice notes) at the phone numbers and/or email addresses that you have provided to us in connection with your interest in subscribing to Nurp’s products, our Affiliated Parties, and/or third parties. Your consent, if provided, will be effective even if the number you have provided is registered on any state or federal Do-Not-Call (DNC) list. Your consent to telemarketing calls shall remain in effect until you revoke your consent, and you may revoke your consent by contacting us by email using the email address listed in Section 18.1 of these Terms. You agree that we may record, monitor, and store all telephone conversations, communications, and meetings between you and our representatives. By engaging in these communications, you acknowledge and consent to such recording without any further required notice.  
    
    

28. Electronic Communications
    
    28.1. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.
    
    

29. Assignment
    
    29.1. You may not assign any of your rights under these Terms, and any such attempt will be null and void. Nurp and its affiliated entities may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms if some or all of Nurp’s business is transferred to another entity by way of merger, sale of its assets, or otherwise.
    
    

30. No Waiver
    
    30.1. No waiver by Nurp of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Nurp to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
    
    

31. No Agency Relationship
    
    31.1. No joint venture, partnership, employment, or agency relationship exists between you and Nurp as a result of your receipt of any Nurp product, your use of any Nurp service, or use of the Site.
    
    

32. Severability
    
    32.1. In the event that any provision of these Terms is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms. Such determination shall not affect the validity and enforceability of any other remaining provisions.
    
    

33. Termination
    
    33.1. In the event that we terminate this Agreement, Sections 1 through 33, as well as any representations, warranties, and other obligations made or undertaken by you, shall survive the termination of this Agreement.
    
    

34. Entire Agreement
    
    34.1. These Terms, and any policies or operating rules posted by us on the Site or in respect to the Site, constitute the entire agreement and understanding between you and Nurp and supersede and replace any prior or contemporaneous agreements. Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.
    
    

35. Governing Law
    
    35.1. These Terms and any dispute arising out of or related to them or the Site shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws provisions, except as otherwise provided in the Dispute Resolution section above.
    
    

36. Questions or Additional Information
    
    36.1. If you have any questions regarding your account, any Nurp product or service, or these Terms, please contact our customer support team by phone, mail, or email at the following:
    
    
    Nurp, LLC
    PMB 2158, 1000 Brickell Ave, Ste 715,
    Miami, FL 33131
    Phone: (877) 540-7457
    Email: support@nurp.com