Terms of Service

Independent Educator Pro

Originally effective July 18, 2026 | Revised and effective September 10, 2026

Previously purchased Orders, legacy pricing and separately agreed terms remain governed by their applicable Order unless changed in accordance with these Terms.

These Terms are a binding agreement. They include automatic-renewal, payment, free-trial, acceptable-use, warranty, liability and dispute provisions. Please read them before purchasing or using IEPro.

Agreement. These Terms of Service (the "Terms") are a legally binding agreement between Independent Educator Pro LLC ("IEPro," "we," "us" or "our") and the individual or entity that purchases, accesses or uses the Services ("you" or "your"). By clicking to accept, submitting an order, starting a free trial, creating an Account, joining the Community, or accessing or using any Service, you agree to these Terms. If you do not agree, do not purchase, access or use the Services.

Business authority. If you use the Services for a company, school, cooperative, nonprofit or other organization, you represent that you have authority to bind that organization. In that case, "you" includes the organization and its Authorized Users.

1. Definitions

Account. The hosted account through which you and your Authorized Users access the Services.

Account Owner. The person or entity that purchases or controls an Account and is responsible for it under these Terms.

Authorized User. An adult employee, contractor or team member whom the Account Owner permits to use the Account for the Account Owner's business.

Community. IEPro's coaching community, learning materials, group sessions, workrooms, discussions, feedback and related member experiences.

Customer Data. Data submitted to, stored in or transmitted through the Services by or for you, including Family Data, contact records, enrollment information and communications.

Educator. An independent educator, tutor, coach, instructor, microschool, cooperative, enrichment provider or education business that uses the Services.

Family Data. Information about a prospective or current parent, guardian, learner or student that an Educator collects or processes through the Services.

Free Trial. A promotional period, currently 30 days, during which a new customer may use the IEPro Platform without being charged an IEPro subscription fee, subject to the terms in Section 5.

Order. An online checkout, order form, statement of work or other written purchasing document accepted by IEPro that identifies a plan, price, billing interval, trial or additional service.

Platform. IEPro's software and hosted business tools, including the features made available under your plan.

Services. The Platform, Community, support, content, implementation services and other products or services IEPro makes available to you.

Third-Party Service. A product, platform, network, processor or service operated by someone other than IEPro, even when it connects to or is accessible through the Services.

User Content. Your business names, logos, images, listings, course or class materials, posts, recordings, messages and other content that you or your users submit to the Services. User Content is part of Customer Data when it contains personal information.

2. Eligibility, Accounts and Authorized Users

Adult users. You must be at least 18 years old and legally capable of entering a binding agreement to own or use an Account. The Services are intended primarily for adults operating or preparing to operate an education business.

Accurate information. You must provide complete, current and accurate account, identity, tax, billing and contact information and keep it updated. IEPro may require reasonable verification before opening, restoring, transferring or materially changing an Account.

Account security. You are responsible for safeguarding credentials, enabling available security controls, controlling Authorized Users and all activity under your Account. Credentials may not be shared outside your authorized team. Notify IEPro promptly at hello@independenteducatorpro.com if you suspect unauthorized access, loss of credentials or misuse.

Authorized Users. The Account Owner is responsible for each Authorized User's compliance with these Terms. Unless an Order says otherwise, an Account is licensed for one educator brand and may not be pooled across unrelated businesses, resold, sublicensed or operated as a service bureau.

3. The Services and IEPro's Role

Available services. Depending on your plan and the features currently available, the Platform may provide educator-branded websites and pages, class or program listings, interest and intake forms, contact management, checkout and enrollment flows, payment integrations, rosters, seat controls, confirmations, reminders, communications, automations, reporting and related business tools, including support for recurring classes, set-length programs, one-time classes and workshops, tutoring and private lessons, and self-paced programs. The Community may provide coaching, implementation support, learning resources, workrooms, feedback, accountability and peer discussion.

Your Order controls. Your Order identifies the plan, pricing, and trial terms you purchased. Website descriptions, roadmaps, presentations, demonstrations, beta previews and planning documents do not create a contractual commitment that every described or proposed feature will be available. A feature is included only if IEPro makes it available under your active plan or expressly commits to it in an Order.

Infrastructure, not a marketplace. IEPro provides business infrastructure, tools, education and implementation support. IEPro is not a marketplace, staffing firm, school, education provider, advertising agency or lead broker. IEPro does not supply an audience, act as the seller of an Educator's classes unless an Order expressly says so, or guarantee students, leads, enrollments, revenue, profitability, business formation or any other result.

Independent businesses. Educators operate independent businesses. Nothing in these Terms creates an employment, franchise, fiduciary, partnership, joint venture or agency relationship between IEPro and an Educator, family, student or Authorized User. You may not represent that IEPro endorses, licenses, certifies or employs you.

No exclusivity. Unless an Order expressly states otherwise, the relationship is nonexclusive. IEPro may serve other customers, including businesses that offer similar services.

4. Plans, Community Access and Additional Services

Platform and Community. A Platform plan may include Community access as stated at checkout. A Community-only plan, if purchased under a legacy or separately agreed Order, provides Community access but does not include Platform access, software provisioning, software support, or implementation services unless expressly stated in the applicable Order.

Community format. IEPro may adjust Community schedules, facilitators, channels, session formats, resources and programming. A subscription does not guarantee a particular coach, speaker, session, recording, response time, private consultation or curriculum item. Missed sessions do not create a credit or refund right.

Additional services. Migration, custom workflows, ad management, custom development, extensive redesign, multi-brand use, enterprise support, private consulting and other professional services are excluded unless purchased under a separate Order or statement of work. Any delivery dates are estimates unless expressly identified as binding.

Fair use and plan fit. Plans are designed for the type and scale described at checkout. Multi-brand operations, agencies, unusually high volume, excessive automated messaging, advanced custom workflows or support demands materially beyond ordinary use may require a different plan. IEPro will use reasonable efforts to discuss an appropriate plan before restricting otherwise lawful use, except when immediate action is needed for security, legal, service-integrity or third-party-provider reasons.

5. Subscription Billing, Free Trial, Renewal and Cancellation

30-Day Free Trial. New customers may receive a 30-day free trial when offered at checkout. A valid payment method is required to begin the trial. No IEPro subscription fee is charged when the trial begins. The trial begins and ends according to the dates and times associated with the subscription and shown through checkout, account, billing, or confirmation records. IEPro may limit a free trial to one per customer, business, or substantially related account and may end or deny a trial in cases of fraud, abuse, or attempted circumvention.

Conversion to paid service. Unless you cancel before the trial ends, your subscription automatically converts to the paid IEPro Platform plan at the recurring price disclosed at checkout, currently $97 per month, and the payment method on file will be charged.

Automatic renewal. By starting a subscription or free trial, you authorize IEPro and its payment processor to store or use the payment method you provide and, unless you cancel as permitted below, to charge the recurring subscription price disclosed at checkout when the free trial ends and at each subsequent renewal. Paid IEPro Platform subscriptions renew automatically each month until canceled. Charges are processed by a third-party payment processor. IEPro does not store complete payment-card numbers.

Cancellation during the trial. You may cancel during the free trial. If your cancellation becomes effective before the trial ends, your subscription will not convert to paid billing and you will not be charged the first $97 monthly subscription fee. Access ordinarily continues through the scheduled trial end after cancellation unless IEPro states otherwise or termination occurs for cause.

Cancellation after paid billing begins. After paid billing begins, cancellation prevents future renewals but does not ordinarily reverse a subscription charge that has already been processed. You must cancel before the next renewal date to prevent that renewal charge. Access ordinarily continues through the applicable paid period unless IEPro states otherwise or termination occurs for cause. Cancellation is available through any cancellation control made available in your Account or by emailing hello@independenteducatorpro.com from an authorized account email.

Refunds and billing errors. Once a paid subscription charge has been processed, subscription fees are generally nonrefundable except where required by applicable law, for a verified billing error, or where IEPro expressly agrees otherwise. Cancellation is prospective and prevents future renewal charges.

Failed payments. If a payment fails, including the first $97 charge after the trial, IEPro or its payment processor may retry the payment, request an updated payment method, suspend access, or terminate an Account for nonpayment. You remain responsible for unpaid amounts and reasonable collection costs permitted by law. Restoring access may require payment of all past-due amounts.

Price changes. IEPro may change a subscription price by giving notice before the change applies. Unless the notice states a later date, a price change takes effect at the next renewal after the notice period required by law. If you do not agree, you must cancel before that renewal.

Upgrades and downgrades. Upgrades may take effect immediately and may be prorated. Unless IEPro states otherwise, downgrades take effect at the next renewal. A downgrade may remove features, capacity, content or data access, so you should export needed information before it takes effect.

Taxes. Prices do not include taxes unless stated. You authorize IEPro to collect taxes it is legally required to collect.

Billing questions. Notify IEPro of a suspected billing error within 14 days after the charge appears so it can be investigated promptly. This notice period does not waive any nonwaivable right you have under applicable law.

Legacy Orders. Customers on older, founder, promotional, annual, or separately agreed pricing remain governed by their applicable Order. Those arrangements are not replaced merely because the current public offer changes.

Additional billing terms are in the Billing and Refund Policy, which is incorporated into these Terms.

6. Educator Transactions, Payments and Financial Responsibilities

Educator is the provider. Unless an Order or a family-facing checkout expressly states that IEPro is the seller or merchant of record, the Educator, not IEPro, is the seller and contracting provider of the Educator's classes, tutoring, memberships, camps, programs or other offerings. IEPro is not a party to the agreement between an Educator and a family or student.

Payment integrations. The Platform may allow you to connect a Third-Party Service such as a payment processor. By connecting it, you authorize IEPro to transmit transaction information and instructions necessary to operate the requested integration. Your use remains subject to the processor's terms, fees, underwriting, identity checks, reserves, payout schedule and risk controls.

Educator obligations. You are solely responsible for setting accurate prices and terms; delivering purchased services; publishing and honoring your cancellation, refund, rescheduling and attendance policies; issuing required receipts; handling customer service; responding to disputes and chargebacks; maintaining sufficient funds for reversals; and paying processor fees, taxes and other obligations associated with your sales.

Payouts and reversals. IEPro does not control a third-party processor's authorization, settlement, reserve, hold, payout, reversal, chargeback or account-closure decisions and is not liable for them. IEPro does not handle or fund refunds between an Educator and a family unless a written agreement expressly says otherwise.

Taxes. You are responsible for determining, collecting, reporting and remitting sales, use, income, payroll, value-added and other taxes associated with your business, workers and customer transactions. IEPro does not provide tax advice.

7. Educator Responsibilities and Family-Facing Terms

Your education business. You control and are responsible for your offers, descriptions, promises, prices, schedules, capacity, enrollment decisions, teaching methods, curriculum, delivery, facilities, technology, communications and relationships with families and students.

Safety and compliance. You are responsible for all licenses, permits, insurance, background checks, safeguarding practices, supervision, accessibility, accommodations, emergency procedures, worker classification and professional standards that apply to your services. You must comply with consumer-protection, education, advertising, privacy, accessibility, nondiscrimination and other laws that apply to your business.

Your own legal documents. You must provide families and students with legal terms, privacy notices, refund and cancellation policies, consent forms, releases and other disclosures appropriate for your business and obtain legally valid agreement or consent where required. IEPro templates and tools do not replace your own policies or legal review.

Truthful listings. Your listings and communications must be accurate, current and not misleading. You must have the rights and qualifications necessary to offer what you advertise and must promptly correct material errors, schedule changes, cancellations or capacity issues.

Family disputes. You are responsible for resolving complaints, refunds, attendance issues, learning concerns, injuries, service quality disputes and other claims arising from your offerings. IEPro may assist with technical records but is not required to mediate or decide an Educator-family dispute.

8. Families, Minors and Student Information

Adult-directed Accounts. IEPro Accounts and the Community are for adults. A child may not own an Account or join the Community. Family-facing forms, enrollment pages and payment flows are intended to be completed or authorized by an adult parent or legal guardian when they concern a minor.

Parental authority. An Educator must take reasonable steps to ensure that the adult providing information about a minor has authority to do so and must obtain any parental or guardian consent required for enrollment, communications, recordings, photographs, testimonials, student work, health or accommodation information, or other processing.

Children under 13. You may not direct a child under 13 to create an Account or independently submit personal information through the Services. If your offering involves children under 13, you are responsible for determining whether the Children's Online Privacy Protection Act and similar laws apply, providing required notices, obtaining verifiable parental consent before collection when required, honoring access and deletion rights, and using only Platform features and workflows that support your lawful process.

Data minimization. Collect only Family Data reasonably necessary for a legitimate educational or business purpose. Do not request or store highly sensitive information, including detailed medical, disability, financial-account or government-identifier data, unless it is necessary, lawful, appropriately secured and supported by the Services. Never use the Services for emergency medical records or as the sole system for time-sensitive safety communications.

School and regulated data. If you provide services to a school, district or other regulated institution, you are responsible for determining whether laws such as FERPA or state student-privacy laws apply and for obtaining any required agreement. IEPro does not become a school official, education-record custodian or regulated data provider solely because you use the Services. A separate written data agreement controls if IEPro signs one.

9. Privacy, Customer Data and Security

IEPro's collection and use of personal information is described in the IEPro Privacy Policy, which is incorporated into these Terms. You acknowledge that Customer Data may be processed by IEPro and its service providers as described there and as necessary to provide, secure, support and administer the Services.

Data roles. For Customer Data that you collect from families, students or prospects, you generally determine why and how the data is used, and IEPro processes it to provide the Services on your instructions, subject to applicable law. IEPro separately determines how it processes account, billing, security, support, usage and compliance information for its own legitimate business purposes. A separately signed data processing agreement controls if one applies.

Your privacy obligations. You must maintain and display an accurate privacy policy under your own business name, provide all legally required notices, obtain valid consent or another lawful basis, honor privacy requests, and use Customer Data only for disclosed and lawful purposes. You may not rely on IEPro's Privacy Policy as your business's privacy policy.

Customer Data ownership and license. As between you and IEPro, you retain your rights in Customer Data. You grant IEPro and its service providers a nonexclusive, worldwide, royalty-free license to host, copy, transmit, display, modify for technical formatting, back up and otherwise process Customer Data only as reasonably necessary to provide, secure, support and administer the Services, carry out your instructions and comply with law.

Security responsibilities. IEPro uses reasonable safeguards appropriate to the Services, but no online service can guarantee absolute security. You are responsible for configuring your Account, limiting access, protecting devices and credentials, maintaining lawful copies of critical business records, and promptly notifying IEPro of a suspected security incident. You must not disclose another person's personal information to IEPro in a support request unless necessary and lawful.

Exports and retention. You are responsible for exporting Customer Data you need before access ends. Export formats, availability and post-termination retrieval may be limited. IEPro may retain or delete Customer Data according to the Privacy Policy, legal obligations, backup cycles and legitimate security or dispute needs. IEPro is not an archival service and does not promise indefinite retention.

10. Email, SMS and Other Communications

You are the sender. When you use the Services to communicate with prospects, families, students or customers, you are responsible for the content, audience, timing and legal basis for those communications, even if IEPro supplies a template, workflow, automation or suggested copy.

Consent and opt-outs. You must obtain and document any consent required for marketing or automated calls, texts and emails; identify your business accurately; provide required disclosures; honor opt-outs promptly; maintain suppression records; and comply with the Telephone Consumer Protection Act, CAN-SPAM Act, state laws, carrier rules and other applicable requirements. You may not use purchased, scraped or unlawfully obtained contact lists or send spam.

Message charges and delivery. Third-party fees, carrier charges and usage limits may apply. Delivery, filtering, number registration, sender reputation and carrier acceptance are not guaranteed. You must not use the Services as the sole method for emergency, safety-critical or legally required notices.

Service communications. IEPro may send you operational, billing, security, legal and account communications. These are part of the Services and may not be optional while your Account remains active. Marketing communications from IEPro remain subject to applicable opt-out rights.

11. User Content and Permissions

Your ownership. You retain ownership of User Content, subject to the rights you grant in these Terms. You grant IEPro and its service providers a nonexclusive, worldwide, royalty-free license to host, reproduce, transmit, display, format and otherwise use User Content only as reasonably necessary to provide, secure, support, moderate and administer the Services, comply with law and carry out your requested public display or distribution.

Your promises. You represent that you own or have all rights, releases and permissions needed for User Content and its use through the Services. This includes permission for names, likenesses, testimonials, student work, photographs, video, music, trademarks, curriculum and third-party materials. User Content must not violate law, privacy, publicity, intellectual-property or contractual rights.

Moderation. IEPro may remove, restrict or refuse User Content that it reasonably believes violates these Terms, creates legal or safety risk, disrupts the Services or harms another person. IEPro is not obligated to monitor all User Content and does not endorse it.

Public content. You control which eligible Platform content you publish publicly. Once content is public, third parties may copy or share it beyond IEPro's control. Do not publish confidential information or personal information about a minor without a lawful basis and appropriate permission.

12. Community, Coaching and Member Conduct

Educational purpose. Community coaching, templates, prompts, feedback and peer discussion are for general education and business implementation. They are not legal, tax, accounting, investment, medical, mental-health or other licensed professional advice. You remain responsible for your decisions and should consult qualified professionals when appropriate.

No outcome guarantee. IEPro does not guarantee that coaching, resources or participation will produce students, revenue, profitability, compliance, business growth or any particular result. Examples and member results are illustrative and are not promises of what you will achieve.

Respect and privacy. You must communicate professionally and may not harass, threaten, discriminate, shame, dox, solicit unlawfully, exploit members or disclose another member's confidential or personal information. Do not post Family Data, student records, private credentials or information you are not authorized to share. Community spaces are collaborative forums, not confidential legal or professional environments, so do not assume that a post will remain private.

Recordings. IEPro may record a Community session only after providing notice. By remaining in a session after notice, you consent to the recording to the extent permitted by law. You may participate with your camera and microphone off or leave. You may not record, copy or distribute Community sessions, member posts or paid materials without IEPro's and affected participants' permission.

Testimonials. IEPro will obtain permission before using a member's name, image, story or result as a public testimonial. Participation in the Community alone does not grant IEPro that promotional right.

Moderation and removal. IEPro may moderate Community spaces, move or remove posts, limit participation or remove a member for conduct that violates these Terms or materially disrupts the Community. Removal for cause does not create a refund right except where required by law.

13. Acceptable Use

General rule. You may use the Services only for lawful business and educational purposes consistent with your plan. You may not, and may not help another person to:

• violate a law, regulation, court order, contract or third-party right;
• harm, exploit, groom, endanger or sexualize a minor, or create, store or distribute child sexual abuse material;
• harass, threaten, defame, discriminate against, impersonate, deceive or invade the privacy of another person;
• submit content or data that you do not have the right or lawful basis to use;
• send spam, unlawful marketing, deceptive messages, malware, phishing content or harmful code;
• scrape, crawl, harvest, index or extract data except through an IEPro-provided export or with written permission;
• probe, scan, test, bypass or interfere with authentication, security, rate limits, access controls or service integrity;
• reverse engineer, decompile, disassemble, copy or attempt to derive source code, nonpublic methods or underlying components except to the limited extent a law prohibits this restriction;
• resell, sublicense, rent, timeshare, white-label or commercially exploit the Services outside your own education business without written permission;
• use another person's Account, share credentials outside your authorized team, create deceptive duplicate accounts or conceal the true Account Owner;
• use the Services to build or train a competing product using nonpublic IEPro materials, or copy IEPro templates, courses or workflows for redistribution;
• place unreasonable load on the Services, evade plan limits, abuse support or use automations in a manner that harms deliverability, providers or other users; or
• use the Services for emergency dispatch, medical diagnosis, credit, employment, housing or other high-impact decisions without independent qualified review and legally required safeguards.

Enforcement. IEPro may investigate suspected misuse and cooperate with lawful authorities. IEPro will consider context and proportionality but may take immediate action when necessary to protect children, users, third parties, the Services or the public.

14. Automation and Artificial Intelligence

Automated tools. The Services may include workflows, suggested copy, prompts or artificial-intelligence features. Outputs can be incomplete, inaccurate, biased, outdated or unsuitable. You must review, test and approve outputs and automated actions before relying on or publishing them.

Your responsibility. You are responsible for ensuring that prompts, inputs, outputs, messages and decisions comply with law, professional duties, intellectual-property rights, privacy obligations and your own policies. Do not input highly sensitive or confidential information unless the feature is approved for that data and you have authority to do so.

No professional reliance. AI or automated output is not legal, tax, financial, medical, psychological or educational-diagnostic advice and must not be the sole basis for a decision that materially affects a person.

15. Third-Party Services

Independent providers. The Services may interoperate with payment processors, communications providers, video platforms, domain registrars, website tools, customer-management systems and other Third-Party Services. Those providers are independent and their terms, privacy practices, fees and technical requirements apply to you.

Connection permission. When you connect a Third-Party Service, you authorize IEPro to access, exchange and process information as necessary to provide the connection. You represent that you have authority to grant that access. You may revoke a connection, but doing so may disable related features or workflows.

Third-party changes. IEPro is not responsible for a Third-Party Service's availability, security, content, decisions, price changes, suspension, data loss, outages or discontinuation. IEPro may modify or discontinue an integration when a provider changes access, terms or technology.

16. Service Availability, Changes, Support and Beta Features

Availability. The Services are provided over the internet and may experience maintenance, errors, delays, interruptions and third-party failures. No uptime, response-time or service-level commitment applies unless an Order expressly provides one.

Changes. IEPro may improve, update, replace, limit or discontinue features. IEPro will use reasonable efforts to provide notice of a change that materially reduces a core paid Service, when practical. Feature changes do not create a refund right except as required by law or expressly stated by IEPro.

Support. Standard support covers IEPro account access, billing, bugs and use of available IEPro features. It does not include unlimited consulting, work in unrelated software, custom development, campaign management, legal compliance review or operation of your business unless separately purchased.

Beta and preview features. A beta, preview, experimental or early-access feature may be changed or withdrawn at any time, may be less reliable and may have additional terms. Do not use it for critical or sensitive workflows unless IEPro expressly approves that use.

17. IEPro Intellectual Property and License

IEPro materials. IEPro and its licensors own the Platform, software, interface, designs, documentation, brand, templates, scripts, courses, videos, prompts, workflows and other materials supplied by IEPro, including all related intellectual-property rights. These Terms do not transfer ownership to you.

Limited license. During an active subscription and subject to these Terms, IEPro grants you a limited, nonexclusive, nontransferable, nonsublicensable and revocable right to access and use the Services and included IEPro materials for your own education business. You may adapt a template for your own business where its intended use permits, but you may not sell, publish, share, teach from or redistribute IEPro materials as standalone products or resources.

IEPro marks. You may not use IEPro's names, logos or marks in a way that implies endorsement, certification, partnership or ownership without written permission. IEPro will not use your brand as a public customer logo or testimonial solely because you subscribe; separate permission is required.

Feedback. If you voluntarily provide product ideas or feedback, you grant IEPro a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate it without restriction or compensation, provided IEPro does not identify you publicly without permission.

18. Copyright Complaints

Reporting infringement. If you believe content in the Services infringes your copyright, send a written notice to hello@independenteducatorpro.com with the subject "Copyright Notice." The notice should identify the copyrighted work, identify and locate the allegedly infringing material, provide your contact information, state your good-faith belief that the use is not authorized, state under penalty of perjury that the information is accurate and that you are authorized to act, and include your physical or electronic signature.

Response. IEPro may remove or restrict material, notify the user who supplied it, request more information and terminate repeat infringers when appropriate. A user who believes material was removed by mistake may send a legally sufficient counter-notice to the same email. IEPro may forward notices and counter-notices to affected parties and handle them as permitted by law.

19. Suspension and Termination

Suspension. IEPro may suspend all or part of an Account immediately if payment is overdue; the Account creates a security, legal, safety, deliverability or service-integrity risk; a Third-Party Service restricts the Account; or IEPro reasonably believes these Terms have been violated. IEPro will provide notice and an opportunity to cure when reasonable under the circumstances.

Termination for breach. Either party may terminate for a material breach that the other party fails to cure within 10 days after written notice. IEPro may terminate immediately for fraud, illegal conduct, child-safety risk, deliberate security abuse, repeated infringement or another breach that cannot reasonably be cured.

Discontinuation. IEPro may discontinue a Service or plan by giving reasonable notice when practical. IEPro may offer migration, substitution, credit or a refund when required by law or selected by IEPro, but is not obligated to provide a particular remedy unless an Order or law requires it.

Effect. When access ends, your license to the Services and IEPro materials ends, and you must stop using them except for materials expressly licensed for continued use. You remain responsible for accrued charges and obligations. Customer Data may be retained or deleted as described in Section 9 and the Privacy Policy.

Survival. Provisions that by their nature should survive do survive, including payment obligations, Educator responsibilities, intellectual property, disclaimers, limitations of liability, indemnification, disputes and miscellaneous terms.

20. Disclaimers

AS IS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, COMMUNITY, CONTENT, TEMPLATES, AUTOMATIONS, AI OUTPUTS, INTEGRATIONS AND SUPPORT ARE PROVIDED "AS IS" AND "AS AVAILABLE." IEPro DISCLAIMS ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT AND COURSE OF DEALING.

No guaranteed results. IEPro does not warrant that the Services will be uninterrupted, secure or error-free; that data will never be lost; that a Third-Party Service will perform; that content or output will be accurate or legally compliant; or that you will obtain leads, students, enrollment, revenue, profit, business growth or any other outcome.

Your independent judgment. You are responsible for evaluating the Services for your needs, testing workflows and checkout paths, reviewing communications, maintaining appropriate records and obtaining professional advice. No statement by IEPro or a Community participant creates a warranty unless it appears as an express commitment in an Order signed by IEPro.

Nonwaivable rights. These disclaimers do not limit a warranty or right that applicable law does not permit the parties to disclaim.

21. Limitation of Liability

Excluded damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IEPro AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, STUDENTS, ENROLLMENTS, DATA OR USE, EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE.

Liability cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF IEPro AND THE PARTIES LISTED ABOVE ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID DIRECTLY TO IEPro FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE EVENT FIRST GIVING RISE TO LIABILITY OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

Allocation of risk. The exclusions and cap apply regardless of the legal theory and are an essential basis of the bargain. They do not apply to liability that cannot lawfully be limited, including liability to the extent caused by IEPro's fraud or willful misconduct where applicable law prohibits limitation.

22. Indemnification

Your indemnity. To the extent permitted by law, you will defend, indemnify and hold harmless IEPro and its owners, officers, employees, contractors, affiliates and licensors from third-party claims, proceedings, damages, judgments, settlements, penalties, losses and reasonable attorneys' fees arising from or relating to: your User Content or Customer Data; your classes, services, students, workers or business operations; your relationship or transaction with a family or student; your privacy, marketing, payment, tax, safety or regulatory obligations; your use of a Third-Party Service; your violation of these Terms or law; or your infringement or misuse of another person's rights.

Process. IEPro will give you reasonably prompt notice of a covered claim and reasonable cooperation at your expense. IEPro may control the defense with counsel of its choice. You may not settle a claim in a way that admits wrongdoing by, imposes obligations on or fails to fully release IEPro without IEPro's written consent. A delay in notice reduces your obligation only to the extent the delay materially prejudices the defense.

23. Disputes and Governing Law

Informal resolution first. Before filing a lawsuit, a party must send a written notice describing the dispute, relevant facts and requested resolution. Notices to IEPro must be emailed to hello@independenteducatorpro.com with the subject "Legal Dispute Notice." The parties will attempt in good faith to resolve the dispute for 30 days after receipt. This requirement does not prevent a party from seeking urgent injunctive relief or filing in small claims court when eligible.

Massachusetts law. These Terms and any dispute arising from them or the Services are governed by the laws of the Commonwealth of Massachusetts, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Courts. Except for an eligible small-claims matter, each party submits to the exclusive jurisdiction of the state courts located in Suffolk County, Massachusetts, and the United States District Court for the District of Massachusetts. Each party waives objections based on personal jurisdiction, venue or inconvenient forum. Nothing in this section eliminates nonwaivable rights or remedies provided by applicable law.

24. Changes to These Terms

Updates. IEPro may update these Terms to reflect changes in the Services, law, risk, providers or business practices. The updated Terms will state a new effective date and will be posted where IEPro makes legal terms available.

Material changes. IEPro will provide reasonable advance notice of a material change when required by law or practical, such as by email, an in-product notice or a website notice. A change required for legal, security or abuse-prevention reasons may take effect sooner. Price changes are handled under Section 5.

Acceptance of updates. Your continued use after updated Terms take effect constitutes acceptance. If you do not agree, you must stop using the Services and cancel before the effective date. An update does not retroactively change a dispute that arose before its effective date unless the parties agree or law requires it.

25. General Terms

Order of precedence. If documents conflict, a signed statement of work or Order controls only for its specific subject, then the checkout or Order, then these Terms, then the Billing and Refund Policy and Privacy Policy. A Third-Party Service's terms govern that provider's service. A purchase order or customer form does not modify these Terms unless IEPro expressly agrees in a signed writing.

Electronic transactions. You consent to electronic records, signatures, notices and contracting. An electronic acceptance or signature has the same effect as a handwritten signature to the extent permitted by law. You are responsible for keeping your contact email current and retaining copies of legal and billing records.

Assignment. You may not assign or transfer these Terms, an Account or an Order without IEPro's written consent. IEPro may assign these Terms in connection with a merger, acquisition, financing, reorganization or sale of all or substantially all related assets, or to an affiliate, provided the assignee assumes IEPro's obligations.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disaster, epidemic, war, terrorism, civil unrest, labor action, utility or internet failure, cyberattack, government action or third-party infrastructure failure. This does not excuse payment obligations for Services already provided.

Severability and waiver. If a provision is unenforceable, it will be enforced to the maximum lawful extent and the remaining provisions remain effective. A waiver must be in writing and applies only to the specific instance. A party's delay or failure to enforce a right is not a waiver.

Entire agreement. These Terms, the applicable Order, Privacy Policy, Billing and Refund Policy, and any other terms expressly incorporated by reference are the entire agreement concerning the Services and replace prior or contemporaneous discussions on that subject. Headings are for convenience and do not limit meaning.

No third-party beneficiaries. These Terms do not give rights to anyone other than the parties and the IEPro parties protected by the disclaimer, liability and indemnification provisions.

Notices. IEPro may send notices to the email associated with your Account, through the Services or by posting where legally permitted. A notice is effective when sent or posted, subject to applicable law. Legal notices to IEPro must be sent as specified in these Terms.

26. Contact

Questions about these Terms may be sent to hello@independenteducatorpro.com.

Independent Educator Pro LLC