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
• A developer API for programmatic access to tax calculations, payroll, and documents

Use of the NannyKeeper API is additionally governed by the API Terms of Service.

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

6.2 User-Generated Content

Certain features of the Service — including, but not limited to, nanny public profiles — allow you to post content that is displayed publicly to other users and visible on the public internet ("User Content"). User Content includes display names, photographs, biographies, certifications, rates, availability, attributes, and any other material you submit through the Service for public display.

Ownership. You retain ownership of your User Content. We do not claim any ownership rights in User Content you post.

License to NannyKeeper.By posting User Content through the Service, you grant NannyKeeper a worldwide, non-exclusive, royalty-free, sublicensable (solely to NannyKeeper's service providers and to third parties accessing User Content through the Service's documented public interfaces) license to host, store, cache, reproduce, modify for technical purposes (such as resizing, recompressing, or reformatting), publicly display, publicly perform, and distribute your User Content, and to create derivative works of your User Content for the operation of the Service (such as Open Graph images, search-engine snippets, and printable leave-behind documents), solely for the purposes of operating, providing, improving, and promoting the Service. This license continues for as long as your User Content is hosted on the Service, and survives any termination of your account with respect to copies, caches, backups, and derivative works generated prior to removal.

Your representations and warranties. You represent and warrant that, for all User Content you post:

• You own the User Content, or have all necessary rights, licenses, consents, and permissions to post it and to grant the license described above
• The User Content is accurate, not misleading, and reflects your actual experience, credentials, and current circumstances
• The User Content does not infringe, misappropriate, or violate any third party's intellectual property rights, rights of publicity or privacy, contractual rights, or any other rights
• Any photograph you upload (i) depicts you, (ii) does not include any minor children, (iii) if other identifiable adults appear in the image, you have their consent, and (iv) is not a copyrighted image you do not own, a stock photograph, or an AI-generated, deepfake, or other synthetic image depicting you or anyone else
• The User Content does not violate any applicable law, regulation, or these Terms
• You are not impersonating any other person or misrepresenting your affiliation with any person or entity

Public display and persistence. You acknowledge that User Content you post for public display will be accessible to anyone with the relevant URL, may be indexed by search engines, may be cached by third parties, may appear in screenshots or shared previews on messaging and social platforms, and may persist in such third-party systems even after you remove the User Content from the Service.

Our removal rights. We may, at our sole discretion and with or without notice, remove, modify, hide, or refuse to display any User Content for any reason, including suspected violation of these Terms, suspected fraud, impersonation, intellectual-property complaints, applicable legal requirements, or any other reason we deem appropriate. We are not obligated to host or display any User Content, and removal does not entitle you to any refund or compensation.

Prohibited User Content. You may not post User Content that is unlawful, defamatory, fraudulent, harassing, abusive, threatening, obscene, hateful, discriminatory, or that violates the rights of others. You may not use User Content features (including profile pages and contact forms) to send spam, solicit unrelated business, distribute malware, or otherwise abuse the Service.

Disputes between users. The Service may put users (such as nannies and families) in contact through public profiles, inquiry forms, or other features. We are not a party to any interaction, employment, contract, transaction, or dispute between users. We do not investigate, mediate, arbitrate, or resolve disputes between users (including, without limitation, disputes about hours worked, payment, conduct, references, or fitness for employment). You release NannyKeeper from all claims, demands, and damages of every kind arising out of or in any way connected with any such dispute between you and another user.

Feature-specific terms. Some User Content features have additional terms (such as the Public Profile Terms) which supplement, and are part of, these Terms. In the event of a conflict between feature-specific terms and these Terms, these Terms control.

6.3 Copyright Policy and DMCA

NannyKeeper respects the intellectual property rights of others and expects users of the Service to do the same. We respond to clear notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (17 U.S.C. § 512), as described below.

Designated agent. If you believe in good faith that content accessible through the Service infringes your copyright, please send a written notice to our designated copyright agent at legal@....

Notification requirements. Your notice must include all of the following, as required by 17 U.S.C. § 512(c)(3):

• A physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is alleged to be infringed
• Identification of the copyrighted work claimed to have been infringed (or, for multiple works at a single online site, a representative list)
• Identification of the material claimed to be infringing or to be the subject of infringing activity, with information reasonably sufficient to permit us to locate the material (e.g., the profile URL)
• Information reasonably sufficient to permit us to contact you (e.g., address, telephone number, and email address)
• A statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law
• A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed

Counter-notification. If you believe your User Content was removed in error, you may submit a counter-notification to the same address. Your counter-notice must include your physical or electronic signature; a description of the material that was removed and its prior location; a statement under penalty of perjury that you have a good-faith belief that the material was removed as a result of mistake or misidentification; your name, address, and telephone number; and a statement that you consent to the jurisdiction of the federal district court for the judicial district in which your address is located (or, if outside the United States, for any judicial district in which NannyKeeper may be found) and that you will accept service of process from the person who provided the original notification or an agent of that person.

Repeat infringers. We will, in appropriate circumstances and at our sole discretion, terminate the accounts of users who are repeat infringers.

Misuse warning.Knowingly submitting a materially false notice of infringement or counter-notification may subject you to liability for damages, including costs and attorneys' fees, under 17 U.S.C. § 512(f).

6.4 Child Safety

NannyKeeper does not tolerate any content or conduct that exploits or endangers children. You may not use the Service to upload, post, share, transmit, or otherwise make available content that contains, depicts, suggests, promotes, or facilitates child sexual abuse material ("CSAM"), child sexualization, grooming, or any sexual content involving minors.

Reporting.As required by 18 U.S.C. § 2258A, NannyKeeper will report any apparent CSAM identified on the Service to the National Center for Missing & Exploited Children ("NCMEC") CyberTipline, and will cooperate with NCMEC and law enforcement in any subsequent investigation. We may preserve and disclose User Content and account information as required to fulfill these obligations, including without prior notice to the user.

Account action. Any user found to have violated this section will have their account immediately and permanently terminated, without eligibility for reinstatement and without refund. We may also preserve evidence and cooperate with law enforcement.

Eligibility. The Service is not directed to children under 13. You may not create a NannyKeeper account if you are under 13. If we become aware that a user is under 13, we will close the account and delete associated personal information.

Reporting suspected violations. If you become aware of any violation of this section, please report it immediately to safety@....

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: