Terms of Service | Talaera Inc.
Last Updated: May 7, 2026
1. Introduction
These Terms of Service (the “Terms”) are a binding agreement between you and Talaera Inc. (“Talaera”, “we”, “us”, or “our”). They govern your access to and use of our website at talaera.com (the “Site”), our learning platform (the “Platform”), our mobile application (the “App”), and any related products and services (together with the Site, Platform, and App, the “Services”).
Please read these Terms carefully. By accessing or using the Services, by clicking to accept these Terms, or by creating an account, you (a) acknowledge that you have read and understood these Terms, (b) represent and warrant that you meet our eligibility requirements, and (c) agree to be bound by these Terms and any policies referenced in them.
THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER (SECTION 18). BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE DISPUTES WITH TALAERA THROUGH INDIVIDUAL ARBITRATION AND TO WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR JURY TRIAL, EXCEPT AS SET FORTH IN SECTION 18.
If you do not agree to these Terms, you must not access or use the Services.
2. Who These Terms Apply To
These Terms apply to all users of the Services, including:
- Direct users: individuals who sign up for and pay for the Services on their own behalf through talaera.com.
- Enterprise users: individuals who access the Services because their employer or another organization has entered into a separate agreement with Talaera (a “Customer Agreement”) to provide access to its members.
If you are accessing the Services through your employer or another organization, your access is also subject to that organization’s Customer Agreement with Talaera. Where these Terms conflict with a Customer Agreement applicable to you, the Customer Agreement controls with respect to commercial matters between Talaera and the organization, and these Terms control with respect to your individual conduct and use of the Services.
If you are accepting these Terms on behalf of an organization, you represent that you have authority to bind that organization to these Terms.
3. Eligibility
Age
You must be at least eighteen (18) years of age to use the Services. The Services are not intended for individuals under 18, and we do not knowingly permit individuals under 18 to access or use the Services.
Capacity
You must be able to form a legally binding contract under applicable law. By using the Services, you represent that you have the legal capacity to enter into these Terms.
Geographic restrictions and trade compliance
The Services are operated from the United States. You may not access or use the Services if you are located in, ordinarily resident in, or accessing the Services from any country or region subject to comprehensive United States sanctions, including without limitation Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, and Luhansk regions of Ukraine, and any other country, region, or territory designated as subject to comprehensive sanctions from time to time.
By accessing or using the Services, you represent and warrant that (a) you are not located in, organized under the laws of, or ordinarily resident in any sanctioned country or region; (b) you are not identified on any U.S. government restricted-party list, including the Specially Designated Nationals and Blocked Persons List maintained by the U.S. Department of the Treasury’s Office of Foreign Assets Control; and (c) you will not use the Services in violation of any applicable export-control or sanctions law.
4. Your Account
Registration
To use most features of the Services, you must register an account (an “Account”). You agree to provide accurate, current, and complete information during registration and to keep your Account information up to date.
Account security
You are responsible for maintaining the confidentiality of your Account credentials and for all activity that occurs under your Account. You must not share your credentials, allow others to access the Services using your Account, or use another person’s Account. You must notify us promptly at support@talaera.com of any unauthorized access or suspected security incident affecting your Account.
Single-user accounts
Accounts are personal to the registered user. You may not transfer your Account to another person, share your Account, or permit any third party to use your Account.
5. Acceptable Use
Your use of the Services must comply with these Terms and applicable law. Without limiting the foregoing, you agree not to:
Platform integrity
- Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services.
- Scrape, crawl, harvest, or otherwise extract data from the Services using automated means without our express written consent.
- Interfere with, disrupt, or attempt to circumvent the operation, security, or integrity of the Services.
- Bypass any access controls, rate limits, or other technical restrictions on the Services.
- Run any automated process, bot, spider, or auto-responder on the Services.
- Impose an unreasonable or disproportionate load on Talaera’s or its providers’ infrastructure.
- Record, screen-capture, transcribe, or otherwise create or retain any audio, video, or written record of group sessions, lessons, or interactions with teachers, except as expressly authorized through Platform features, as required as a reasonable accommodation under applicable law, or as expressly authorized by Talaera in writing.
Teacher and user conduct
- Engage in racism, sexism, religious discrimination, hate speech, harassment, bullying, personal attacks, name-calling, trolling, or any other form of abuse directed at teachers, other users, Talaera personnel, or any third party.
- Post or transmit content that is defamatory, indecent, obscene, profane, threatening, harassing, or otherwise objectionable.
- Solicit, proposition, or initiate any romantic, sexual, or otherwise personal relationship with a teacher or other user through the Services.
- Engage teachers outside the Services, solicit teachers for employment or contracting, or otherwise circumvent the Platform to interact with a teacher off-platform.
- Use the Services to promote, solicit, or sell products or services to other users, including teachers.
- Choose a username or display name that is offensive, misleading, or designed to impersonate another person.
- Impersonate any person or organization, or misrepresent your affiliation with any person or organization.
Content and conduct in lessons
Lessons and group sessions on the Services are intended for professional English language and communications training. To maintain a respectful and productive learning environment for all participants, you agree to keep the focus of lessons and sessions on language and communication objectives. Discussions of personal topics, including political views, religious beliefs, marital status, sexual orientation, and other potentially sensitive or personal matters, should be avoided unless directly relevant to the language learning objective and approached with mutual respect.
You acknowledge that teachers are independent contractors providing English-language instruction, not professional advisors. You may not seek and Talaera does not endorse, vouch for, or accept any liability for, advice or guidance from teachers on legal, immigration, tax, financial, medical, therapeutic, or other professional matters. If you need such advice, you should consult an appropriate licensed professional.
Intellectual property and content
- Reproduce, copy, redistribute, sell, or commercially exploit any portion of the Services or content made available through the Services, except as expressly authorized by these Terms.
- Modify, adapt, translate, or create derivative works based on the Services or its content, except for content you have submitted yourself.
- Remove, obscure, or alter any proprietary notices on the Services.
- Post or transmit content that infringes any third party’s intellectual property, privacy, publicity, or other rights.
Legal compliance
- Use the Services for any unlawful purpose or in furtherance of any unlawful conduct.
- Use the Services to upload, transmit, or distribute viruses, malware, or other harmful code.
- Use the Services to violate any applicable law, regulation, or third-party right.
- Post or transmit personal information of a third party without that party’s consent.
Reporting
If you observe conduct that violates these Terms or otherwise threatens the safety or integrity of the Services, please report it to us at support@talaera.com.
6. AI-Powered Features
The Services include features powered by artificial intelligence, including AI-driven coaching, language assessment, and feedback (the “AI Features”).
Nature of AI outputs
AI Features generate outputs based on the inputs you provide and on statistical models. Outputs are formative learning aids and may contain inaccuracies, errors, or biases. AI Features do not constitute, and you should not rely on them as, legal, medical, financial, tax, or other professional advice. Outputs are not a substitute for consultation with qualified professionals or for human review.
Acceptable use of AI Features
In addition to the general acceptable-use rules in Section 5, you agree not to:
- Use the AI Features to seek professional advice (legal, medical, financial, tax, immigration, therapeutic, or otherwise).
- Use AI Features or AI-generated outputs to engage in academic dishonesty, fraud, or to deceive any third party.
- Submit prompts or content designed to manipulate, jailbreak, or circumvent the safety controls of the AI Features.
- Use the Services, including AI Features and AI-generated outputs, to train, fine-tune, or develop any artificial intelligence model or competing service.
- Submit content that you do not have the right to submit, or that contains personal information of a third party without that party’s consent.
Data sent to AI providers
As described in our Privacy Policy, when you use AI Features, the inputs you submit are sent to a third-party AI provider through their commercial API to generate a response. Talaera does not, and our AI providers are contractually prohibited from, using your inputs or outputs to train AI models. See our Privacy Policy for more detail.
7. One-on-One Sessions, Group Sessions, and Teachers
Teachers
Teachers engaged by Talaera are independent contractors with experience teaching business and professional English. Talaera screens and onboards teachers based on factors including teaching experience, professional qualifications, and a mock teaching session. Teachers are not employees of Talaera.
Purpose of sessions
One-on-one and group sessions are intended solely for professional English language and communications training. As described in Section 5, you may not seek advice or guidance from a teacher on legal, immigration, tax, financial, medical, therapeutic, or other professional matters.
Teacher matching and changes
After you purchase one-on-one sessions, you will provide information about your goals and we will match you with a suitable teacher. You will receive limited information about your teacher, including their first name and last initial, biography, and profile photo. If you would like to be matched with a different teacher, you may contact us at scheduling@talaera.com.
Communication with teachers
All communication with your teacher should occur within the Platform or during scheduled sessions. Limited off-platform communication may be necessary in connection with rescheduling or technical issues. These Terms, including the acceptable-use rules in Section 5, apply to all communications between you and your teacher.
Cancellation and rescheduling of one-on-one sessions
If you need to cancel or reschedule a one-on-one session, you must do so at least twenty-four (24) hours before the scheduled start time. If you fail to provide at least twenty-four (24) hours’ notice and do not attend the session, the session will be deducted from your remaining balance as if you had attended.
Teacher absence
If a teacher misses a one-on-one session for which you were registered, your remaining balance will be credited so that you are not charged for the missed session.
Group sessions
Group sessions, including small group conversation sessions and lectures, are conducted through Zoom. If you sign up for a group session, you will receive a link by which to join. These Terms, including the acceptable-use rules, apply to your participation in any group session. Group sessions are not eligible for individual rescheduling or makeup, and missed group sessions are not credited.
Technical issues
Sessions are typically conducted within the Platform. If you experience connectivity or video issues during a one-on-one session, you or your teacher may move the session to Zoom. You are responsible for the network connection and equipment you use to access the Services. Talaera is not responsible for connectivity issues on your network and will not credit or refund sessions that are missed or degraded due to issues with your network or equipment.
Session expiration
One-on-one sessions purchased directly through the Services must be used within twelve (12) months from the date of purchase. Sessions not used within that period will expire and will not be credited or refunded. (For enterprise users, the period during which sessions may be used is governed by the Customer Agreement applicable to your access.)
No guarantee regarding teachers or outcomes
We do not guarantee the conduct of any particular teacher with whom you may interact, the rate of your progress, or your achievement of any particular learning outcome. Language learning depends on many factors outside Talaera’s control, including the time and effort you invest.
8. Subscriptions, Payments, and Refunds
Subscription tiers
We currently offer the following paid subscription tiers, which may change from time to time:
- Essentials. Access to a defined set of recorded content and group sessions, as further described at the time of purchase.
- Professional. Access to additional recorded content, group sessions, and other features as further described at the time of purchase.
Specific features included in each tier are described at the point of purchase and may change from time to time. One-on-one sessions are sold separately on a per-session-package basis.
Subscription term and auto-renewal
Subscriptions are offered on a monthly or annual term, as you select at the time of purchase. Unless you cancel your subscription at least two (2) days before the end of the then-current term, your subscription will automatically renew for an additional term of the same duration, and your payment method will be charged the then-applicable subscription fee.
Cancellation
You may cancel your subscription at any time through your Account settings. Cancellation takes effect at the end of the then-current subscription term, and you will continue to have access to the Services through the end of that term. After cancellation, your subscription will not renew and your access will end at the end of the term.
Fees and payment
All fees are payable in U.S. dollars unless otherwise stated. Fees are charged through our third-party payment processor, Stripe, Inc. We do not store your full payment card details. You authorize us and our payment processor to charge your payment method for the fees applicable to your subscription, including any auto-renewal fees, and any taxes and transaction fees. If a payment fails, we will notify you and provide a fourteen (14) day grace period during which you may update your payment method; if you do not, your subscription may be suspended or canceled.
Currency conversion and bank fees
If your payment method’s billing currency is not U.S. dollars, your bank or card issuer may apply currency conversion or international transaction fees. These fees are not charged by Talaera, and we are not responsible for them. Refunds, where issued, will be made in the original payment currency and amount; we will not refund any third-party currency conversion or transaction fees.
Taxes
You are responsible for any sales, use, value-added, withholding, or other applicable taxes, except for taxes based on Talaera’s net income. If we are required to collect any such taxes from you, the amount will be added to your invoice.
Price changes
We may change subscription pricing from time to time. Price changes will not affect your then-current subscription term but will apply at the next renewal. We will notify you of any price change before it takes effect. If you do not accept the change, you may cancel your subscription before the next renewal.
Refunds
Except as required by applicable law or as expressly stated in these Terms, all fees are final and non-refundable. Failure to use the Services does not entitle you to a refund.
Chargebacks
If you initiate a chargeback or payment dispute with your bank or payment provider, we may suspend access to your Account pending resolution. You agree to be responsible for any fees or expenses we incur as a result of chargebacks or payment disputes that are not resolved in your favor.
9. Promotions and Referrals
From time to time, we may offer promotional pricing, free or discounted trials, referral rewards, or other promotional programs (each, a “Promotion”).
Each Promotion will have its own terms describing eligibility, the offer, the duration, and any redemption requirements. Those Promotion-specific terms govern the Promotion and prevail over these Terms with respect to the Promotion. We may modify, suspend, or terminate any Promotion at any time.
Unless a Promotion expressly states otherwise: (a) Promotions are limited to one per user; (b) Promotions are non-transferable, have no cash value, and are not redeemable for cash; (c) only individuals who purchase the Services on their own behalf (and not through an enterprise relationship) are eligible for Promotions; and (d) we may revoke any Promotion benefit obtained through fraud, abuse, or violation of these Terms or the Promotion-specific terms.
10. Suspension and Termination
Suspension or termination by Talaera
We may suspend or terminate your access to the Services at any time, with or without notice, if we reasonably determine that (a) you have violated these Terms or any policy referenced in these Terms; (b) your conduct is harmful to other users, our personnel, our teachers, or our business; (c) we are required to do so by law or legal process; or (d) we are discontinuing the Services or any feature.
For serious violations, including harassment, threats, fraud, security threats, or unlawful conduct, we may suspend or terminate access immediately and without notice.
Termination by you
You may terminate these Terms at any time by ceasing to use the Services and deleting your Account through your Account settings.
Effect of termination
If your access to the Services is terminated for any reason: (a) all rights granted to you under these Terms will end; (b) you must immediately stop using the Services; and (c) we will not be liable to you or any third party for compensation, reimbursement, or damages for the termination, or for the deletion or de-identification of your data, except to the extent required by law. If we terminate for cause under this Section 10, you will not be entitled to a refund of any prepaid fees. Provisions of these Terms that by their nature should survive termination will survive.
11. Modifications to the Services and to These Terms
Modifications to the Services
We may add, change, suspend, or discontinue features of the Services from time to time. We are not liable to you for any such modification, except that we will not materially diminish a paid subscription’s core functionality during the term you have already paid for without offering a pro-rata refund or credit for the unused portion.
Modifications to these Terms
We may update these Terms from time to time. When we make material changes, we will notify you by email (where you have provided one) or by prominent notice on the Site at least thirty (30) days before the changes take effect, and we will update the “Last Updated” date at the top. Non-material changes may take effect immediately.
Your continued use of the Services after changes take effect constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services and may cancel your subscription before the changes take effect, in which case you will not be charged for any subsequent renewal.
12. Privacy, Cookies, and Confidentiality
Privacy
Our Privacy Policy describes how we collect, use, share, and protect personal information. By using the Services, you acknowledge that we will process your personal information as described in the Privacy Policy.
Cookies
Our Cookie Policy describes how we use cookies and similar technologies on the Site and within the Services.
Confidentiality
In the course of using the Services, you may receive information from Talaera or other users (including teachers and other learners) that is confidential or otherwise non-public. You agree not to disclose any such information to any third party, or to use any such information for any purpose other than your authorized use of the Services. This obligation does not apply to information that is or becomes publicly available through no act or omission by you, that you lawfully received from another source not under a duty of confidentiality, or that you are required to disclose by law (provided that you give us prompt notice of any such required disclosure to the extent legally permitted).
13. Third-Party Materials and Links
The Services may include or link to content, applications, websites, or other materials provided by third parties (“Third-Party Materials”). We do not endorse, control, or take responsibility for Third-Party Materials, and we are not liable for any damage or loss arising from your use of or reliance on Third-Party Materials. Use of any third-party trademark or content does not constitute endorsement of or affiliation with the third party.
14. Intellectual Property
Talaera’s intellectual property
Talaera and its licensors retain all right, title, and interest in and to the Services, including all software, content, methodologies, designs, trademarks, service marks, and other intellectual property. These Terms grant you only a limited, non-exclusive, non-transferable, revocable right to access and use the Services in accordance with these Terms. No other rights are granted, expressly or by implication.
Your content
You retain ownership of the content you submit to the Services (“User Content”), including written exercises, voice recordings, messages, and other materials. You grant Talaera a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify (for formatting and technical purposes), display, and use User Content as necessary to provide and operate the Services, including to facilitate your interactions with teachers and AI Features, and to create and use de-identified and aggregated data as described in our Privacy Policy. We do not use User Content to train AI models, as further described in our Privacy Policy.
Feedback
If you provide us with feedback, suggestions, or ideas relating to the Services (“Feedback”), you grant Talaera a perpetual, irrevocable, royalty-free license to use the Feedback for any purpose without obligation or compensation to you.
15. Disclaimers and Limitation of Liability
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TALAERA AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE IN TRADE.
WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICES OR CONTENT MADE AVAILABLE THROUGH THE SERVICES IS ACCURATE, COMPLETE, RELIABLE, OR FREE OF VIRUSES OR HARMFUL COMPONENTS. YOU USE THE SERVICES AT YOUR OWN RISK.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, TALAERA AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR USE, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL NOT EXCEED THE TOTAL AMOUNT YOU PAID TO TALAERA FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS (USD $100), WHICHEVER IS GREATER.
Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. In those jurisdictions, the limitations in this Section 15 apply to the maximum extent permitted by law. Nothing in these Terms limits liability that cannot be limited by law, including liability for death, personal injury caused by negligence, or fraud.
16. Indemnification
You agree to defend, indemnify, and hold harmless Talaera and its affiliates, officers, directors, employees, contractors, agents, licensors, and service providers from and against any third-party claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your violation of these Terms; (b) your User Content; (c) your use or misuse of the Services; or (d) your violation of any law or any rights of any third party.
17. U.S. Operation
The Services are operated from the United States. We make no representation that the Services are appropriate or available for use in any particular jurisdiction outside the United States. If you access the Services from outside the United States, you do so at your own initiative and are responsible for compliance with applicable local law.
18. Dispute Resolution – Binding Arbitration and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU AND TALAERA TO RESOLVE DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE WAY YOU CAN SEEK RELIEF FROM US.
Informal resolution
Before initiating an arbitration, you and Talaera agree to attempt to resolve any dispute informally. You should send a written notice describing the dispute to legal@talaera.com. We will try to resolve the dispute through good-faith negotiation within sixty (60) days from the date the notice is received.
Agreement to arbitrate
If a dispute is not resolved through informal resolution, you and Talaera agree to resolve any and all claims, disputes, or controversies arising out of or relating to these Terms or the Services (a “Dispute”) through final and binding individual arbitration, except as expressly excluded below.
Arbitration administration
The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules in effect at the time the arbitration is initiated, except as modified by these Terms. The Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) governs the interpretation and enforcement of this Section 18.
The arbitration will be conducted by a single neutral arbitrator. The arbitration will be conducted in English. Hearings, if any, will be conducted by videoconference unless you and Talaera agree otherwise, or, at your election, in person at a location reasonably convenient to your residence.
Class action waiver
YOU AND TALAERA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT PRESIDE OVER ANY FORM OF CLASS PROCEEDING.
If a court of competent jurisdiction finds the foregoing class action waiver to be unenforceable with respect to a particular claim, that claim (and only that claim) must be brought in court rather than in arbitration. The remainder of this Section 18 will continue to apply.
Carve-outs
This arbitration provision does not apply to, and you and Talaera retain the right to litigate, the following:
- Claims that are required by federal law to be heard in court, including without limitation claims relating to sexual harassment or sexual assault under the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021 (Pub. L. 117-90), at the option of the party making the claim.
- Claims for injunctive or other equitable relief to prevent or stop unauthorized use or misuse of the Services, infringement of intellectual property rights, or breach of confidentiality obligations.
- Claims that may be brought in small claims court in the jurisdiction where you reside, provided the claim remains in that court and is brought on an individual basis.
Costs of arbitration
The cost of the arbitration, including filing, administrative, and arbitrator fees, will be allocated in accordance with the AAA Consumer Arbitration Rules and applicable law. If you are unable to pay your share of the arbitration fees, Talaera will, on your written request, pay your share of those fees as required to make the arbitration economically accessible to you, subject to reimbursement at the conclusion of the arbitration as the arbitrator may direct.
Confidentiality of arbitration
You and Talaera agree to keep arbitration proceedings, and any award, confidential, except as necessary to enforce or challenge the award or as required by law.
Severability of this Section
If any provision of this Section 18 is found unenforceable, that provision will be severed and the remainder of this Section will remain in full force and effect, except that if the class action waiver is found unenforceable in its entirety with respect to a Dispute, the entire Section 18 will be void with respect to that Dispute (and only that Dispute).
19. Governing Law and Venue
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law principles, and excluding the United Nations Convention on Contracts for the International Sale of Goods. Any judicial proceeding permitted under Section 18 will be brought exclusively in the state or federal courts located in Wilmington, Delaware, and you and Talaera each consent to the personal jurisdiction of those courts, except that small claims actions may be brought in the courts of your jurisdiction as set forth in Section 18.
20. General Provisions
Entire agreement
These Terms, together with the Privacy Policy, the Cookie Policy, and any Promotion-specific terms or Customer Agreement applicable to you, constitute the entire agreement between you and Talaera regarding the Services and supersede any prior or contemporaneous agreements, understandings, or communications on the same subject matter.
Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.
Waiver
No waiver by Talaera of any provision of these Terms is effective unless in writing and signed by Talaera. Talaera’s failure to enforce any provision is not a waiver of its right to enforce that or any other provision later.
Assignment
You may not assign or transfer these Terms or any of your rights or obligations under them without Talaera’s prior written consent. Talaera may assign or transfer these Terms without consent in connection with a merger, acquisition, financing, reorganization, or sale of all or substantially all of its assets.
Force majeure
Talaera is not liable for any failure or delay in performing its obligations resulting from causes beyond its reasonable control, including acts of God, natural disasters, governmental action, war, terrorism, civil unrest, labor disputes, internet or telecommunications failures, or failures of third-party providers.
No agency
Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and Talaera. Neither party has authority to bind the other.
Notices
Talaera may provide notices to you by email to the address associated with your Account, by posting on the Site, or by any other reasonable means. Notices to Talaera under these Terms should be sent to legal@talaera.com.
Survival
Sections that by their nature should survive termination of these Terms will survive, including without limitation Sections 5 (Acceptable Use), 12 (Confidentiality), 14 (Intellectual Property), 15 (Disclaimers and Limitation of Liability), 16 (Indemnification), 18 (Dispute Resolution), 19 (Governing Law), and this Section 20.
Contact
If you have questions about these Terms, please contact us at:
Talaera Inc.
Attn: Legal
28 Liberty Street, 6th Floor
New York, NY 10005
United States
Email: legal@talaera.com