Kids-World Subscriber Service Agreement

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Indemnification
Subscriber agrees to indemnify, defend and hold harmless Kids-World, its affiliates and their respective Agents, from and against any and all damages, costs and expenses (including reasonable attorney's fees) arising as a result of Subscriber's use of the Kids-World service or Subscriber's use or distribution of any Content posted on the Site (including, but not limited to, use or distribution of such Content by any third party to whom Subscriber has distributed any Content posted on the Site. This agreement of indemnity is in addition to, and will not limited or restrict, any other remedies which may be available to Kids-World and shall survive any termination of this Agreement.

Termination; Assignment
Either party can terminate this Agreement by giving the other at least one month's advance written or electronic (i.e., e-mail) notice at the end of any month; provided, however, that Kids-World reserves the right to terminate this Agreement without notice if Subscriber's payment is late, if Subscriber no longer has a child or children enrolled in a program at the Center (the "Program") or if Kids-World believes it would be in the best interest of the Kids-World system and/or the Center or its clients. In the event of termination of this Agreement, Subscriber's password will be deactivated, Subscriber's Basic Monthly Service Fee (as defined in the Rate Schedule) will not be refunded for the remainder of the month during which this Agreement is terminated and the Subscriber's Initial Set-Up Fee will not be refunded.

From time to time Kids-World may have no choice but to temporarily suspend the Kids-World Site without advance notice to the Subscriber. In addition, Kids-World may assign this Agreement to any affiliate or successor in interest at any time without prior notice to or consent from Subscriber.

Representations and Warranties
In an effort to protect the interests of each Subscriber, their children and the Center, Subscriber represents and warrants to Kids-World that (i) Subscriber is a natural parent, grandparent or legal guardian of a child (or children) in the Program, (ii) the information Subscriber provides in this Agreement is accurate and complete, and in the event that any such information changes, Subscriber will promptly communicate such changes to Kids-World in accordance with the terms hereof.

If Subscriber is not the parent of a child (or children) in the Program, Subscriber's relationship to a child or children in the Program is the following: __________________________, and that Subscriber has legal and/or custodial custody of the child (or children).

Subscriber acknowledges that Kids-World is not responsible for compliance by the Center with applicable laws and regulations, including but not limited to those regarding the care of children; nor is Kids-World responsible for any events that take place at the Center other than as a direct result of the gross negligence or intentional wrongdoing of Kids-World or its Agents. Subscriber shall use Kids-World only for lawful purposes. Subscriber shall not, under any circumstances, do any of the following: (1) upload or otherwise transmit on Kids-World any defamatory, harmful, obscene, threatening, vulgar, profane, abusive, or racially, ethnically, or otherwise objectionable material; (2) upload or otherwise transmit files that contain a virus or otherwise corrupted data; (3) use Kids-World to violate the legal rights (including the rights of publicity and privacy) of others; (4) download a file that Subscriber knows, or has reason to believe, cannot be distributed legally over Kids-World (notwithstanding its availability to Kids-World); or (5) use any application or other means to add/change/delete or attempt to add/change/delete Content in any Kids-World database other than the applications and utilities provided by Kids-World expressly for that purpose.

THIS AGREEMENT IS GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA WITHOUT REGARD TO ITS CONFLICT OF LAW PRINCIPLES. THE PARTIES CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF FEDERAL OR STATE COURTS IN NEW YORK FOR ALL DISPUTES ARISING OUT OF OR RELATING TO SUBSCRIBER'S USE OF KIDS-WORLD. THIS AGREEMENT CONSTITUTES THE ENTIRE AND ONLY AGREEMENT BETWEEN KIDS-WORLD AND SUBSCRIBER WITH RESPECT TO KIDS-WORLD.

RATE SCHEDULE

Each Subscriber is entitled to unlimited usage of Kids-World. Subscriber hereby elects to purchase a use license of Kids-World. Kids-World will collect from Subscriber the following fees plus applicable sales and use tax, payable on the first business day of each month by charging the credit card selected in the Application section below:

Basic Monthly Service Fee: $19.95
per month
 
Non-refundable Initial Set-up Fee
(payable at the time of Sign-up):
$25.95

The above rate(s) for using Kids-World are subject to change and do not accurately reflect the cost of the Kids-World service to every Subscriber. These rates do not include any additional costs which may relate to the establishment of Subscriber's Account and the size of the Daycare Center to which the Account relates, as well as any sales, use, value-added, personal property, or other governmental tax or levy imposed on goods or services billed to Subscriber's Account. Subscriber is responsible for any such taxes.

SUBSCRIBER PAYMENT

If Kids-World does not receive payment from the card issuer or its Agents, Subscriber agrees to pay all amounts due upon demand by Kids-World. Each time Subscriber uses Kids-World, Subscriber agrees and reaffirms that Kids-World is authorized to charge Subscriber's designated card. Subscriber's card issuer agreement governs its use of the designated card in connection with Kids-World, and Subscriber must refer to that agreement and not this Agreement with respect to Subscriber's rights and liabilities as a card holder. Subscriber agrees that Kids-World may, at its option, accumulate charges incurred during Subscriber's billing cycle and submit them as one or more aggregate charges during or at the end of each cycle for payment. This means that accumulated charges may appear on the statement you receive from Subscriber's issuer. Further, Subscriber agrees that Kids-World may delay obtaining authorization from Subscriber's card issuer until submission of the accumulated charges.

If Subscriber does not receive the full amount of Subscriber's Account balance within thirty (30) days of the invoice date, an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge may be added to bill and immediately become due and payable. Subscriber shall be liable for all attorney and collection fees arising from Kids-World's efforts to collect any unpaid balance of Subscriber's Account, Subscriber agrees to be billed for and to pay any outstanding balance in the event of cancellation or termination of Subscriber's Account. Unless Subscriber notifies Kids-World of any discrepancies within ninety (90) days after they first appear on Subscriber's Account statement, they will be deemed acceptable by Subscriber for all purposes, including resolution of inquiries made by its card issuer. Subscriber releases Kids-World from all liabilities and claim of loss resulting from any error or discrepancy that is not reported to Kids-World within ninety (90) days of its publication.

KIDS-WORLD RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS FEES AND BILLING METHODS, INCLUDING THE ADDITION OF SUPPLEMENTAL FEES OR SEPARATE CHARGES FOR ONLINE AREAS, CONTENT, OR SERVICES PROVIDED BY KIDS-WORLD, OR ITS AFFILIATES, EFFECTIVE THIRTY (30) DAYS AFTER AN ONLINE POSTING IN THE BILLING AREA OF A PARENT'S VIEW. KIDS-WORLD MAY ALSO ELECT, AT ITS DISCRETION, TO SUPPLEMENT SUCH NOTICE OF BILLING CHARGES THROUGH POP-UPS, E-MAIL, OR THROUGH THE U.S. MAIL TO THE ACCOUNT HOLDER. IF ANY SUCH CHANGE IS UNACCEPTABLE TO SUBSCRIBER, SUBSCRIBER MAY TERMINATE HIS/HER MEMBERSHIP AS PROVIDED IN THE AGREEMENT. SUBSCRIBER'S CONTINUED USE OF KIDS-WORLD, FOLLOWING THE EFFECTIVE DATE SHALL CONSTITUTE SUBSCRIBER'S ACCEPTANCE OF SUCH CHANGE. SUBSCRIBER'S SUBSCRIPTION FEES ARE PAYABLE IN ADVANCE AND ARE ONLY REFUNDABLE IN ACCORDANCE WITH THIS AGREEMENT.

Subscriber is responsible for all charges associated with connecting to the Site. Subscriber agrees that any telephone or Internet access charges incurred are Subscriber's responsibility. These apply even if Subscriber's accessing the Subscriber's service during a trial period. Subscriber is responsible for all activities and charges under Subscriber's Account, including any unauthorized charges to Subscriber's Account.

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