Last Updated: November 2, 2026
7. MARKETING AND CUSTOMER COMMUNICATIONS
9. DISCLAIMERS; LIMITATION OF LIABILITY
11. DISPUTE RESOLUTION; BINDING ARBITRATION; CLASS ACTION WAIVER
These Terms of Service for Providers (“Terms”) are entered into by and between Yourgi, Inc., a Delaware corporation with its principal place of business at 1431 Greenway Dr, Suite 235, Irving, TX 75038 (“Yourgi,” “we,” “us,” or “our”), and the Provider identified in the applicable Order Form (“Provider,” “you,” or “your”).
These Terms govern Provider’s access to and use of Yourgi Connect, the software platform Yourgi offers to help Providers manage their pet care businesses. Any Order Form entered into by Provider is governed by, and incorporates by reference, these Terms. If there is a conflict between these Terms and an Order Form, the Order Form controls solely with respect to that conflict. These Terms, each Order Form, and the Privacy Policy (as defined in Section 12.9) are collectively referred to as the “Agreement.”
BY SIGNING AN ORDER FORM, ACCESSING THE YOURGI PLATFORM, OR USING YOURGI CONNECT, PROVIDER ACKNOWLEDGES THAT IT HAS READ, UNDERSTANDS, AND AGREES TO BE BOUND BY THESE TERMS.
PLEASE READ SECTION 11 (DISPUTE RESOLUTION; BINDING ARBITRATION; CLASS ACTION WAIVER) CAREFULLY. EXCEPT AS PROVIDED THERE, IT REQUIRES PROVIDER AND YOURGI TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS THROUGH BINDING ARBITRATION, AND WAIVES EACH PARTY’S RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. PROVIDER MAY OPT OUT OF THE ARBITRATION AGREEMENT WITHIN 30 DAYS AS DESCRIBED IN SECTION 11.10.
Capitalized terms not defined in these Terms have the meanings given in the applicable Order Form. In these Terms:
1.1 “Booking” means a confirmed engagement for Pet Care Services between Provider and a Pet Owner, originated through any Yourgi Channel.
1.2 “Booking Amount” means the total fees for Pet Care Services payable by a Pet Owner under a Booking, exclusive of sales tax and gratuities.
1.3 “Booking Fee” means Yourgi’s service fee described in Section 5.2, in the amount set forth in the applicable Order Form, payable by Provider on every Booking.
1.4 “Booking Widget” means the customizable booking tool that Provider may embed on Provider’s own website or share by direct link.
1.5 “Effective Date” means the date specified as such in the applicable Order Form.
1.6 “Hosted Profile Page” means the profile page Yourgi hosts for Provider on the Yourgi Platform.
1.7 “Order Form” means an order form, subscription agreement, or similar ordering document that references these Terms and is signed (electronically or otherwise) by Provider and Yourgi, setting out the plan, fees, and other commercial terms applicable to Provider’s use of Yourgi Connect.
1.8 “Pet Care Services” means the pet sitting, dog walking, boarding, grooming, training, or other pet care services that Provider offers to Pet Owners.
1.9 “Pet Owner” means an end customer who books Pet Care Services from Provider.
1.10 “Provider Content” means any content, data, information, communications (including personal data), or materials that Provider submits, posts, uploads, or otherwise makes available through the Services, or that are ingested or stored in Yourgi’s databases in connection with Provider’s use of the Services, including profile information, photographs, images, videos, descriptions, and reviews.
1.11 “Services” means Yourgi Connect and all related services, features, and functionality that Yourgi makes available to Provider through the Yourgi Platform, including those described in Section 2.1.
1.12 “Subscription Fee” means the recurring monthly fee for Provider’s plan set forth in the applicable Order Form.
1.13 “Yourgi Channel” means any channel through which a Booking may originate, including the Booking Widget, the Hosted Profile Page, Reserve with Google, and the Yourgi Marketplace.
1.14 “Yourgi Connect” means the software platform and related services described in Section 2.
1.15 “Yourgi Marketplace” means the consumer-facing marketplace operated by Yourgi through which Pet Owners may discover and book independent care providers, including Provider.
1.16 “Yourgi Platform” means Yourgi’s websites, mobile applications, and related systems, including Yourgi Connect and the Yourgi Marketplace.
2.1 Services. Subject to these Terms and the applicable Order Form, Yourgi will make available to Provider the Yourgi Connect platform, which may include: (a) the Booking Widget; (b) the Hosted Profile Page; (c) client invoicing and online payment collection tools; (d) scheduling and calendar management tools; (e) hosted reviews and testimonials; (f) notifications and messaging tools; (g) chat/email support; and (h) listing on the Yourgi Marketplace, in each case as further described in the applicable Order Form and any related documentation.
2.2 Changes to Yourgi Connect. Yourgi may add, modify, or discontinue features of Yourgi Connect at any time. Yourgi will use commercially reasonable efforts to provide advance notice of any change that materially reduces the core functionality of Yourgi Connect.
2.3 Availability. Yourgi will use commercially reasonable efforts to make Yourgi Connect available, but Yourgi Connect may be temporarily unavailable for scheduled or emergency maintenance, or for reasons beyond Yourgi’s reasonable control. Yourgi does not guarantee uninterrupted or error-free operation of Yourgi Connect.
2.4 Third-Party Services. Yourgi Connect may interoperate with third-party services, such as Reserve with Google or payment processors. Yourgi is not responsible for the availability, accuracy, or performance of third-party services, which are governed by their own terms.
3.1 Independent Contractor Status. Provider is an independent business and is not an employee, agent, joint venturer, franchisee, or partner of Yourgi. Nothing in these Terms or an Order Form creates an employment, agency, partnership, or joint venture relationship between Provider and Yourgi. Provider has no authority to bind Yourgi and will not represent to any third party that it has such authority. Provider will not hold itself out as an affiliate or partner with Yourgi.
3.2 No Control Over Services. Yourgi does not direct or control the manner in which Provider performs Pet Care Services. Provider has sole discretion over the pricing (subject to Section 5), scheduling, methods, and manner of providing Pet Care Services, and over whether to accept or decline any particular Booking.
3.3 Contractual Relationship with Pet Owners. The contract for Pet Care Services is between Provider and the Pet Owner. Yourgi is not a party to that contract and is not responsible for the performance, quality, safety, or legality of Pet Care Services. Provider is solely responsible for the services it provides, including compliance with applicable law, obtaining any necessary consents, and resolving disputes with Pet Owners.
3.4 Taxes and Benefits. Provider is solely responsible for all applicable federal, state, and local taxes arising from Provider’s business, including self-employment and income taxes, and for obtaining any insurance or benefits Provider desires, as Provider is not eligible for benefits Yourgi provides to its own employees.
3.5 Licenses and Compliance. Provider represents and warrants that it holds, and will maintain throughout the term, all licenses, permits, certifications, and insurance required to lawfully provide Pet Care Services, and that it will comply with all applicable laws, including those relating to animal care, health and safety, employment (if Provider has employees or subcontractors), and consumer protection.
3.6 Restrictions. The Yourgi Platform may not be used to seek or provide Pet Care Services for any of the following:
3.7 Confidentiality. Each Provider agrees that all non-public information made available to it by or on behalf of Yourgi in connection with the Services, including commission and fee rates and structures, payout terms, platform documentation, integration and API specifications, product roadmaps, business and marketing plans, and any Pet Owner or pet information received through the Services (collectively, “Confidential Information”), will be used solely to perform its obligations, and to provide Pet Care Services booked, under this Agreement, and will not be disclosed to any third party except to Provider Personnel who need to know it for those purposes and who are bound by confidentiality obligations at least as protective as this Section. Confidential Information does not include information that (a) is or becomes publicly available through no breach of this Agreement; (b) was known to the Care Provider without restriction before receipt from Yourgi; (c) is rightfully received from a third party without breach of any obligation of confidentiality; or (d) is independently developed without use of Confidential Information; and nothing in this Section restricts the Care Provider’s use of its own business records regarding its own clients, including clients with whom it had a relationship independent of the Services. The Care Provider may disclose Confidential Information to the extent required by law, provided that it gives Yourgi prompt written notice (where legally permitted) and reasonable cooperation to seek protective treatment. Pet Owner personal information is further subject to applicable privacy and data protection laws, and the Care Provider will not use Pet Owner personal information obtained through the Services for marketing unrelated to a Booking without the Pet Owner’s consent. Upon termination of this Agreement or upon Yourgi’s request, the Care Provider will cease using and will return or destroy Confidential Information, except for its own client and transaction records retained for legal, tax, or accounting purposes. The obligations in this Section survive for three (3) years after termination of this Agreement, except with respect to trade secrets and Pet Owner personal information, as to which they survive for so long as the information retains its protected status. The Care Provider acknowledges that breach of this Section may cause irreparable harm for which monetary damages would be inadequate, and Yourgi is entitled to seek injunctive relief, without posting a bond, in addition to any other remedy.
4.1 Term, Suspension and Termination. This Agreement will remain in full force and effect while you use the Services. We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate this Agreement or otherwise create liability for us or any other person. Such actions could include suspending or terminating your rights with respect to the Services, with or without notice. If your rights with respect to the Services are suspended or terminated, you agree to make no further use of the Services as directed by Yourgi for the duration of the suspension or indefinitely following termination.
4.2 Authorized Users. Our Services are available only to individuals aged 18 years or older. If you are entering into this Agreement on behalf of a company, organization, or other legal entity, you represent that you have the authority to bind such entity and its affiliates, in which case the terms “you” or “your” shall also refer to such entity and its affiliates. You further agree that you assume responsibility in connection with your use of the Services on behalf of such company, organization, or other legal entity. We may, in our sole discretion, refuse to offer Services to any person or entity and change the eligibility criteria for using the Services at any time.
4.3 Terms of Access and Use. Subject to your compliance with this Agreement and all applicable laws, Yourgi grants you a limited, nonexclusive, non-transferable and revocable license to access and use the website, Yourgi Platform, and other Services (as applicable), together with Yourgi Content, in accordance with the terms and conditions of this Agreement and any separate written agreement with Yourgi providing for additional terms and conditions applicable to your relationship with Yourgi.
4.4 Equipment and Usage Monitoring. As between you and Yourgi, you are responsible for obtaining and maintaining all computer hardware, software, communications and other devices and equipment needed to access and use the Services, and for paying all associated third-party access charges. Yourgi may monitor any and all use of the Services by you and collect information about your use of the Services in accordance with the Privacy Policy. Yourgi may use such data for its business purposes, and may disclose the same, provided that use or disclosure of your personal information shall be subject to the Privacy Policy.
4.5 Yourgi Accounts.
4.5.1 Account Creation. You must register and set up an account in order to access the Yourgi Platform. The Yourgi Platform is available only to users who have registered and have been granted accounts and credentials. We may offer different types of accounts depending on how you are using the Services (each, a “Yourgi Account”). When you create a Yourgi Account, Yourgi requires you to provide certain account information (“Account Information”) and a password to access your Yourgi Account. You must provide true, accurate, current and complete Account Information and you agree to update your Account Information in order to ensure that it remains current. Yourgi reserves the right to reject your registration without explanation.
4.5.2 Account Security. You are responsible for all activity that occurs under your Yourgi Account, including any activity by unauthorized users. You may not allow others to use your Yourgi Account, and you agree to maintain the security and confidentiality of passwords and other credentials (as well as any communications transmitting such credentials to you) associated with your Yourgi Account. If you discover or suspect any unauthorized access or other security breaches pertaining to your Yourgi Account or the Services in general, please notify us as soon as possible at support@yourgi.com.
4.5.3 Account Deletion. You may terminate or delete your Yourgi Account at any time, for any reason, through your Yourgi Account, or by contacting us at the information provided below. You will remain liable for all obligations related to your Yourgi Account even after the Yourgi Account is closed. In certain circumstances it may not be possible to close your Yourgi Account right away, such as when there is ongoing legal process, an open dispute or claim, or internal record retention policies requiring retention of archival versions of the Yourgi Account.
5.1 Subscription Fee. The Subscription Fee is billed monthly in advance to the payment method on file in the Yourgi Platform, beginning on the Effective Date and on each monthly anniversary. If a charge fails, Yourgi may (a) deduct the unpaid amount from any payout otherwise due to Provider, and/or (b) suspend Provider’s access to paid plan features until the balance is paid in full. Except as expressly stated in the applicable Order Form, Subscription Fees are non-refundable, including for partial months.
5.2 Booking Fee. Yourgi, directly or through its payment processor, collects the Booking Amount from the Pet Owner, deducts the Booking Fee, and remits the remaining balance to Provider on the payout schedule set forth in the applicable Order Form. Payment processing costs are included in the Booking Fee. If a Booking is canceled and the Pet Owner is refunded, the Booking Fee will be reversed or reduced in proportion to the refund, and Provider authorizes Yourgi to recover any amount previously remitted to Provider on that Booking by deducting it from future payouts or, if future payouts are insufficient, by charging Provider’s payment method on file.
6.1 Yourgi Content. Except for Provider Content and Third-Party Content (defined below), all information and materials contained on or within the Services, including, but not limited to, text, graphics, HTML, look and feel, images, designs, photographs, audio, video, icons, typefaces, software (both source and object code), format, queries, algorithms and written and other materials and information (collectively, “Yourgi Content”), as well as their selection and arrangement, and all intellectual property and other rights relating to Yourgi Content, as between you and Yourgi, are solely and exclusively owned by Yourgi. You will not delete or alter any copyright, trademark or other proprietary rights notices from Yourgi Content.
6.2 Provider Content and Data.
6.2.1 License. Provider grants Yourgi a non-exclusive, worldwide, perpetual, royalty-free, sublicensable license to host, store, copy, reproduce, modify, manipulate, display, distribute, access, and otherwise use Provider Content to: (a) provide, operate, and improve the Services and the Yourgi Platform, including facilitating appointment requests, Bookings, and interactions or transactions with Provider and Pet Owners; (b) operate and promote Yourgi’s business, including in promotional campaigns Yourgi conducts; and (c) develop aggregated and anonymized analytics and derivative products for use by Yourgi, its affiliates, and clients, subject to Section 6.2.3.
6.2.2 Provider Responsibilities. Provider represents and warrants that: (a) Provider Content is accurate, is not misleading, and does not infringe or violate the rights of any third party; and (b) Provider has the necessary authority and consents to provide Provider Content for the purposes described in this Section, and doing so will not violate any applicable federal, state, or local privacy law or regulation. Provider is solely responsible, at its own expense, for ensuring that Provider Content, and any information Provider transmits or receives through the Services, complies with all applicable laws and regulations now in place or enacted in the future.
6.2.3 Deidentified Data. Yourgi’s use of Provider Content under Section 6.2.1(c) is subject to Yourgi deidentifying or removing personally identifiable data fields as necessary to render the data deidentified under applicable law, using commercially reasonable practices, in such a way that the contributor of the data cannot be identified or re-identified using foreseeable methodologies (“Deidentified Data”). Yourgi may use and commercialize Deidentified Data as described in Section 6.4. As between Provider and Yourgi, Yourgi owns all right, title, and interest in and to Deidentified Data, and Provider hereby assigns to Yourgi all right, title, and interest Provider may have in and to Deidentified Data. Deidentified Data does not constitute personal information or non-public personal information under applicable law.
6.2.4 No Review or Endorsement. Yourgi exercises no control over Provider Content and has no obligation to review it for accuracy, potential liability, or any other reason. Yourgi may use, not use, or discontinue using any Provider Content in its sole discretion at any time, subject to the Privacy Policy. YOURGI DOES NOT ENDORSE ANY PROVIDER CONTENT AND HAS NO RESPONSIBILITY OR LIABILITY WITH RESPECT TO ANY PROVIDER CONTENT OR FOR ANY RESULTS CAUSED BY USING IT.
6.2.5 Prohibited Conduct. Provider will not: (a) use Yourgi Connect for any unlawful purpose; (b) misrepresent its identity, qualifications, licensure, or insurance; (c) submit false or misleading Provider Content or reviews; (d) interfere with the operation or security of the Yourgi Platform; or (e) scrape or harvest data from the Yourgi Platform except as expressly permitted by Yourgi.
6.3 Third-Party Content. The Services may contain proprietary information and materials licensed or provided to Yourgi by third parties in connection with Yourgi’s provision of the Services and/or other business purposes (collectively, “Third-Party Content”). Third-Party Content is the copyrighted work of its owner, who expressly retains all right, title and interest in and to the Third-Party Content, including, without limitation, all intellectual property rights therein and thereto. All statements and/or opinions expressed in the Third-Party Content are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Yourgi. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties. If you provide any personal information about a third party, such as a referral, you represent and warrant that you have all necessary permission, and have obtained all necessary consent, to provide such personal information to us, and that our use of such personal information in accordance with this Agreement will not violate the privacy rights of such third party or any applicable law.
6.4 Licensing and Disclosure to Third Parties. Yourgi may use, sell, license, distribute, publish, and otherwise commercialize Deidentified Data for any lawful purpose, including by making it available to affiliates, service providers, research partners, insurers, and other third parties, and may do so on a paid basis. Yourgi will not license or disclose Provider Content in a form that identifies you except as described in the Privacy Policy, as you direct, or as required or permitted by law.
6.5 Privacy and Your Rights. Yourgi’s collection, use, and disclosure of personal data is described in the Privacy Policy, which is incorporated into this Agreement. Depending on where you live, you may have the right to opt out of the sale or sharing of your personal data, of targeted advertising, and of certain profiling, and to exercise other rights described in the Privacy Policy. This Section does not limit those rights, and where you exercise them Yourgi will honor them as required by applicable law.
Subject to applicable law and the Privacy Policy, Yourgi may communicate directly with Providers and Pet Owners via electronic messages, including email, text message/SMS, or mobile push notifications, including for transactional, service-related, and marketing purposes.
8.1 Yourgi IP. Yourgi Connect, the Yourgi Platform, and all related software, technology, trademarks, and content (excluding Provider Content) are owned by Yourgi or its licensors. Yourgi grants Provider a limited, non-exclusive, non-transferable, revocable license to access and use Yourgi Connect during the term of the applicable Order Form solely to operate Provider’s pet care business as contemplated by these Terms.
8.2 Provider will not copy, modify, reverse engineer, or create derivative works of Yourgi Connect, or use Yourgi’s trademarks except as permitted by Yourgi’s brand guidelines.
8.3 Your Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). We may ask for your Feedback in connection with your use of the Services, and you can always submit Feedback by emailing us at support@yourgi.com. You grant us a nonexclusive, irrevocable, worldwide, royalty-free, fully paid up right, title, and interest to use any Feedback provided by you to us with respect to the Services, and we can use, disclose, reproduce, license and otherwise distribute and exploit Feedback in any manner without obligation or restriction of any kind on account of intellectual property rights or otherwise. Yourgi will treat any Feedback you provide to us as non-confidential and non-proprietary.
9.1 IF YOU HAVE A DISPUTE WITH A PET OWNER, YOU AGREE TO RELEASE YOURGI FROM ALL CLAIMS, DEMANDS AND DAMAGES OF EVERY NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES, EXCEPT AS SPECIFICALLY SET FORTH IN ANY APPLICABLE ADDITIONAL TERMS. IN NO EVENT WILL YOURGI BE LIABLE FOR DIRECT OR INDIRECT CONSEQUENCES OF A PROVIDER FAILING TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS. YOU AGREE THAT YOUR PROVISION OF THE SERVICES IS AT YOUR SOLE RISK, AND YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD-PARTY FOR ANY USE, INABILITY TO USE, MODIFICATION, SUSPENSION, OR WITHDRAWAL OF THE SERVICES, OR ANY FEATURES, PARTS, OR CONTENT OF THE SERVICES.
9.2 Disclaimer of Warranties. THE SERVICES, YOURGI CONNECT, THE YOURGI PLATFORM, YOURGI CONTENT, AND THIRD-PARTY CONTENT ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH ALL FAULTS, WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, YOURGI DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR ARISING BY STATUTE, COMMON LAW, OR OTHERWISE, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, CONDITION, PERFORMANCE, SUITABILITY, ACCURACY, OR QUALITY OF INFORMATION. YOURGI MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION IN THE SERVICES, OR THAT THE SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER HARMFUL CODE OR PROGRAMS INTENDED TO INTERCEPT OR ACQUIRE DATA. YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED UPON ANY REPRESENTATION OR WARRANTY MADE BY YOURGI OR BY ANY OTHER INDIVIDUAL OR ENTITY ON YOURGI’S BEHALF. Because some jurisdictions limit the ability to exclude warranties, these exclusions apply only to the extent permitted by law, and some of them may not apply to you.
9.3 Exclusion of Damages; Liability Cap. TO THE FULLEST EXTENT PERMITTED BY LAW: (A) NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR AN ORDER FORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) YOURGI’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND ANY ORDER FORM WILL NOT EXCEED THE LESSER OF (I) THE TOTAL FEES PAID BY PROVIDER TO YOURGI UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (II) FIVE HUNDRED U.S. DOLLARS ($500).
9.4 Technical Failures. YOURGI CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATIONS INFRASTRUCTURE, OR THE INTERNET, OR FOR YOUR MISUSE OF ANY DATA, INFORMATION, ADVICE, IDEAS, CONTENT, INSTRUCTIONS OR GUIDELINES ACCESSED THROUGH THE SERVICES. YOURGI DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF THE INTERNET, COMPUTER SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, MOBILE DEVICES, SOFTWARE OR FAILURE OF EMAIL DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET, INCLUDING INJURY OR DAMAGE TO ANY COMPUTER OR MOBILE DEVICE RELATED TO OR RESULTING FROM THE SERVICES. IN THE EVENT OF ANY PROBLEM WITH THE SERVICES, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE ACCESSING AND USING THE SERVICES.
9.5 General Release. You are solely responsible for all claims, injuries (including death), illnesses, damages, liabilities, and costs (“Liabilities”) suffered by you or any third party as a result of your use of the Services. To the maximum extent permitted by applicable law, you hereby release the Yourgi Parties (as defined below) from any and all responsibility and liability for the foregoing. YOU HEREBY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE. IF YOU ARE A CALIFORNIA RESIDENT, YOU ACKNOWLEDGE AND HEREBY EXPRESSLY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You hereby expressly waive and relinquish all rights and benefits under that section and any law of any jurisdiction of similar effect with respect to the release of any unknown or unsuspected claims you may have against the Yourgi Parties pertaining to the subject matter of this section.
10.1 Indemnification By You. Without limiting the generality or affecting other provisions of this Agreement, as a condition of accessing or using the Services, you agree, at your expense, to indemnify and hold harmless Yourgi and its affiliates, licensors and suppliers, and our and their officers, directors, employees and agents (“Yourgi Parties”), from and against any and all losses, costs, damages, liabilities and expenses (including without limitation attorneys’ fees) in relation to or arising from (i) your use or inability to use the Services, (ii) Provider Content or Deidentified Data, (iii) your failure to comply with any applicable laws and regulations (including any privacy laws), (iv) your violation of any third party right, including without limitation any copyright, property or privacy right, or (v) your breach of any obligations set forth in this Agreement. You shall not settle any such claim without the written consent of the applicable indemnified party.
11.1 Scope. You and Yourgi agree that any dispute, claim, or controversy arising out of or relating in any way to your access to or use of the Services, to any communication you receive from Yourgi, to any Booking or Pet Care Services facilitated through the Yourgi Platform, or to this Agreement or any prior version of it, including any question as to its formation, breach, termination, enforcement, interpretation, or validity (each, a “Dispute”), will be resolved by binding individual arbitration in accordance with this Section, and not in court, except that either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement or misappropriation of its intellectual property rights. “Dispute” includes claims that arose before this Agreement or any prior version of it took effect and claims that arise after it terminates.
11.2 Mandatory Informal Resolution. Before commencing arbitration or filing in small claims court, the initiating party must give the other party written notice of the Dispute (“Notice”) and the parties must engage in good-faith informal resolution for forty-five (45) days. Notice to Yourgi must be sent to legal@yourgi.com and to Yourgi, Inc., Attention: Legal, 1431 Greenway Dr, Suite 235, Irving, TX 75038; 720-605-0700. Notice to you will be sent to the email address on your Yourgi Account. The Notice must state: (a) the sending party’s name, mailing address, telephone number, and the email address associated with the Yourgi Account; (b) the name and contact details of counsel, if any; (c) a description of the Dispute and of the conduct giving rise to it; and (d) the relief sought and a good-faith calculation of the amount in controversy in U.S. dollars. During the forty-five-day period either party may require the other to participate in an individualized telephonic conference; if you are represented by counsel, counsel may participate but you must participate personally. A separate conference must be held for each Dispute, and claimants may not be aggregated into a single conference without the consent of all parties. Completion of informal resolution is a condition precedent to commencing arbitration, and either party may seek to enforce this condition in court. Nothing in this Section limits or replaces any statutory pre-suit notice requirement, and any notice satisfying that statute will also satisfy this Section if it contains the information required above.
11.3 Jury Trial Waiver. YOU AND YOURGI WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BEFORE A JUDGE OR JURY. There is no judge or jury in arbitration, and judicial review of an arbitration award is limited.
11.4 Class Action Waiver. YOU AND YOURGI MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, AND NOT ON A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE.
11.5 Rules, Administrator, and Venue. The arbitration will be administered by JAMS under its Streamlined Arbitration Rules and Procedures where the amount in controversy is $250,000 or less, and otherwise under its Comprehensive Arbitration Rules and Procedures, in each case as modified by this Section and as supplemented by the JAMS Consumer Arbitration Minimum Standards where the Dispute involves a consumer. To the extent this Section conflicts with the JAMS Consumer Arbitration Minimum Standards, those Standards control. Unless the parties agree otherwise, or Batch Arbitration under Section 11.8 applies, the arbitration will be conducted by documents only, by telephone or videoconference, or, at your election where the Dispute involves a consumer, by an in-person hearing in your locale consistent with the JAMS Consumer Arbitration Minimum Standards.
11.6 Authority of the Arbitrator. The arbitrator has exclusive authority to resolve any Dispute, including any question concerning the enforceability, revocability, scope, or validity of this Section, except that any question concerning the enforceability, validity, or scope of Section 11.4 (Class Action Waiver) will be decided by a court of competent jurisdiction and not by the arbitrator. The arbitrator may grant motions dispositive of all or part of any Dispute, may award any individual relief available under applicable law, and will issue a written award stating the essential findings and conclusions on which it is based, including the calculation of any damages awarded. The award is final and binding, and judgment on the award may be entered in any court of competent jurisdiction. Either party may seek provisional or interim relief in aid of arbitration from a court of competent jurisdiction.
11.7 Fees and Costs. Each party will bear its own attorneys’ fees and costs, except that: (a) the arbitrator may award attorneys’ fees and costs to the extent required or expressly permitted by applicable law, including any statute under which the claim is brought; and (b) if the arbitrator determines, after affording the affected party a reasonable opportunity to respond, that a claim or request for relief was frivolous or was brought for an improper purpose measured by the standards of Rule 11(b) of the Federal Rules of Civil Procedure, the arbitrator may allocate the arbitration costs and arbitrator fees incurred by the responding party to the party that commenced the arbitration.
11.8 Batch Arbitration. If twenty-five (25) or more demands for arbitration of a substantially similar nature are filed against Yourgi by or with the assistance of the same law firm, group of law firms, or organization within any ninety (90) day period, the administrator will: (a) administer the demands in batches of one hundred (100) demands per batch, or, where between twenty-five and ninety-nine demands are filed, in a single batch, with any remainder of fewer than one hundred demands forming a final batch; (b) appoint one arbitrator for each batch; and (c) resolve each batch on a consolidated basis, with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing if any, and one final award. Demands are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario, raise the same or similar legal issues, and seek the same or similar relief. Any disagreement as to the application of this Section will be resolved by a single administrative arbitrator appointed by the administrator, whose fees Yourgi will pay. The parties will cooperate in good faith with the administrator to implement this Section, including steps to reduce the time and cost of the batched proceedings. This Section does not authorize or create a class, collective, or representative arbitration of any kind.
11.9 Severability; Limitations Period. Except as provided in Section 11.4, if any part of this Section is held invalid or unenforceable, that part will be severed and the remainder will continue in full force and effect. If Section 11.8 (Batch Arbitration) is held invalid or unenforceable, this entire Section will be void, and all Disputes will be brought exclusively in the state or federal courts located in Dallas County, Texas. Any Dispute must be commenced within the applicable statute of limitations, and all applicable limitations periods apply in arbitration as they would in a court of competent jurisdiction.
11.10 Thirty-Day Right to Opt Out. You may opt out of this Section by delivering written notice, within thirty (30) days after you first become subject to it, to Yourgi, Inc., Attention: Legal, 1431 Greenway Dr, Suite 235, Irving, TX 75038, or by email to legal@yourgi.com. Your notice must state your name and mailing address, the email address associated with your Yourgi Account, and an unequivocal statement that you wish to opt out of the arbitration agreement. If you opt out, the remainder of this Agreement continues to apply to you, including the jury trial waiver in Section 11.3 and the class action waiver in Section 11.4, and all Disputes will be brought exclusively in the state or federal courts located in Dallas County, Texas. Opting out has no effect on any arbitration agreement you have previously entered into with Yourgi or may enter into in the future.
11.11 Modification. Yourgi may modify this Section prospectively. If Yourgi makes any material change to this Section, it will provide you with notice and a reasonable opportunity to reject the change with respect to Disputes that have not yet arisen, and the change will not apply to any Dispute of which Yourgi had actual notice on the date of the change. A change to this Section does not create a new opportunity to opt out for any user who did not validly opt out of a prior version. Yourgi will continue to honor any valid opt-out previously delivered.
11.12 Courts for Non-Arbitrable Matters. To the extent a Dispute is not subject to arbitration under this Section, it will be brought exclusively in the state or federal courts located in Dallas County, Texas, and you and Yourgi consent to the personal jurisdiction of those courts and waive any objection to venue there. Small claims actions may be brought in the county of your residence.
12.1 Notice to California Residents. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
12.2 Force Majeure. You agree that Yourgi is not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, pandemics and epidemics, labor shortages (including lawful and unlawful strikes), embargoes, communications disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
12.3 Governing Law; Venue. This Agreement shall be governed by the laws of the State of Delaware, United States of America, without regard to its rules on conflicts or choice of law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. Any action related to this Agreement shall be brought exclusively in the state or federal courts of Irving, Dallas County, Texas.
12.4 General Terms. This Agreement, consisting of these Terms, each Order Form, and the Privacy Policy, constitutes the sole agreement between you and Yourgi for your use of the Services and the subject matter hereof. If there is a conflict between these Terms and an Order Form, the Order Form controls solely with respect to that conflict. If there is a conflict between these Terms and the Privacy Policy regarding the collection, use, disclosure, or retention of personal information, the Privacy Policy controls solely with respect to that conflict. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Should any provision of this Agreement be held invalid or unenforceable, such provision will be modified to the extent necessary to render it enforceable without losing its intent or severed from this Agreement if no such modification is possible, and other provisions of this Agreement will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and any rights and licenses granted hereunder may not be transferred, delegated or assigned by you, but may be assigned, delegated or transferred by Yourgi without restriction. Any attempted assignment, subcontract, delegation or transfer by you in violation of the foregoing will be null and void. This Agreement shall be binding upon and inure to the benefit of each of the parties and the parties’ respective successors and permitted assigns. Certain of our licensors and suppliers may be third-party beneficiaries of this Agreement and have the right to enforce this Agreement against you.
12.5 Contact Information. If you have any questions about this Agreement, please contact us at support@yourgi.com.
12.6 Consent to Electronic Notice. If you provide your email address to Yourgi through the Services, or by emailing Yourgi directly, you agree that Yourgi may communicate with you electronically regarding administrative, security and other issues relating to your use of the Services. You agree that any notices, agreements, disclosures or other communications that Yourgi sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The foregoing does not affect your statutory rights.
12.7 Communications Related to Services – Consent to Receive Text Messages. By providing your mobile number to Yourgi, you are agreeing to be contacted by or on behalf of Yourgi at the mobile number you have provided, including calls and text messages, to receive informational, Services-related communications (e.g., authentication, order confirmations, etc.). Message and data rates may apply.
12.8 Changes to Agreement. We may change, modify, add or remove portions of this Agreement (each, an “Update”) at any time and in our sole discretion without prior notice to you and such Updates will be effective immediately. If we make Updates to this Agreement, we will change the “Last Updated” date above. Your continued use of the Services will confirm your acceptance of the updated Agreement. We encourage you to frequently review the Agreement to ensure you understand the latest terms and conditions associated with use of the Services. If you do not agree to the updated Agreement, you must discontinue using the Services.
12.9 Privacy Policy. Our Yourgi Connect Privacy Policy (the “Privacy Policy”), available at yourgiconnect.com/privacy-policy, describes how Yourgi collects, uses, and discloses information about Provider, Provider’s owners and personnel, and Pet Owner information in connection with the Services. The Privacy Policy is incorporated into this Agreement. Pet Owners’ use of the Yourgi Platform is governed by the separate Yourgi Privacy Policy available at yourgi.com/privacy-policy.