Terms of Service

Welcome to NannyKeeper. These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and NannyKeeper, Inc. ("NannyKeeper," "we," "us," or "our") governing your access to and use of the NannyKeeper platform, website, and related services (collectively, the "Service").

PLEASE READ THESE TERMS CAREFULLY. BY CREATING AN ACCOUNT OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING THE MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER IN SECTION 14. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

1. Service Description

NannyKeeper provides a software platform that helps household employers manage payroll, calculate tax withholdings, generate tax documents, and track tax obligations for their household employees (such as nannies, caregivers, housekeepers, and other domestic workers). Our Service includes:

• Payroll calculation and processing tools
• Federal and state tax withholding calculations for all 50 states
• Generation of pay stubs, W-2 forms, and Schedule H
• Direct deposit facilitation through third-party payment processors
• Tax deadline reminders and compliance tracking
• Document storage and retrieval

2. Important Disclaimers

You acknowledge and agree that:

• All information provided through the Service is for informational purposes only and should not be construed as tax, legal, or financial advice
• You are solely responsible for the accuracy and completeness of all information you enter into the Service
• You are solely responsible for all tax positions taken on any tax returns, whether prepared using our Service or otherwise
• Tax laws are complex and change frequently; you should consult with a qualified tax professional, CPA, or attorney regarding your specific situation
• NannyKeeper does not review, audit, or verify the information you provide or the tax positions you take
• We are not responsible for any penalties, interest, or additional taxes assessed by any taxing authority

3. User Responsibilities

As a user of NannyKeeper, you are responsible for:

• Data Accuracy: Providing accurate, complete, and current information for yourself and your employees, including Social Security Numbers, addresses, wages, hours worked, and withholding elections
• Legal Compliance: Ensuring you comply with all applicable federal, state, and local employment and tax laws, including but not limited to minimum wage laws, overtime requirements, and worker classification rules
• Tax Filing: Timely filing of all required tax returns and payment of all taxes due, regardless of any reminders or tools provided by the Service
• Employee Consent: Obtaining all necessary consents from your employees before entering their personal information into the Service
• Account Security: Maintaining the confidentiality of your account credentials and notifying us immediately of any unauthorized access
• Document Review: Reviewing all documents generated by the Service for accuracy before use or distribution

4. Account Terms

To use the Service, you must:

• Be at least 18 years of age
• Be a U.S. resident with a valid Social Security Number or EIN
• Provide accurate registration information
• Not use the Service for any unlawful purpose
• Not share your account with others or allow unauthorized access

We reserve the right to suspend or terminate your account at any time for violation of these Terms, suspected fraud, or any other reason at our sole discretion.

5. Subscription and Billing

5.1 Subscription Plans

The Service is offered on a subscription basis with various pricing tiers. Current pricing and plan details are available on our website. We reserve the right to modify pricing with 30 days' notice.

5.2 Billing and Renewal

• Subscriptions are billed in advance on a monthly or annual basis
• Subscriptions automatically renew unless cancelled before the renewal date
• You authorize us to charge your payment method on file for all fees due
• Failed payments may result in suspension of service

5.3 Refund Policy

Subscription fees are generally non-refundable. If you cancel your subscription, you will retain access to the Service until the end of your current billing period. We may, at our sole discretion, provide refunds in exceptional circumstances.

5.4 Additional Fees

Certain features, such as direct deposit processing, may incur additional per-transaction fees. These fees will be disclosed before you use such features.

6. Intellectual Property

The Service, including all software, content, features, and functionality, is owned by NannyKeeper and protected by copyright, trademark, and other intellectual property laws. You are granted a limited, non-exclusive, non-transferable license to use the Service for its intended purpose during your subscription period.

6.1 Trademarks

NannyKeeper™ and the NannyKeeper logo are trademarks of NannyKeeper, Inc., registration pending with the United States Patent and Trademark Office. You may not use our trademarks without prior written permission, except as necessary to accurately identify our Service. Any unauthorized use of our trademarks is strictly prohibited.

You may not:

• Copy, modify, or create derivative works of the Service
• Reverse engineer, decompile, or disassemble any part of the Service
• Rent, lease, or sublicense the Service to others
• Use the Service to build a competing product or service
• Remove or alter any proprietary notices or labels

7. Disclaimer of Warranties

Without limiting the foregoing, NannyKeeper does not warrant that:

• The Service will be uninterrupted, error-free, or completely secure
• The tax calculations, withholding amounts, or documents generated will be accurate, complete, or appropriate for your specific situation
• The Service will meet your specific requirements or expectations
• Any errors in the Service will be corrected
• The Service will comply with the laws or regulations of any particular jurisdiction

You acknowledge that tax calculations are based on general rules and the information you provide, and may not account for all circumstances, exceptions, or recent law changes. You are solely responsible for verifying the accuracy of all calculations and documents.

8. Limitation of Liability

Specifically, NannyKeeper shall not be liable for:

• Any taxes, penalties, interest, or fines assessed by any taxing authority
• Errors in tax calculations, withholdings, or generated documents
• Missed tax deadlines or filing requirements
• Unauthorized access to or use of your account or data
• Any direct deposit failures or delays
• Service interruptions or data loss
• Actions or inactions of third-party service providers

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. In such cases, our liability will be limited to the greatest extent permitted by applicable law.

9. Indemnification

You agree to indemnify, defend, and hold harmless NannyKeeper and its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Any inaccurate, incomplete, or misleading information you provide
• Your failure to properly withhold, report, or pay taxes
• Any claim by your employees or any third party related to your use of the Service
• Your infringement of any third party's rights

10. Data and Privacy

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy.

You represent and warrant that you have obtained all necessary consents from your employees and any other individuals whose information you enter into the Service, and that such information may be collected, used, and disclosed as described in these Terms and our Privacy Policy.

11. Third-Party Services

The Service integrates with third-party services including Stripe (payment processing and ACH transfers) and others. Your use of these third-party services is subject to their respective terms and privacy policies. NannyKeeper is not responsible for the actions, content, or policies of any third party.

12. Modifications to Service and Terms

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time with or without notice. We may also modify these Terms from time to time. We will notify you of material changes by email or by posting a notice on our website. Your continued use of the Service after the effective date of any changes constitutes your acceptance of the modified Terms.

13. Termination

You may terminate your account at any time by contacting us or through your account settings. We may terminate or suspend your account immediately, without prior notice or liability, for any reason, including if you breach these Terms.

Upon termination:

• Your right to use the Service will immediately cease
• We may retain your data as required by law (typically 7 years for tax records)
• Sections of these Terms that by their nature should survive termination will survive

14. Dispute Resolution and Arbitration

14.1 Informal Resolution

Before initiating any formal dispute resolution, you agree to contact us at legal@... and attempt to resolve the dispute informally for at least 30 days.

14.2 Binding Arbitration

If informal resolution is unsuccessful, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Consumer Arbitration Rules. The arbitration shall be conducted in English, and the seat of arbitration shall be in the state of Delaware.

14.3 Class Action Waiver

YOU AND NANNYKEEPER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

14.4 Exceptions

Either party may bring a claim in small claims court if it qualifies. Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property rights.

14.5 Opt-Out

You may opt out of the arbitration and class action waiver provisions by sending written notice to legal@... within 30 days of first accepting these Terms. Your notice must include your name, address, and a clear statement that you wish to opt out.

15. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. To the extent that arbitration does not apply, you consent to the exclusive jurisdiction of the state and federal courts located in Delaware.

16. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and NannyKeeper regarding the Service.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.
• Force Majeure: We shall not be liable for any failure or delay due to circumstances beyond our reasonable control.
• Notices: We may provide notices to you via email to the address associated with your account. You may contact us at the addresses provided below.

17. Contact Information

If you have any questions about these Terms, please contact us: