Terms of Service - Sidetrain

Last updated: Sep 1, 2022

General

These General Terms apply generally to the use of the service Sidetrain (the "Service" or “Sidetrain”), and constitute a contract between you and the company Sidetrain ("The Company"). These terms govern your access to and use of the Sidetrain application and website (the "Service"), and any video, sound, text, graphics, or other materials sent, received, stored or otherwise appearing in the Service (collectively referred to as "Content"). Parts of the Service may display Content that is not Sidetrain's (“Student Content”). Such content is the sole responsibility of the person or entity that has made it available. When "Content" is used in this document, it refers to both content provided by Sidetrain and User Content collectively, unless otherwise specified. Where applicable, "The Company" shall also be understood as a reference to affiliates, suppliers, partners and other third parties Sidetrain may engage or otherwise cooperate with in connection with the Service By using Sidetrain you agree to these General Terms and the Privacy Policy (collectively referred to as "Terms"). Please read them carefully. If you don’t agree to the Terms, you can’t use Sidetrain. We may change these Terms at any time. If a change is material, we’ll let you know before it takes effect provided that we have your correct email address. By using Sidetrain on or after that effective date, you agree to the new Terms. If you don’t agree to them, you should delete your account before they take effect, otherwise your use of the Service and Content will be subject to the new Terms.

Scope of Sidetrain services

As the provider of the Sidetrain Service, Sidetrain does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Mentor Services. Mentors alone are responsible for their Listings and Mentor Services. When Members make or accept a booking, they are entering into a contract directly with each other. Sidetrain is not and does not become a party to or other participant in any contractual relationship between Members. Sidetrain is not acting as an agent in any capacity for any Member, except for collecting Services fees, as described in this document. You might be using Sidetrain Service to create an individual profile, and provide services, as defined in this document, over paid-for video calls (referred as “Mentor”), or seek such services (referred as “Student”). While we may help facilitate the resolution of disputes, Sidetrain has no control over and does not guarantee (i) the truth or accuracy of any Listing descriptions, Ratings, Reviews, or other Member Content, or (ii) the performance or conduct of any Member or third party. Sidetrain does not endorse any Member, Listing or Mentor Services. Any references to a Member being "verified" (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by Sidetrain about any Member, including of the Member's identity or background or whether the Member is trustworthy, safe or suitable.

Age limitation

Sidetrain is only for people 18 or older if they are residing in the United States, and 18 or older if they are residing anywhere else. By using Sidetrain, you affirm that you are over the age limit effective for your country of residence. If we learn that someone under the minimum allowed age is using Sidetrain, we’ll terminate their account. For use in educational or other settings, contact us.

How you can use the Service

Your use of Sidetrain requires that you have hardware, software and an Internet connection fulfilling certain recommended requirements, as may be specified in our Support Center. If the recommended requirements are not met, you may potentially still use the Service, but normally with a lower quality or performance. Such reduced quality or performance will not give you the right to claim any compensation from Sidetrain.

To use the Service, you will need to create a personal Sidetrain account. You may register an account by following the instructions on the Website or other instructions prompted to you. You are responsible for providing and maintaining accurate and updated personal information, and for safeguarding your account information. You may not select or use the identity of another person with the intent to impersonate that person. You must use a valid email address, and Sidetrain reserves the right to verify this at any time. Sidetrain will not be liable for any loss or damage arising from your failure to comply with the above requirements.

Your account is strictly personal and shall not be used by any other person without your supervision. Neither shall you assign your account to any other person. You are in any event solely responsible for the use of the Service through your personal user account. We may change, terminate, or restrict access to any aspect of the Service or your account, at any time, without notice. We reserve the right to impose limitations of use based on what we consider fair or legitimate usage.

You are responsible for your use of Sidetrain, including the lawfulness of any content displayed, shared, uploaded or otherwise made available by you in the Service (“the Student Content”). Video services for Sidetrain, are provided by Twilio Inc., 375 Beale Street, Suite 300, San Francisco, CA 94105 (Twillio), and are subject to the Twillio Terms of Service. By agreeing to these terms and continuing to use Sidetrain, you agree to be bound by the Twillio Terms of Service, as the same may be modified by Twillio from time to time.

Restrictions on Content and Use of the Service

We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to Student support requests, or (v) protect our rights, property or safety, our Students and the public.

We reserve the right to report illegal activity to applicable local authorities. Prohibited Student Content includes, without limitation, content which:

  • is offensive, such as Student Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred, violence, grooming, terrorism, harassment or physical harm of any kind against any group or individual;
  • be illegal or violate any federal, state or local law, statute, ordinance, regulation or ethical code
  • Be obscene or contain child pornography or, if otherwise adult in nature or harmful to minors, but without containing child pornography
  • contain any viruses, Trojan horses, or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information
  • displays or links to pornographic, sexually explicit or any other indecent material;
  • promotes or endorses false or misleading information or illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  • promotes or endorses an illegal or unauthorized copy of another person's copyrighted work;
  • create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers
  • infringes on others trademarks, copyright or legal rights
  • contains restricted or password only access pages or hidden pages or images;
  • solicits passwords or personal data from other users; or
  • violates the rights of or harms or threatens the safety of other users or the Service.
  • shares Personal information about others, without their consent

If you post material that is adult in nature, such material shall be posted with “Mature Audiences Only” in the listing title and appropriate notices to prevent unauthorized underage viewing and shall be distributed only to people legally permitted to receive such content. You may not consummate any transaction that was initiated using our Service that, by paying us a fee, could cause us to violate any applicable law, statute, ordinance or regulation. Furthermore, you may not resell or make any commercial use of our system or the content on the Site without Sidetrain’s prior written consent. We do not knowingly collect personal information from children under 13 years of age, and if we become aware that a child under the age of 13 has submitted personal information to us, we will promptly remove it from our systems.

Any use or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Service. You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, Content that have been mislabeled or is otherwise deceptive. Under no circumstances will we be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content generated or made available via the Service. We give you a personal, limited, worldwide, royalty-free, non-assignable, non-sublicensable and non-exclusive license to use the software that is provided to you by us as part of the Service for your personal or business use. This license is for the sole purpose of enabling you to use the Service as provided by us, subject to these Terms.

You may not do any of the following while accessing or using the Services: (i) access, tamper with, or use non-public areas of the Service, our internal computer systems including technical delivery systems of our subcontractors used to provide the Service; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Service by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by us (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with us; (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Service or its users.

The Service may contain cryptographic functionality where the export of such could be restricted under applicable export control laws. You shall not export or re-export the Service or parts of it in violation of such laws or regulations.

No Reliance on the Term “Mentors” or “Experts”

Information about a Mentor or Expert, not shown as verified, has been provided by the Mentor but has not been verified. Use of the term “Mentor” or “Expert” by Sidetrain and on the Site is only meant to describe Users who answer questions on the Site, and not to guarantee any particular level of expertise of these Mentors and Experts.

The results of the verifications are only as accurate as the information provided to and by the Mentors themselves. Sidetrain makes an effort to verify, but cannot warrant or guarantee the truthfulness or accuracy of the credentials or identities of Users and information provided by Users including Mentors. You acknowledge that Sidetrain will not be liable for any loss or damages caused by your reliance on any information or content contained in Posts.

Information Not Advice

Answers of Mentors on the Site or app are provided by Mentors and are to be used by Customers for generation information purposes only, not as a substitute for in-person evaluation or specific professional (medical, legal, veterinary, tax, financial, etc.) advice. For example, Mentors in the Financial category will provide only general information about the law, and will not provide financial advice nor propose a specific course of action for a Customer. By answering questions, Mentors do not intend to form, and do not form attorney-client or doctor-patient relationships with Users of the Site. The laws, regulations, standards, other governing authorities, practices and procedures that apply to your particular question may differ depending on your location and information typically discovered through in-person evaluations or visits. Mentors in some categories may be licensed, certified, educated, employed by or have experiences in only particular jurisdictions.

Special Provisions Relating to Additional Services in the Legal, Medical, Health, Pet, and Large Animal Categories

Additional Services may be: (1) “Information Only;” or (2) “Beyond Information Only.” “Information Only” Additional Services are those additional services outside the Site’s standard question-and-answer platform and may be conducted off the Site (either by phone, chat, email, remote desktop or any other third-party tool) but remain for general informational services only. Additional Services that are “Beyond Information Only” facilitate Legal, Financial, Medical, Health, Pet, and Large Animal Category Users’ exchange of services that are more than informational and that could potentially evolve into a professional relationship.

Information Services

If you decide to accept Information Only Services, you understand that by receiving such Additional Services, you are agreeing to the following terms and conditions:

  1. Any Information Services you receive from a legal, financial, tax, medical or veterinary professional are for general informational purposes only.
  2. The legal, financial, tax, business, medical or veterinary professional from whom you are receiving Information Services is not acting as your attorney, tax advisor, stock broker, financial advisor, doctor or veterinarian.
  3. The legal, financial, tax, medical or veterinary professional from whom you are receiving Information Services may not be licensed in the jurisdiction where you are located.
  4. The Information Only Additional Services are not subject to an attorney-client/ accountant-client/fiduciary-client/broker-client/doctor-patient relationship or attorney-client/ accountant-client/doctor-patient privilege. Before applying the Information Only Additional Services to your specific situation, you should consult with a professional licensed to practice in your jurisdiction.

No Professional-Client Relationships

Communications on this Site are not confidential and shall not be the subject of any associated privileges. Communications on this Site are limited, do not involve in-person evaluations or visits, and do not include safeguards and procedures typical of in-person evaluations and visits.

Before you interact with a Mentor, you will be required to agree to a Disclaimer reminding you of these and other important provisions of the Terms.

Service Fees

Sidetrain charges fees to Mentors ("Mentor Fees") and (collectively, "Service Fees") in consideration for the use of the Sidetrain Platform.

Any applicable Service Fees (including any applicable Taxes) will be displayed to a Student prior to booking a video call. Sidetrain reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective. Such fee changes will not affect any bookings made prior to the effective date of the fee change.

Payment processing services for Sidetrain, including the processing and storing of credit card data, are provided by Stripe Inc. (“Stripe”) and are subject to the Stripe Services Agreement — United States (“Stripe Services Agreement”). By agreeing to these terms and continuing to use Sidetrain, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Sidetrain enabling payment processing services through Stripe, you agree to provide Sidetrain accurate and complete information about you and your business, and you authorize Sidetrain to share with Stripe Inc. this information and transaction information related to your use of the payment processing services provided by Stripe.

You are responsible for paying any Service Fees that you owe to Sidetrain. The applicable Service Fees (including any applicable Taxes) are collected by Stripe on behalf of Sidetrain. Stripe will deduct any Mentor Fees from the Call Fee before remitting the payout to the Mentor. Any Student Fees are included in the Total Fees collected by Stripe. Except as otherwise provided on the Sidetrain Platform, Service Fees are non-refundable.

Privacy and Personal Data

When delivering the Service, Sidetrain will collect and process personal data about you and your use of the Service. By using the Service, you agree that Sidetrain can use your personal data in accordance with our Privacy Policy and in accordance with the consents you have given us. The Privacy Policy is available on the privacy page. Sidetrain will comply with US privacy regulations.

Communication

Sidetrain may need to send you information about the Service, such as important service announcements and administrative messages, by SMS, email or other means of electronic communication, by posting a notice on the Website, or through any other relevant communication channels. Sidetrain may offer to send you promotional information by SMS, email or other means of electronic communication. You may choose to opt in to receiving such communication and can manage your consents in the Settings page.

Integrations

We may make available functionality allowing you to integrate other services (“Integration Service”) into Sidetrain. Usage of such services will be governed by the Terms applicable for the Integration Service used. When using the Service or third-party integrations to the Service, you may be exposed to commercial messages and advertisements. The Website and the Service may contain links to third party websites. These links are provided solely as a convenience to you and not as an endorsement by Sidetrain of the contents of such third party websites. Sidetrain excludes any responsibility for the content of linked third party websites.

Intellectual Property Rights

All rights, title to and interest in the Service (excluding User Content) are and will remain the exclusive property of Sidetrain. The Service and its content are protected by copyright and other intellectual property rights in the country you reside as well as foreign countries. Except for the limited, personal, non-exclusive, non-transferable and revocable license granted to you for the sole purpose of your use of the Service in compliance with the Terms, you are not granted any ownership of or license to any intellectual property rights in our Service or in the content owned by us our partners that you access through the Service. The trademarks, logos, domain names and any other similar signs or symbols which are displayed on the Website or as part of the Service are the registered and unregistered marks of Sidetrain. Nothing in the Terms grants you the right to use any such marks. You retain your rights to any Content you submit, post or display on or through the Service. By submitting User Content, you grant Sidetrain, or must procure that your licensors grant Sidetrain, a non-exclusive, royalty-free, perpetual, transferable, sub-licensable, irrevocable and worldwide license to use, reproduce, store, modify, distribute, publish and create derivative works of such User Content for any purpose, commercial or otherwise. You represent and warrant that you own any User Content submitted by you or that you otherwise are entitled to submit such User Content and to grant us such license.

Termination

You may stop using our Service, by contacting Sidetrain at hello@sidetrain.com, and requesting account deletion. You may terminate your subscription at any time. The Company reserves the right to terminate the Service and the agreement with you with immediate effect upon written notice to you. No users are entitled to refunds upon termination due to breach of these Terms.

Miscellaneous

Disclaimer of warranty. Sidetrain provides the Service to you "as is". You acknowledge that the Service is not error-free. You use it at your own risk and discretion. That means the Service doesn’t come with any warranty. None expressed, none implied. The service will be continually developed, and you acknowledge that changes to functionality and layout may be carried out without advance notice. Sidetrain makes no warranties, expressed or implied, with respect to the availability, merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, performance and quality of the Service. Sidetrain will from time to time have to carry out updates and maintenance of the Service, due to technical, security or operational reasons, during which time the Service might be unavailable. Sidetrain will make reasonable efforts to arrange updates and maintenance outside of peak usage hours.

Limitation of Liability. Sidetrain shall not be liable for any damages, whether arising under law, contract, warranty, indemnification, tort or otherwise, including, without limitation, incidental and consequential damages, loss of profits or business opportunities, or damages resulting from loss of data or loss of access to the Service.

Indemnity. You agree to indemnify, defend and hold harmless Sidetrain and its partners from all claims, liabilities and expenses (including reasonable attorney's fees) that arise from your misuse of the Service in breach of the Terms or applicable laws. Sidetrain reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You shall cooperate in good faith with Sidetrain in asserting any available defenses.

Partial invalidity. If any provision of the Terms is declared invalid or unenforceable by a court or other binding authority, the remaining terms (or parts), conditions and provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

Force majeure. Force Majeure means any circumstances beyond the reasonable control of either party, including, without limitation, fire, explosion, strikes or other labor disputes, riots or other civil disturbances, voluntary or involuntary compliance with any law, order regulation, recommendation or request of any governmental authority, and errors or downtime in networks, power supply, gateway or similar failures of communication. Neither party will have any liability, other than for the payment of money owing, for their failure to perform any of their contractual obligations arising out of or in connection with events of force majeure.

Assignment. Sidetrain is entitled, in whole or in part, to assign its rights and obligations under the Terms to a third party at its own discretion.

Choice of Law and Dispute Resolution. The Terms shall be governed by and interpreted in accordance with United States law. Any dispute, controversy or claim arising out of or in connection with the Terms shall be subject to the jurisdiction of the United States courts.

Press Releases and Third-Party Press about Sidetrain

The Site may contain press releases and other information about Sidetrain. While this information was believed to be accurate as of the date prepared, we disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by Sidetrain. Likewise, third-party press about Sidetrain or the Site should not be relied upon as being provided or endorsed by Sidetrain.

Mentor Agreement

Updated: September 1, 2022

Acceptance of Terms

By applying to become an Mentor on the Site, you are agreeing to comply with and be bound by the terms of this Mentor Agreement (the “Agreement”), the privacy policy, mentor community guidelines, and all rules, policies and disclaimers posted on the Site or about which you are notified (collectively “Terms”). Please review all of the Terms carefully before applying to become a Mentor on the Site.

By using the Site, you: (i) agree to be bound by the Terms; (ii) represent that you are over the age of eighteen (18) and able to form legally binding contracts; (iii) agree and acknowledge that by using the Service you are accepting a benefit that cannot be disgorged; (iv) acknowledge that the Service is subject to U.S. export controls and agree that you will comply with U.S. export controls; and (v) represent that you are neither located in a sanctioned country nor a prohibited person.

The Website

The Sidetrain Site is an online venue for informational and educational purposes, owned and operated by Sidetrain, that exists solely to broker relationships between Mentors and potential Customers of those Mentors who are interested in purchasing their Mentor services. Sidetrain is not in the business of providing or selling information or education that is within any Mentor’s area of expertise. Users of the Site, not Sidetrain, provide the content in Posts. The Mentors determine, in their sole discretion, which calls to answer and engage. Mentors are not employees or agents of Sidetrain. Rather, they are independent service providers using the Site to sell their knowledge to Customers and, as such, are along with Customers simply Users of the Site. Sidetrain is not involved in the conversations between Mentors and Customers. Sidetrain shall not be liable for any acts or omissions of Mentors, content in Posts or calls, the ability of Mentors to answer questions, or the ability of Customers to pay for answers. We cannot ensure that a Customer will complete a transaction. Notwithstanding the foregoing, Sidetrain reserves the right, but is not obligated, to refuse to post or to remove any content on the Site.

EMERGENCY QUESTIONS AND CRISIS SITUATIONS (particularly regarding medical or mental health issues) should not be directed to the Site and should, instead be directed immediately by telephone or in-person to qualified professionals (e.g., in the U.S., call 911). The Site is not the appropriate venue to deal with such situations.

Service Fees

Sidetrain charges 20% fees to Mentors ("Mentor Fees") and (collectively, "Service Fees") in consideration for the use of the Sidetrain Platform.

Any applicable Service Fees (including any applicable Taxes) will be displayed to a Student prior to booking a video call. Sidetrain reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective. Such fee changes will not affect any bookings made prior to the effective date of the fee change.

Payment processing services for Sidetrain, including the processing and storing of credit card data, are provided by Stripe Inc. (“Stripe”) and are subject to the Stripe Services Agreement — United States (“Stripe Services Agreement”). By agreeing to these terms and continuing to use Sidetrain, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Sidetrain enabling payment processing services through Stripe, you agree to provide Sidetrain accurate and complete information about you and your business, and you authorize Sidetrain to share with Stripe Inc. this information and transaction information related to your use of the payment processing services provided by Stripe.

You are responsible for paying any Service Fees that you owe to Sidetrain. The applicable Service Fees (including any applicable Taxes) are collected by Stripe on behalf of Sidetrain. Stripe will deduct any Mentor Fees from the Call Fee before remitting the payout to the Mentor. Any Student Fees are included in the Total Fees collected by Stripe. Except as otherwise provided on the Sidetrain Platform, Service Fees are non-refundable.

Mentor Representations and Covenants

By agreeing to this Mentor Agreement and completing the online registration process, you are representing and agreeing that:

  1. All information you provide in your registration with Sidetrain relates to yourself only and is accurate, complete, and not misleading.
  2. You accurately describe your background, skills, knowledge, and your level of experience (including professional licenses, certifications, education, employment, etc.).
  3. You will not misrepresent yourself, such as, but not limited to, using or creating a misleading username.
  4. Sidetrain reserves the right, and Mentor agrees to comply, to periodically audit the credentials of any Mentor on the platform.
  5. Mentors in the Medical, Health, Veterinary, Pet, or Large Animal categories shall provide general information only, not medical or veterinary advice. They shall not diagnose, treat, or recommend treatment or a course of action that should only be performed or recommended after an in-person examination or meeting, and they shall not act in a manner or engage in a form of communication that would establish a professional-client relationship on the Site; however, they may do so outside of the Site.
  6. Mentors in the Legal categories must be attorneys licensed to practice law, and be in good standing, in at least one jurisdiction in the United States or foreign country. Such Mentors shall provide general information only, such as providing descriptions of general principles of law, and shall not provide legal advice. In responding to questions, Mentors in the Legal Category shall not apply their legal knowledge or skills to resolve or advise on the Customer’s specific factual circumstances described in the question, such as by proposing a specific course of action (other than advising the User to seek the advice of an attorney licensed to practice in the relevant jurisdiction). Mentors in the Legal Category shall not form an attorney-client relationship on the Site; however, they may do so outside of the Site.
  7. You will not do anything to manipulate, undermine, or disrupt the integrity of any Customer, Mentor, or other feedback ratings, reports, or systems on the Site, including, but not limited to, by filing false reports about other Mentors. You will not harass or threaten any other User of the Site.
  8. You will not disclose (which a Customer will be prompted to rate) any information that is classified more aptly as an “Information Request.”
  9. You will abide by all the laws, rules, regulations, and ethical standards pertaining to your profession and/or the profession applicable to categories in which you are a Mentor (including, if applicable, any ethical obligations relating to conflicts of interest).
  10. You agree that any content you provide on the Site and your use of the Site or any additional services (whether such additional services are Informational or Beyond-Information Only, as defined below) initiated through the Site shall not: (a) be fraudulent, inaccurate or misleading; (b) infringe any third party’s proprietary rights or rights of publicity or privacy (c) be illegal or violate any federal, state, or local law, statute, ordinance, regulation, or ethical code; (d) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (e) be obscene or contain child pornography; (f) contain any viruses, Trojan horses, or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (g) create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; or (h) link directly or indirectly to, or include descriptions of, goods or services that are prohibited under the Terms or that you do not have a right to link to or include. If you post material that is adult in nature, such material shall be posted with “Mature Audiences Only” in the listing title and appropriate notices to prevent unauthorized underage viewing and shall be distributed only to people legally permitted to receive such content. You may not consummate any transaction that was initiated using our Service that, by paying us a fee, could cause us to violate any applicable law, statute, ordinance, or regulation. Furthermore, you may not resell or make any commercial use of our system or the content on the Site without Sidetrain prior written consent. We do not knowingly collect personal information from children under thirteen (13) years of age, and if we become aware that a child under the age of thirteen (13) has submitted personal information to us, we will promptly remove it from our systems.

Age limitation

Sidetrain is only for people 18 or older if they are residing in the United States, and 18 or older if they are residing anywhere else. By using Sidetrain, you affirm that you are over the age limit effective for your country of residence. If we learn that someone under the minimum allowed age is using Sidetrain, we’ll terminate their account. For use in educational or other settings, contact us.

How you can use the Service

Your use of Sidetrain requires that you have hardware, software and an Internet connection fulfilling certain recommended requirements, as may be specified in our Support Center. If the recommended requirements are not met, you may potentially still use the Service, but normally with a lower quality or performance. Such reduced quality or performance will not give you the right to claim any compensation from Sidetrain.

To use the Service, you will need to create a personal Sidetrain account. You may register an account by following the instructions on the Website or other instructions prompted to you. You are responsible for providing and maintaining accurate and updated personal information, and for safeguarding your account information. You may not select or use the identity of another person with the intent to impersonate that person. You must use a valid email address, and Sidetrain reserves the right to verify this at any time. Sidetrain will not be liable for any loss or damage arising from your failure to comply with the above requirements.

Your account is strictly personal and shall not be used by any other person without your supervision. Neither shall you assign your account to any other person. You are in any event solely responsible for the use of the Service through your personal user account. We may change, terminate, or restrict access to any aspect of the Service or your account, at any time, without notice. We reserve the right to impose limitations of use based on what we consider fair or legitimate usage.

You are responsible for your use of Sidetrain, including the lawfulness of any content displayed, shared, uploaded or otherwise made available by you in the Service (“the Student Content”). Video services for Sidetrain, are provided by Twilio Inc., 375 Beale Street, Suite 300, San Francisco, CA 94105 (Twillio), and are subject to the Twillio Terms of Service. By agreeing to these terms and continuing to use Sidetrain, you agree to be bound by the Twillio Terms of Service, as the same may be modified by Twillio from time to time.

Restrictions on Content and Use of the Service

We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to Student support requests, or (v) protect our rights, property or safety, our Students and the public.

We reserve the right to report illegal activity to applicable local authorities. Prohibited Mentor Content includes, without limitation, content which:

  • is offensive, such as Student Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred, violence, grooming, terrorism, harassment or physical harm of any kind against any group or individual;
  • be illegal or violate any federal, state or local law, statute, ordinance, regulation or ethical code
  • be obscene or contain child pornography or, if otherwise adult in nature or harmful to minors, but without containing child pornography
  • contain any viruses, Trojan horses, or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information
  • displays or links to pornographic, sexually explicit or any other indecent material;
  • promotes or endorses false or misleading information or illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  • promotes or endorses an illegal or unauthorized copy of another person's copyrighted work;
  • create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers
  • infringes on others trademarks, copyright or legal rights
  • contains restricted or password only access pages or hidden pages or images;
  • solicits passwords or personal data from other users; or
  • violates the rights of or harms or threatens the safety of other users or the Service.
  • shares Personal information about others, without their consent

If you post material that is adult in nature, such material shall be posted with “Mature Audiences Only” in the listing title and appropriate notices to prevent unauthorized underage viewing and shall be distributed only to people legally permitted to receive such content. You may not consummate any transaction that was initiated using our Service that, by paying us a fee, could cause us to violate any applicable law, statute, ordinance or regulation.

Any use or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Service. You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, Content that has been mislabeled or is otherwise deceptive. Under no circumstances will we be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content generated or made available via the Service. We give you a personal, limited, worldwide, royalty-free, non-assignable, non-sublicensable and non-exclusive license to use the software that is provided to you by us as part of the Service for your personal or business use. This license is for the sole purpose of enabling you to use the Service as provided by us, subject to these Terms.

You may not do any of the following while accessing or using the Services: (i) access, tamper with, or use non-public areas of the Service, our internal computer systems including technical delivery systems of our subcontractors used to provide the Service; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Service by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by us (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with us; (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Service or its users.

The Service may contain cryptographic functionality where the export of such could be restricted under applicable export control laws. You shall not export or re-export the Service or parts of it in violation of such laws or regulations.

Duration and Termination of Agreement

  1. This Agreement shall be for an initial duration of thirty days after Sidetrain approves the Mentor’s request to use the Site as an Mentor, and will automatically renew for thirty-day intervals on the thirtieth day of the initial duration and of each successive term thereafter (each a "Duration"), unless and until one party gives the other at least ten days' written notice before the end of the then-current Duration of its intention not to renew this Agreement. You may terminate your service and account by written notice via email to hello@Sidetrain.com. Terminations typically will be effective within seven (7) business days after the receipt of your termination notice, at which time your account will be closed, and you will no longer be able to access your former account. Any payments accrued as of the effective date of termination will be payable according to the Terms.
  2. Sidetrain can terminate this Agreement in the event of a breach of this Agreement by the Mentor, provided that Sidetrain gives the Mentor notice of the breach of the Agreement (with notice of temporarily suspended access to the Site), with a reasonable opportunity to cure the breach within twenty days, in situations involving, for example, failure to qualify to provide services as an Mentor in the approved subject matter, or Sidetrain’s good faith belief that the Mentor poses a risk to the safety or health of others; or the Mentor’s engagement in fraud, gaming, or other improper use of the Site or the Services with or through a Customer that has a Membership, which allow Customers who are “Members” to receive the benefits of the Site for multiple questions on the Site for a monthly or other-period recurring fee.
  3. Either party may terminate the Mentor Agreement immediately and without notice upon a material breach.

Informational and Educational Purposes Only

The Sidetrain Site is a venue for informational and educational purposes only. The formation of a professional-client relationship on the Site is prohibited; however, the formation of a professional-client relationship outside the Site is not prohibited, as long as the User requested those services. Promoting non-free services, provided by the Mentor, outside of the Sidetrain site is prohibited, except in the case the User requests this information.

Content and License

Any information or communications provided in questions, answers, calls, video calls, messages, requests for information, responses, profiles, Mentor signatures, qualifications, comments, and posts in the Mentor Forum and other places where Users communicate with one another on the Site (“Posts”) will not be considered confidential and may be used by Sidetrain for any purpose. This may include, but is not limited to, using your signature and/or profile information in emails sent to Customers alerting them to your postings. You understand and agree that Sidetrain may send Customers emails pertaining to their questions and your answers that are signed by your username (but sent on your behalf from a Sidetrain email address). For example, Sidetrain may let the Customer know that you have sent the Customer an email, have responded to their question, and/or have not been paid for an answer (and the Customer should therefore remit payment). As between you and Sidetrain, Sidetrain will maintain whatever ownership interest you have in and to the Posts you provide on the Site. Sidetrain reserves the right to remove any or all of your Posts, in whole or in part, at any time with or without notice.

You grant to Sidetrain a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights, including the right to use, reproduce, display, edit, copy, modify, transmit, publicly perform or create derivative works thereof, that you have in your Posts, in any media now known or not currently known, with respect to any such Posts.

To allow Sidetrain to assist you in protecting your copyrights in your Answers, at its sole discretion, you grant Sidetrain the right to act on your behalf solely in submitting DMCA takedown notices to other websites to remove copies of your Answers on Sidetrain.com from other websites. You agree to notify Sidetrain at dmca-agent@Sidetrain.com within twenty-four (24) hours of posting any portion of your Answers on another website or granting permission to another person or entity to do so, so that Sidetrain does not submit a DMCA takedown notice for such content. If you do not wish Sidetrain to assist you in protecting your copyrights in this manner, please send an email to that effect to dmca-agent@Sidetrain.com . You agree that Sidetrain has no obligation to make any searches or submit any DMCA takedown notices on your behalf.

Mentor Accounts and Relationship to Sidetrain

You may not share your account with, nor use the account of, anyone else. You will be solely and fully liable and responsible for all activities and answers provided under your username and account. In addition, if any Sidetrain account of yours has been suspended or terminated, you may not open another account on the Site.

No relationship (such as partnership, agent, joint venturer, or employee) between you and Sidetrain is created by this Agreement or your participation on the Site. You acknowledge that you are not an employee or agent of Sidetrain but are, like Customers, only Users of the Site. You shall act in accordance with this status and shall not hold yourself out as an officer, employee or agent of Sidetrain, nor make any claim based on any right or privilege applicable to Sidetrain’s employees. Under no circumstances shall you look to Sidetrain as your employer, or as a partner, agent, or principal. Nothing regarding your participation on the Site will be considered as an endorsement, referral or recommendation by Sidetrain of you or the answers you provide and you will not, either on the Site or in any other forum or by any other means, suggest such an endorsement.

It is the express intention of Sidetrain and the Mentor that the Mentor be an independent contractor. Nothing in this Agreement shall in any way be construed to constitute the Mentor as an agent, employee, or representative of Sidetrain. Without limiting the generality of the foregoing, the Mentor is not authorized to bind Sidetrain to any liability or obligation or to represent that the Mentor has any such authority. Mentor agrees to furnish all tools and materials necessary to answer questions on the Site and shall incur all expenses associated with such performance. Mentor further agrees that any use of site tools, Sidetrain’s mobile application or any other tools (“Tools”) offered by Sidetrain is optional and such Tools are purely offered for Mentor’s convenience and usage of such Tools are not mandatory. Mentor acknowledges and agrees that Mentor is obligated to report as income all compensation received by Sidetrain pursuant to this Agreement. Mentor agrees to and acknowledges the obligation to pay all self-employment and other taxes on such income. Mentor will receive no Sidetrain-sponsored benefits such as, but not limited to, paid vacation, sick leave, medical insurance, and 401k participation. If Mentor is reclassified by a state or federal agency, court, or arbitrator as Sidetrain’s employee, Mentor will become a reclassified employee and will receive no benefits from Sidetrain, except those mandated by state or federal law, even if by the terms of Sidetrain’s benefit plans or programs of the Company in effect at the time of such reclassification, Mentor would otherwise be eligible for such benefits.

Limited Exclusivity and Other Agreements

By agreeing to this Mentor Agreement and completing the online registration process, you are agreeing that:

  1. You will not post – or authorize anyone else to post – any portion of your calls on Sidetrain, unless that question-and-answer component is via the Sidetrain referral program or it is a website on which you are the only person answering questions. This does not prohibit you from providing the same substantive answer to a question, but only from providing it using the same words as used on the Site.
  2. The provisions of this Agreement are not intended to prevent you from practicing your profession, but only from engaging in the limited activity described therein.
  3. You will not make any statement that disparages Sidetrain, its services, products, directors, officers, employees, shareholders or agents, except as required by law or in communications exclusively to Sidetrain.
  4. You will not provide information on any other websites about Sidetrain, unless you expressly state that your statements are not made on behalf of and have not been approved by Sidetrain.
  5. You will not use any automated programs to automatically lock questions that are posted on the Sidetrain website or responded to messages sent to you.

Confidentiality

You acknowledge that Sidetrain and its licensors and suppliers own the rights to the Sidetrain website and the content displayed on the Site other than Posts. You shall not modify, reverse engineer, decompile, disassemble, or attempt to derive the source code of the Sidetrain website, any software distributed by or assist any other person or entity in doing so. You acknowledge that all content, including, but not limited to, text, software, music, sound, photographs, video, graphics or other material contained in listings, sponsor advertisements or email-distributed, commercially produced information presented to you by the Service, by Sidetrain, Users, or Sidetrain advertisers or other content providers, is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You may not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way content available through the Service, whether done directly or through intermediaries (including, but not limited to, by means of spiders, robots, crawlers, scrapers, framing, iframes or RSS feeds), including, but not limited to, code and software for commercial purposes. For permission to use third-party materials appearing on the Site, please contact the copyright owner. You do not acquire ownership rights to any content, document or other materials viewed through the Site. The posting of information or materials on the Site does not constitute a waiver of any right in such information and materials.

Any access to or use of Sidetrain to design, develop, test, update, operate, modify, maintain, support, market, advertise, distribute or otherwise make available any program, application or service (including, without limitation, any device, technology, product, computer program, mobile device application, website, or mechanical or personal service) that enables or provides access to, use of, operation of or interoperation with Sidetrain (including, without limitation, to access content, post content, cross-post content, re-post content, respond or reply to content, verify content, transmit content, create accounts, verify accounts, use accounts, circumvent and/or automate technological security measures or restrictions, or flag content) without the prior written authorization of Sidetrain is prohibited. This prohibition specifically applies to, but is not limited to, software, programs, applications, and services for use or operation on or by any computer and/or any electronic, wireless and/or mobile device, technology, or product that exists now or in the future.

If you access Sidetrain or copy, display, distribute, perform, or create derivative works from content displayed on the Site or other intellectual property in violation of this Agreement, your access, copying, display, distribution, performance, or derivative work is unauthorized. Circumvention of any technological restriction or security measure on Sidetrain or any provision of this Agreement that restricts content, conduct, accounts or access is expressly prohibited. For purposes of this paragraph, you agree that cached copies of Sidetrain webpages on your computer or computer server constitute “copies” under the Copyright Act, 17 U.S.C. § 101.

You agree that Posts on the Site, materials, ideas, comments, and testimonials that you submit on the Site or other venues, including, but not limited to, the Sidetrain blogs and the Sidetrain venues on www.facebook.com, www.instagram.com, www.twitter.com, www.linkedin.com, www.youtube.com, www.pinterest.com, plus.google.com, www.flickr.com, or to the Site administrator or any employee, officer or agent of Sidetrain (“User Content”), will not be considered confidential and may be used by Sidetrain, in its sole discretion, without any obligation to compensate you for the use of or to return any submitted materials. You also agree that Sidetrain owns, and has the right to register in its name, trademarks and service marks for any category names that you create on Sidetrain, so do not use a category name that you want to reserve for your own benefit. Sidetrain may use other trademarks or service marks in lieu of the category names that you create.

You grant to Sidetrain a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights, including the right to use, reproduce, display, edit, copy, modify, transmit, publicly perform, extract and create derivative works thereof, that you have in your Posts, recorded calls, and User Content, in any media now known or not currently known, with respect to any such Posts and other User Content.

Notwithstanding the above, please note that Mentors are granted access to the Site beyond the access granted to other Users and, as such, have access to information not known by non-Mentor Users of the Site (“Confidential Information”). Mentors shall maintain all Confidential Information in confidence; shall use such Confidential Information in confidence; shall use such Confidential Information only in connection with their legitimate activities on the Site; shall not use Confidential Information for the purpose of developing, operating, or participating in any competing service; and shall not disclose Confidential Information to non-Mentors unless required by law.

No Endorsement of Non-Sidetrain Entity; No Relationship with Users

Sidetrain may endeavor to offer to its Users products and services offered by non-Sidetrain entities. The Site may contain links to third party websites and service providers (collectively, “Third Party Services”) that are not owned or controlled by Sidetrain. Sidetrain has no control over and assumes no responsibility for the content, practices, and privacy policies of such Third Party Services. Sidetrain encourages you to, and you acknowledge that you are solely responsible for, reviewing and complying with any third party terms and conditions and privacy policies. Sidetrain cannot and will not censor or edit the content of any Third Party Service. Placement of information, logos, links, or names of such non-Sidetrain entities on the Site does not constitute an endorsement or warranty of these entities, their products or services. By using this Site, you agree that Sidetrain is not responsible for, and you take full responsibility for, a decision to visit or patronize any such Third Party Service or entity, you hold Sidetrain harmless from any and all liability arising from such actions, and you expressly relieve Sidetrain from all liability arising from your use of Third Party Services. IT IS THE RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ANY OPINION, ANSWER OR OTHER CONTENT AVAILABLE THROUGH THE SITE FROM THIRD PARTIES OR OBTAINED FROM A LINKED SITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC OPINION, ANSWER, PRODUCT, SERVICE, OR OTHER CONTENT.

Information Control and Storage

We do not control the information provided by Users, which you may find to be offensive, harmful, inaccurate, or deceptive. Please use caution and common sense when using the Site. There are also risks of dealing with underage persons or people acting under false pretenses. Additionally, there may be risks dealing with international trade and foreign nationals. By using this Site, you agree to accept such risks and that Sidetrain is not responsible for the acts or omissions of Users on the Site.

The amount of storage space per User is currently limited. You agree that Sidetrain is not responsible or liable for the deletion or failure to store content and/or other information.

Exclusion of Warranties

Sidetrain SERVICES, SOFTWARES, AND RELATED DOCUMENTATION ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTY OF ANY KIND EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THIS SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS. Sidetrain DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Sidetrain DOES NOT WARRANT OR REPRESENT THAT THE USE OR THE RESULTS OF THE USE OF THE MATERIALS AVAILABLE THROUGH THE SERVICE, FROM THIRD PARTIES OR A LINKED SITE WILL BE CORRECT, ACCURATE, TIMELY, RELIABLE OR OTHERWISE. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

UNDER NO CIRCUMSTANCES WILL Sidetrain BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER’S RELIANCE ON INFORMATION OBTAINED THROUGH THE SITE, FROM THIRD PARTIES (SUCH AS Mentors OR OTHERS) OR A LINKED SITE, OR USER’S RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A THIRD PARTY OR A LINKED SITE. USE OF THIS SITE IS AT USERS’ SOLE RISK.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Sidetrain OR THROUGH OR FROM THE Sidetrain SERVICES SHALL CREATE ANY WARRANTY.

Dispute Resolution: Mediation and Arbitration

This Section may be referred to as the parties’ “Dispute Resolution Agreement.” If you have a dispute with Sidetrain or if Sidetrain has a dispute with you and such dispute cannot be resolved informally, such dispute will be resolved on an individual basis in accordance with the provisions set forth below:

  1. Informal Resolution. Prior to initiating mediation or arbitration, the party with a grievance must:
    1. Notify the other party, in writing, of the facts of the dispute and all damages claimed. Such a writing must be sent to (a) the Mentor’s email address on file with Sidetrain, or (b) Sidetrain Inc, 2301 W Anderson LN, Suite 102-14, Austin, TX 78757, or legal@Sidetrain.com , whichever is applicable (“Dispute Notification”).
    2. The party receiving the Dispute Notification has thirty (30) days from receipt of the Dispute Notification to respond.
    3. The other party then has 15 days to reply to the response.
  2. Mediation. If the dispute is not resolved informally, either party may make a demand for mediation, with the other party’s consent, please contact legal@Sidetrain.com at Sidetrain for updated information.
  3. Arbitration.
    1. Mutual agreement to arbitrate. If mediation does not occur or if mediation does not resolve the dispute, then both parties agree that all disputes between them, including without limitation, those disputes arising out of or related to this Agreement, the Services provided under this Agreement, the termination of this Agreement, the use of the Site, and the “Terms” as defined in the Agreement, shall be determined exclusively by final and binding arbitration before a single, neutral arbitrator as described herein.
    2. Covered claims. Claims subject to arbitration under this Dispute Resolution Agreement include, but are not limited to, the following types of claims between and among Mentor on the one hand, and Sidetrain, its subsidiaries, affiliates, shareholders, officers, directors, employees, benefit plans, or agents, any alleged joint employers, and any of Sidetrain’s Users (including Customers and Mentors), on the other hand: breach of contract; discrimination, harassment, or retaliation; wrongful discharge; negligence or other tort claims including defamation, libel, slander, fraud, invasion of privacy, and infliction of emotional distress; claims for wages, overtime, benefits, or other compensation; and all other statutory, regulatory, contractual, or tort claims or claims of violation of any international, federal/national, state/provincial, or local statute, ordinance, governmental enactment, common law duty, provision, or doctrine. Except as provided below, the parties voluntarily waive all rights to trial in court before a judge or jury on claims between them. Judgment upon the arbitrator's award may be entered in any court of competent jurisdiction. The only disputes and actions excluded from this Dispute Resolution Agreement are: (a) actions to enforce this Dispute Resolution Agreement, compel arbitration, or claims by either party seeking temporary injunctive relief prior to the appointment of the arbitrator; and (b) claims for which this Dispute Resolution Agreement would be invalid as a matter of law. Individual knowingly and voluntarily waives the right to file or seek relief in a court seeking recovery of money damages.
    3. Arbitration rules and selection of arbitrator. Unless the parties agree otherwise in writing, the AAA shall administer the resolution of covered disputes pursuant to the Commercial Arbitration Rules and the supplementary procedures for Consumer Related Disputes (collectively, "AAA rules"). Copies of these rules can be obtained at the AAA’s website (www.adr.org) or by calling the AAA at 1-800-778-7879. Federal Rule of Civil Procedure 68 (“Offer of Judgment”) shall apply, as well. In the event of any inconsistency between this Dispute Resolution Agreement and the applicable rules of the AAA, this Dispute Resolution Agreement shall govern. The parties shall have 30 days from receipt of a notice of arbitration to select a mutually agreeable arbitrator. If the parties are unable to jointly select the arbitrator, the arbitrator shall be selected as provided in the AAA’s rules.
    4. Commencement of arbitration and location of hearing. A party wishing to initiate arbitration must notify the other party in writing by hand delivery or certified mail. The notice must identify the party requesting the arbitration, and it must describe the facts upon which the claim is based, the date and location of any occurrences giving rise to the claim, and the remedy requested. Notice must be sent to the Mentor’s email address on file with Sidetrain, or Sidetrain Inc, 2301 W Anderson LN, Suite 102-14, Austin, TX 78757 or legal@Sidetrain.com . The arbitration hearing shall be held in Los Angeles, California.
    5. The payment of filing and arbitration fees will be governed by the relevant AAA rules subject to the following modifications:
      1. If the Mentor initiates arbitration under this Dispute Resolution Agreement and is otherwise required to pay a filing fee under the relevant AAA rules, Sidetrain agrees that, unless the claim is for $5,000 or more, the Mentor’s share of the filing fee is limited to $50, and after the Mentor submits proof of payment of the filing fee to Sidetrain, Sidetrain will promptly reimburse the Mentor for all but $50 of the filing fee. If, however, the arbitrator finds that either the substance of the Mentor’s claim or the relief sought in the claim is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA rules.
      2. If Sidetrain initiates arbitration under this Dispute Resolution Agreement, Sidetrain will pay all costs unique to arbitration (as compared to the costs of adjudicating the same claims before a court or agency), including the regular and customary administrative fees and expenses charged by AAA. Any dispute as to whether a cost is unique to arbitration shall be resolved by the arbitrator.
      3. Except as provided for in Federal Rule of Civil Procedure 68, each party shall pay its own attorneys’ fees and any costs that are not unique to the arbitration (i.e., costs that each party would incur if the claim(s) were litigated in a court or agency such as costs to subpoena witnesses and/or documents; take depositions and purchase deposition transcripts; copy documents; etc.).
    6. Authority of the arbitrator. The arbitrator shall have the same authority to order remedies to individual claimants as would a court of competent jurisdiction. The arbitrator shall also have the same authority to decide dispositive motions as would a court, though he or she may establish appropriate and less formal procedures for such motions consistent with the expedited nature of arbitration proceedings. The arbitrator shall have the authority to issue subpoenas to compel the attendance of witnesses at the arbitration hearing and to compel the production of documents during discovery. Except as provided below, the arbitrator shall have the authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Dispute Resolution Agreement, including without limitation any claim that the Dispute Resolution Agreement is void or voidable. The arbitrator shall not have the authority to hear disputes not recognized by existing law and shall dismiss such claims upon motion by either party in accordance with the standards and burdens generally applicable in federal district court.
    7. Waiver of class, collective, and/or representative actions. Mentor understands and agrees that all claims covered by this Dispute Resolution Agreement that Mentor may have against Sidetrain must be brought in Mentor’s individual capacity and not as a plaintiff or class member in any purported class action, collective action or representative action proceeding. Similarly, any claims covered by this Dispute Resolution Agreement that Sidetrain may have against Mentor may not be brought as a plaintiff or class member in any purported class action, collective action or representative action proceeding. Mentor understands that there is no right or authority for any dispute covered by this Dispute Resolution Agreement to be heard or arbitrated on a collective action basis, class action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Sidetrain company employees (or any of them) or on behalf of other persons alleged to be similarly situated. Mentor understands that there are no bench or jury trials and no class actions or representative actions permitted under this Dispute Resolution Agreement. The arbitrator shall not consolidate claims of different Mentors into one proceeding, nor shall the arbitrator have the power to hear arbitration as a class action, collective action, or representative action. Any disputes regarding the enforceability or scope of this provision including, but not limited to, whether class, collective, or representative actions are authorized in arbitration by this Dispute Resolution Agreement, shall be decided by a court of competent jurisdiction rather than by an arbitrator.
    8. Form of the award. The arbitrator shall render a written award setting forth his or her findings of fact and conclusions of law.
    9. WAIVER OF JURY TRIAL. EXCEPT AS PROVIDED EXPRESSLY HEREIN, THE PARTIES VOLUNTARILY WAIVE ALL RIGHTS TO A TRIAL IN COURT BEFORE A JUDGE OR JURY ON ALL CLAIMS BETWEEN THEM COVERED BY THIS AGREEMENT.
    10. Governing law applicable to this Dispute Resolution Agreement. The parties acknowledge that Section 21 contains the parties' "Dispute Resolution Agreement"; that this Dispute Resolution Agreement is made in the course of interstate commerce; that any arbitration under this Dispute Resolution Agreement is governed by the Federal Arbitration Act, 9 U.S.C. §1 et. seq. (the “FAA”); and the parties are subject to the FAA for purposes of the Dispute Resolution Agreement. This choice of law provision applies only to this Dispute Resolution Agreement, and not to the rest of this Agreement or Terms.
    11. Attorney’s fees; survival; and right to consult. The arbitrator shall award attorney’s fees and costs to the prevailing party in any arbitration arising out of or relating to this Agreement, the Terms, and where otherwise provided by applicable law. This Dispute Resolution Agreement section shall survive termination of this Agreement. Mentor acknowledges and agrees that he/she is entering into this Dispute Resolution Agreement voluntarily and without any duress or undue influence by Sidetrain or anyone else. Mentor further acknowledges and agrees that he/she has carefully read this Dispute Resolution Agreement and that Mentor has asked any questions needed for Mentor to understand the terms, consequences and binding effect of this Dispute Resolution Agreement and fully understand it, including that Mentor is waiving his/her right to a jury trial. Finally, Mentor agrees that he/she has been provided an opportunity to seek the advice of an attorney of Mentor’s choice before agreeing to this Dispute Resolution Agreement.

Choice of Law

The Terms shall be governed by, and construed in accordance with the laws of the State of Texas, without regard to its conflicts of law provisions, except as set forth in (the “Dispute Resolution Agreement”).

Miscellaneous

Failure to enforce any provision of this Agreement by Sidetrain shall not constitute a waiver of any provision by Sidetrain. If any provision of this Agreement is deemed invalid or unenforceable, such provision shall be ineffective only to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of the Agreement. All provisions not affected by the invalidity shall remain in full force and effect.

The Terms constitute the complete and exclusive statement of the Agreement between you and us. It supersedes any and all prior or contemporaneous agreement, oral or written, and any other communications, representations, warranties and understanding relating to the subject matter of the Terms. If there is a conflict between an oral or written representation of any Sidetrain employee or agent and the Terms (other than modifications to the Terms executed in writing by the CEO or authorized-in-fact representative of Sidetrain), the Terms will prevail. To the extent the Terms are in conflict or inconsistent with one another, this Agreement and the Privacy Policy will prevail for Mentors over other terms, rules, policies, and FAQs on the Site. If any provision(s) of the Terms is held by a court or arbitrator of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties and the other provisions shall remain in full force and effect. Sidetrain’s failure to exercise or enforce any of the Terms shall not constitute a waiver of Sidetrain’s right to exercise or enforce the Terms as to the same or another instance.

Headings in this and Related Agreements are for purposes of reference only and shall not limit or otherwise affect the meaning of the Terms.

You agree that Sidetrain may assign the Terms to any other entity of its choosing, with or without notice to you. You may not assign the Terms to any other party for any reason. Sidetrain shall not be deemed to have waived any of its rights or remedies unless such waiver is in writing and signed by an authorized officer of Sidetrain. No delay or omission on the part of Sidetrain in exercising any rights or remedies shall operate as a waiver of such rights or remedies or any other rights or remedies on future occasions.

Certain sections of this Agreement, by their terms, survive the termination of this Agreement.

Video Calls

If you use our Services, we will receive the personal information contained in the content of those calls.

Privacy and Personal Data

When delivering the Service, Sidetrain will collect and process personal data about you and your use of the Service. By using the Service, you agree that Sidetrain can use your personal data in accordance with our Privacy Policy and in accordance with the consents you have given us. The Privacy Policy is available on the privacy page. Sidetrain will comply with US privacy regulations.

Communication

Sidetrain may need to send you information about the Service, such as important service announcements and administrative messages, by SMS, email or other means of electronic communication, by posting a notice on the Website, or through any other relevant communication channels. Sidetrain may offer to send you promotional information by SMS, email or other means of electronic communication. You may choose to opt in to receiving such communication and can manage your consents in the Settings page.

Integrations

We may make available functionality allowing you to integrate other services (“Integration Service”) into Sidetrain. Usage of such services will be governed by the Terms applicable for the Integration Service used. When using the Service or third-party integrations to the Service, you may be exposed to commercial messages and advertisements. The Website and the Service may contain links to third party websites. These links are provided solely as a convenience to you and not as an endorsement by Sidetrain of the contents of such third party websites. Sidetrain excludes any responsibility for the content of linked third party websites.

Intellectual Property Rights

All rights, title to and interest in the Service (excluding User Content) are and will remain the exclusive property of Sidetrain. The Service and its content are protected by copyright and other intellectual property rights in the country you reside as well as foreign countries. Except for the limited, personal, non-exclusive, non-transferable and revocable license granted to you for the sole purpose of your use of the Service in compliance with the Terms, you are not granted any ownership of or license to any intellectual property rights in our Service or in the content owned by us our partners that you access through the Service. The trademarks, logos, domain names and any other similar signs or symbols which are displayed on the Website or as part of the Service are the registered and unregistered marks of Sidetrain. Nothing in the Terms grants you the right to use any such marks. You retain your rights to any Content you submit, post or display on or through the Service. By submitting User Content, you grant Sidetrain, or must procure that your licensors grant Sidetrain, a non-exclusive, royalty-free, perpetual, transferable, sub-licensable, irrevocable and worldwide license to use, reproduce, store, modify, distribute, publish and create derivative works of such User Content for any purpose, commercial or otherwise. You represent and warrant that you own any User Content submitted by you or that you otherwise are entitled to submit such User Content and to grant us such license.

Termination

You may stop using our Service, by contacting Sidetrain at hello@sidetrain.com, and requesting account deletion. You may terminate your subscription at any time. The Company reserves the right to terminate the Service and the agreement with you with immediate effect upon written notice to you. No users are entitled to refunds upon termination due to breach of these Terms.

Miscellaneous

Disclaimer of warranty. Sidetrain provides the Service to you "as is". You acknowledge that the Service is not error-free. You use it at your own risk and discretion. That means the Service doesn’t come with any warranty. None express, none implied. The service will be continually developed, and you acknowledge that changes to functionality and layout may be carried out without advance notice. Sidetrain makes no warranties, expressed or implied, with respect to the availability, merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, performance and quality of the Service. Sidetrain will from time to time have to carry out updates and maintenance of the Service, due to technical, security or operational reasons, during which time the Service might be unavailable. Sidetrain will make reasonable efforts to arrange updates and maintenance outside of peak usage hours.

Limitation of Liability. Sidetrain shall not be liable for any damages, whether arising under law, contract, warranty, indemnification, tort or otherwise, including, without limitation, incidental and consequential damages, loss of profits or business opportunities, or damages resulting from loss of data or loss of access to the Service.

Indemnity. You agree to indemnify, defend and hold harmless Sidetrain and its partners from all claims, liabilities and expenses (including reasonable attorney's fees) that arise from your misuse of the Service in breach of the Terms or applicable laws. Sidetrain reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You shall cooperate in good faith with Sidetrain in asserting any available defenses.

Partial invalidity. If any provision of the Terms is declared invalid or unenforceable by a court or other binding authority, the remaining terms (or parts), conditions and provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

Force majeure. Force Majeure means any circumstances beyond the reasonable control of either party, including, without limitation, fire, explosion, strikes or other labor disputes, riots or other civil disturbances, voluntary or involuntary compliance with any law, order regulation, recommendation or request of any governmental authority, and errors or downtime in networks, power supply, gateway or similar failures of communication. Neither party will have any liability, other than for the payment of money owing, for their failure to perform any of their contractual obligations arising out of or in connection with events of force majeure.

Assignment. Sidetrain is entitled, in whole or in part, to assign its rights and obligations under the Terms to a third party at its own discretion.

Choice of Law and Dispute Resolution. The Terms shall be governed by and interpreted in accordance with United States law. Any dispute, controversy or claim arising out of or in connection with the Terms shall be subject to the jurisdiction of the United States courts.

Press Releases and Third-Party Press about Sidetrain

The Site may contain press releases and other information about Sidetrain. While this information was believed to be accurate as of the date prepared, we disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by Sidetrain. Likewise, third-party press about Sidetrain or the Site should not be relied upon as being provided or endorsed by Sidetrain.

More questions?

You will find answers to the most frequently asked questions about the Service on the Website, or contact our support team at hello@Sidetrain.com. Most questions will be answered within 24 hours.