Last Updated: August 4, 2023

Welcome to Hey Pearle, a distinct division of Tacit Scribes, LLC. These Terms and Conditions (“Terms”) establish a legally binding contract between you, acting either in your individual capacity or on behalf of an entity (“you” or “user”), and Tacit Scribes, LLC (“we,” “us,” or “our”), governing your access and utilization of the Hey Pearle website, mobile application, and associated services (collectively referred to as the “Service”). It is emphasized that these terms pertain specifically to the personal assistant and virtual assistant facets of the enterprise. This segment remains distinct from other operational aspects, such as medical scribing, marketing, compliance, and others, with which you may or may not possess separate contractual arrangements. The intention behind this distinct agreement is to provide a comprehensive framework specifically for Hey Pearle services, independent of any existing agreements related to other business segments. 

Please read these Terms carefully before using our Service. By using the Service or by clicking to accept or agree to these Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms. If you do not agree to these Terms, you may not access or use the Service.

1. Access and Use

1.1. Age Requirement. You must be at least 18 years of age to use the Site. By using the Site and by agreeing to these Terms, you represent and warrant that you are at least 18 years of age.

1.2 Eligibility and Permission. Usage is void where prohibited. By using the Service, you represent and warrant that you are eligible and have the right to enter into this agreement.

1.3. Limited License. Subject to your complete and ongoing compliance with these Terms, we grant you, solely for your personal use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site.

1.4. Restrictions. You may not:
(a) remove any copyright, trademark or other proprietary notices from any portion of the Site;
(b) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site except as expressly permitted by us;
(c) decompile, reverse engineer or disassemble the Site except as may be permitted by applicable law;
(d) link to, mirror or frame any portion of the Site;
(e) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Site or unduly burdening or hindering the operation and/or functionality of any aspect of the Site; or
(f) attempt to gain unauthorized access to or impair any aspect of the Site or its related systems or networks.

1.5. Provision of Content. The Site may allow you to upload or submit content, including photos, reviews, messages, requests, and other materials (“User Content”), and to publish User Content in different areas of the Site. You are solely responsible for the User Content that you publish, upload, link to or otherwise make available via the Site. You represents and warrants that you have all rights and permissions to grant us the license rights granted herein.

We do not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content outside of the Site.

1.6. Site Availability. We may, without prior notice, change the Site; stop providing any aspect of the Site; or create usage limits for the Site. We may permanently or temporarily terminate or suspend your access to the Site without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms.

2. Account Registration

2.1. Account Creation. In order to use certain features of the Site, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information.

2.2. Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.

3. Service Requests

3.1 Request Process. You may submit requests for various personal assistant services to be performed by us (each, a “Request”) via phone, text, email or our mobile app (when available). Requests must be within the scope of services we provide, as described on the Site. We reserve the right to decline any Request at our sole discretion for any reason.

3.2 Non-Transferable. Paid service features provided on a per hour basis are non-transferable. You may not resell or give away any Request time.

3.3 Guarantee. We will use reasonable skill and care in fulfilling Requests, but we make no other promises, representations or warranties about any Request or tasks completed pursuant to a Request, express or implied. This includes, but is not limited to, the warranties of merchantability or fitness for a particular purpose.

3.4 Your Responsibilities. You are responsible for the accuracy and legality of any information or content you provide in connection with a Request. We will not be liable for any loss or damage arising from our reliance on inaccurate, misleading or unlawful content or information provided by you.

4. Billing and Payments

4.1 Payment. Use of certain Request-related services requires payment on a per hour used basis, rounded to the closest quarter hour. All fees will be disclosed to you in advance.

4.2 Billing. You will be billed on a weekly basis for the total hours of service used in the previous week. Hours are tallied at the end of each week and you will be charged the total due to the credit card on file.

4.3 Requirements. To use paid services you must provide valid credit card information. You represent and warrant that you are authorized to use any credit card information provided.

4.4 No Refunds. Charges are non-refundable and we do not provide refunds or credits for any partial week of service.

4.5 Taxes. You are responsible for all taxes associated with your use of any paid services.

5. Your Responsibilities

You agree to respond to our communications in a timely manner, provide clarification as needed, and reasonably cooperate in request fulfillment. Lack of communication may negatively impact our work. Poor planning or delays on your part do not constitute an emergency situation for us.

6. User Conduct

As a condition of your use of the Site, you agree not to:
– Provide false or misleading information about your identity, your Account or your Requests;
– Impersonate any other person or entity;
– Submit Requests or User Content that is illegal, abusive, harmful, threatening, tortious, defamatory, libelous, or invasive of another’s privacy;
– Submit Requests or User Content that is harmful to minors; obscene or contain child pornography; or
– Harass, threaten or advocate harm against another person.

We reserve the right to terminate your Account or your access to the Site if you commit any act prohibited by this Section.

7. Privacy

Please refer to our Privacy Policy for information about how we collect, use and disclose information about you. The Privacy Policy [https://cgx.bsd.mybluehost.me/website_36e52690/privacy] is part of and is incorporated into these Terms. By agreeing to these Terms, you confirm you have read and agree to the Privacy Policy.

8. Disclaimer of Warranties

YOUR USE OF THE SITE AND OUR SERVICES IS AT YOUR OWN RISK. THE SITE AND OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITE. WE DO NOT REPRESENT OR WARRANT THAT SITE CONTENT OR FUNCTIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT THE NATURE OF INTERNET COMMUNICATIONS MEANS THAT YOUR CONNECTION MAY BE SUSCEPTIBLE TO DATA CORRUPTION, UNAUTHORIZED ACCESS, INTERCEPTION AND DELAYS. WE DO NOT WARRANT THAT YOUR USE OF THE SITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND WE SPECIFICALLY DISCLAIM SUCH WARRANTIES. YOU USE THE SITE AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

9. Limitation on Liability

IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR ANY REQUESTS, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE COST OF SUBSTITUTE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

UNDER NO CIRCUMSTANCES WILL OUR TOTAL LIABILITY ARISING IN CONNECTION WITH YOUR USE OF THE SITE OR OUR SERVICES EXCEED THE GREATER OF THE FEES PAID BY YOU TO US IN THE THREE MONTHS PRIOR TO THE TIME THE CAUSE OF ACTION AROSE OR $100.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

10. Indemnification

Upon our request, you agree to defend, indemnify and hold harmless us and our employees, contractors, agents, officers and directors from all liabilities, claims, damages, costs and expenses, including attorney’s fees and costs, that arise from or relate to (a) your use or misuse of, or access to, the Site; (b) your violation of these Terms or any applicable law; (c) User Content you submit, post or transmit through the Site; or (d) your violation of any third-party rights. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of these claims.

11. Governing Law and Dispute Resolution

11.1. Law. These Terms and any action related thereto will be governed by the laws of the Commonwealth of Virginia without regard to its conflict of laws provisions.

11.2. Forum. Any dispute arising out of or relating to these Terms or our Site will be resolved exclusively in the state or federal courts located in Arlington County, Virginia, and you hereby irrevocably consent to the personal jurisdiction of and exclusive venue in these courts. In any dispute, the prevailing party will be entitled to recover its legal fees and costs.

11.3. Injunctive Relief. Notwithstanding the foregoing, we may seek injunctive relief in any court of competent jurisdiction to stop or prevent any actual or threatened infringement of our intellectual property rights.

12. Changes and Modifications

We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we make changes, we will provide notice by revising the date at the top of these Terms. Any changes or modifications will be effective immediately upon posting the revisions to the Site, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued use of our Site acts as acceptance of such changes or modifications. If you do not agree to the Terms in effect when you access or use the Site, you must stop using the Site.

13. Miscellaneous

13.1. Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between you and us regarding your use of and access to the Site, and these Terms supersede and replace any and all prior oral or written understandings or agreements between you and us regarding the Site.

13.2. Severability. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

13.3 Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be void.

Please contact us at contact@HeyPearle.com with any questions regarding these Terms.