SUBSCRIBER SERVICE AGREEMENT

The following are the terms and conditions for using the services offered by NannyAvailable.com, including without limitation, email and website services and other services which may be offered from time to time by NannyAvailable.com (each feature individually and collectively referred to as "The Service"). Please read the terms carefully. The Service is provided to individuals who are of the age of consent according to the laws of the State in which they reside.

The Service is offered to you conditioned upon your accepting all of the following terms, conditions, and notices contained herein, without any modification thereto:

1. MEMBER ACCOUNT, PASSWORD, AND SECURITY
To open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the Registration Form. You will then choose a password and an account name. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account.

You agree to notify NannyAvailable.com upon your learning of any unauthorized use of your account or any other breach of security.

2. DESCRIPTION OF SERVICE
NannyAvailable.com (hereinafter sometimes referred to as "NANNY AVAILABLE") is an on-line nanny and domestic personnel matching service which allows users to search NANNY AVAILABLE ’s database either to obtain employment opportunity leads or to search for applicants.

3. MEMBER PRIVACY
It is NannyAvailable.com’s policy to respect the privacy of its members. NannyAvailable.com will not monitor, edit, or disclose any personal information about any user nor will NannyAvailable.com disclose any information about the use of the Service by any user without that user’s prior permission unless NannyAvailable.com has a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process; (2) protect and defend the rights or property of NannyAvailable.com; (3) enforce this TOS; or (4) act to protect the interests of its members or others.

NannyAvailable.com does provide certain demographic information about its users, only in the aggregate form, to third parties, in particular, to certain advertisers. In addition, your Internet Protocol address is transmitted with each message sent from your account. Some personal information provided to NannyAvailable.com may be stored outside of the country in which the user resides.

You agrees that NannyAvailable.com, from time to time, must access your account, including its contents, in order to perform in accordance with the terms and conditions as stated in this TOS or to respond to service or technical issues.

4. MESSAGE STORAGE, OUTBOUND MESSAGES AND OTHER LIMITATIONS
You agree that NannyAvailable.com is not responsible or liable for the deletion of or the failure to store messages or other information.

5. MEMBER CONDUCT
As a condition of using of the Service, you warrant to NannyAvailable.com that you will not use the Service for any purpose that is unlawful or prohibited by the TOS.

The Service is provided to individuals and companies in the recruitment business only. You agree to use the Service only to send and receive personal messages. Any unauthorized commercial use of the Service, or the resale of its services, is expressly prohibited. Agencies agree to use the service only as a recruiting source and must utilize their own agency materials when presenting to clients.

You agree to abide by all applicable local, state, national and international laws and regulations and you are solely responsible for all acts or omissions that occur under your account or password, including the content of your transmissions through the Service. By way of example, and not as a limitation, you agree not to:

1. Use the Service in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise);
2. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
3. Publish, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information;
4. Advertise or offer to sell or buy any goods or services for any nonpersonal purpose;
5. Harvest or otherwise collect information about others, including email addresses, without their consent;
6. Create a false identity for the purpose of misleading others as to the identity of the sender or the origin of a message;
7. Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity that is not a Service member any directory of the Service members or other user or usage information or any portion thereof other than in the context of the use of the Service as permitted under the TOS;
8. Transmit or upload any material that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;
9. Transmit or upload any material that contains software or other material protected by intellectual property laws, rights of privacy or publicity or any other applicable law unless you own or control the rights thereto or have received all necessary consents;
10. Interfere with or disrupt networks connected to the Service or violate the regulations, policies or procedures of such networks;
11. Attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means.
12. Violate any applicable laws or regulations including, without limitation, laws regarding the transmission of technical data or software exported from the United States through the service.
13. Interfere with another member’s use and enjoyment of the Service or another individual’s or entity’s use and enjoyment of similar services. NannyAvailable.com has no obligation to monitor the Service or the use of the Service by any user nor does NannyAvailable.com have any obligation to retain the contents of any user session. However, NannyAvailable.com reserves the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request.

6. LINKS TO THIRD PARTY SITES
THE LINKS INCLUDED WITHIN THE SERVICE MAY LET THE USER LEAVE THE SERVICE WEB SITES ("LINKED SITES"). THE LINKED SITES ARE NOT UNDER THE CONTROL OF NannyAvailable.com AND NannyAvailable.com IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. NannyAvailable.com IS NOT RESPONSIBLE FOR WEBCASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED SITE. NannyAvailable.com IS PROVIDING THESE LINKS TO THE USER ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ANY ENDORSEMENT BY NannyAvailable.com OF THE SITE OR ANY ASSOCIATION WITH THEIR OPERATORS.

7. DISCLAIMERS/LIMITATION OF LIABILITY
NannyAvailable.com does not meet or screen any applicant or employer using this site. You assume full responsibility for the hiring process. Advice given through this website should not be substituted for independent legal or professional counsel. The advice provided by this website is intended as a guide for employers, applicants and agencies to aid them in a hiring process. The information and services included in or available through the Service may include inaccuracies or typographical errors. Changes are periodically added to the information herein. NannyAvailable.com and/or its respective suppliers may make improvements and/or changes in the Service at any time.

NannyAvailable.com does not represent or warrant that the Service will be uninterrupted or error-free, that defects will be corrected, or that the Service or the server that makes it available are free of viruses or other harmful components. NannyAvailable.com does not warrant or represent that the use or the results of the use of the Service or the materials made available as part of the Service will be correct, accurate, timely, or otherwise reliable.

You specifically agree that NannyAvailable.com shall not be responsible for unauthorized access to or for the alteration of transmissions, data or any material sent or received or not sent or received, or any transactions entered into through the Service. You specifically agree that NannyAvailable.com is not responsible or liable for any threatening, defamatory, obscene, offensive or illegal content or conduct of any other party or for any infringement of another’s rights, including intellectual property rights. The user specifically agrees that NannyAvailable.com is not responsible for any content sent using and/or included in the Service by any third party.

NannyAvailable.com acts as a passive conduit for the online distribution and publication of information and has no obligation to screen communications or information in advance and is not responsible for screening or monitoring material posted by users.

NannyAvailable.com AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE SERVICE FOR ANY PURPOSE. THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. NannyAvailable.com AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

IN NO EVENT SHALL NannyAvailable.com AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SERVICE OR RELATED WEB SITES, WITH THE DELAY OR INABILITY TO USE THE SERVICE OR RELATED WEB SITES, WITH THE PROVISION OF OR FAILURE TO PROVIDE SERVICES OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE, OR WITH ANY OTHER USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF NannyAvailable.com OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE AND ITS RELATED WEB SITES.

YOU AGREE THAT ANY CAUSE OF ACTION YOU MIGHT HAVE ARISING OUT OF OR RELATED TO THIS SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, ANY AND ALL OF YOUR CAUSES OF ACTION ARE PERMANENTLY BARRED.

8. INDEMNIFICATION
You agree to indemnify and hold NannyAvailable.com, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim, demand, or damage, including reasonable attorneys’ fees, asserted by any third party due to or arising out of the users use of or conduct on the Service.

9. TERMINATION
NannyAvailable.com may terminate your access to any part or all of the Service and any related service(s) at any time, with or without cause, with or without notice, effective immediately, for any reason whatsoever.

For instance, NannyAvailable.com reserves the right to terminate your account for inactivity, which is defined as failing to log into the Service for an extended period of time, as determined by NannyAvailable.com. The amount of time that NannyAvailable.com currently views as an "extended" period of time is 90 days since the user’s last log on to the service. Upon termination of the Service, the user’s right to use the Service immediately ceases.

If you wish to terminate your account, your only recourse is to discontinue the use of the Service.

At such time as the use of the service is discontinued, NannyAvailable.com shall have no obligation to maintain any of the content relative to your account, nor shall NannyAvailable.com have any obligation to forward any unread or unsent messages to you or any third party.

10. NO SPAM; DAMAGES
NannyAvailable.com will immediately terminate any account which it believes, in its sole discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk email. In addition, because damages are often difficult to quantify, if actual damages cannot be reasonably calculated, then you agree to pay NannyAvailable.com liquidated damages of $5 (US) for each piece of spam or unsolicited bulk email transmitted from or otherwise connected with your account, otherwise you agree to pay NannyAvailable.com ’s actual damages, to the extent such actual damages can be reasonably calculated.

11. PARTICIPATION IN PROMOTIONS OF ADVERTISERS
Any dealings you might have with advertisers on the Service or with promotions offered to you, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party. NannyAvailable.com shall not be responsible or liable for any part of any such dealings or promotions.

12. PROPRIETARY RIGHTS TO CONTENT
You acknowledges that content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained in either sponsor advertisements or electronically distributed, commercially produced information presented to you by the Service, by NannyAvailable.com, or NannyAvailable.com’s advertisers or other content providers, is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You may make a copy of this content only for your personal, non-commercial use, provided that you keep all copyright and other proprietary notices intact. You may not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way content available through the Service and its associated Web sites, including code and software.

13. MODIFICATIONS TO TERMS OF SERVICE, MEMBER POLICIES
NannyAvailable.com reserves the right to change the TOS or policies regarding the use of the Service at any time and to notify the user by posting an updated version of the TOS on this Web site. The users are responsible for regularly reviewing the TOS. Continued use of the Service after any such changes shall constitute their consent to such changes.

14. COPYRIGHT AND TRADEMARK NOTICES:
You acknowledge and agree between you and the Service, that that NannyAvailable, Inc (hereinafter sometime referred to collectively as "Owners") own all of the forms, documents and the contents of this Service (hereinafter "Documents"). You agree that no right, title or interest in or to any trademark, service mark, logo or trade name of the Owners is granted under this Agreement and that title to all such documents is retained by said Owners. You agree, stipulate and consent that all Documents are copyright protected and are trademarks owned by the Owners and that you will not reproduce, modify or publish any and all of the Documents for any commercial purpose without the express written consent of said Owners. © Copyright 2007 NannyAvailable, Inc., All Rights Reserved. Please review our Privacy Policy.

15. GOVERNING LAW, JURISDICTION AND VENUE
Use of the Service is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. This agreement is governed by the laws of the State of New York NannyAvailable.com and exclusive venue for any dispute arising out of the use of the Service shall be in the New York Circuit Court By consent of the parties, no other court or tribunal in this country or in any other country shall have jurisdiction relative to any dispute arising out of this Service.

16. GENERAL
You agree that no joint venture, partnership, employment, or agency relationship exists between you and NannyAvailable.com as a result of this agreement or use of the Service. NannyAvailable.com ’s performing of all Services is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of NannyAvailable.com ’s right and/or obligation to comply with governmental, judicial and law enforcement requests or requirements relating to your use of the Service or to the information provided to or gathered by NannyAvailable.com with respect to your use of the Service.

17. SEVERABILITY
If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

18. INTEGRATION
Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and NannyAvailable.com with respect to the Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and NannyAvailable.com with respect to the Service.

19. LANGUAGE
It is the express will of the parties that this agreement and all related documents have been drawn up in English. The section titles in the TOS are solely used for the convenience of the parties and have no legal or contractual significance.

20. BINDING
This agreement shall be effective to bind you, your assigns, agents, representatives, successors, employees and any and all other persons acting on your behalf. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.