Terms of Service

1. Acceptance of Terms

By using the Services, you agree to these Terms of Service.

Please read these Terms of Service carefully. These Terms of Service (“Terms”) apply to the Seed & Sew mobile application (the “App”) and all related tools and resources (together with the App, the “Services”). The Services are provided by Seed & Sew, LLC (“Seed & Sew,” “we,” “our,” or “us”). If you download, access, create an account for, and/or use the Services, you expressly agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree to abide by these Terms, you must not use the Services and must delete the App. You agree that installation of the App or use of the Services signifies that you have read, understood, and agree to be bound by these Terms. If you are accessing the Services on behalf of a school, district, or other organization, you represent that you have authority to bind that organization to these Terms, and “you” refers to both you individually and that organization.

2. Description of the Services

Seed & Sew maintains and provides the Services to support social-emotional learning, emotional intelligence, and self-regulation for educators, school and district staff, early childhood program providers, parents, caregivers, and individual adult users. The Services are designed to meet the unique needs of each user type and include various combinations of the following features:

(1) Professional learning and training materials tailored to different audiences (educators, administrators, early childhood providers, families, and individual users);

(2) Our proprietary questionnaire (the “Regulation Questionnaire”) (available to select user types), which is designed to identify a person's nervous system profile and provide personalized recommendations for sensory, emotional, and behavioral supports;

(3) Ask Seed, an AI-powered assistant trained on Seed & Sew research and methods, available 24/7 to provide personalized guidance;

(4) Scripts, guides, and downloadable resources for managing challenging moments and supporting emotional development;

(5) Behavior tracking and data reporting tools (available to schools and school-based programs); and

(6) Coaching and implementation support (available to schools and early childhood program partners).

Any recommendations, profiles, or information displayed in the Services are provided for educational and informational purposes only. Seed & Sew does not warrant or make any representations concerning the accuracy, likely results, or reliability of that information.

You may download or access the App whether or not you have a Seed & Sew account, but you must create an account to enable its full functionality, and certain features require a paid subscription or authorized access through a School Partner.

3. Who May Use the Services

By creating an account, you represent that you are 13 or older. The Services are not intended for direct use by children under the age of 13. Students of our School Partners and in early childhood programs do not have their own accounts; their data and profiles are created and managed by authorized adults (educators, administrators, parents, or caregivers) as described in these Terms and in our Privacy Policy.

You represent and warrant that you are not located in, and are not a national or resident of, any country subject to a U.S. Government embargo or designated by the U.S. Government as a “terrorist-supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.

Access to different features of the Services depends on your role and subscription type:

School Partners (PreK-8 and K-12 schools/districts). These include schools, districts, and educational institutions that use the Services for institutional educational purposes (“School Partners”). School Partners receive access to: the Regulation Questionnaire, Behavior Tracker, professional learning workshops for educators and administrators, Ask Seed, family access portal, downloadable resources, and ongoing coaching and implementation support. Some School Partners may enter into separate agreements with Seed & Sew.

Educators and Support Staff (in School Partner institutions). These include teachers, counselors, specialists, and other school staff authorized by a School Partner to use the Services for educational purposes. Educators may complete the Regulation Questionnaire, log and track behavioral incidents, access professional learning content, use Ask Seed for classroom guidance, and access student and staff data as permitted by their school.

Administrators and School Leaders (in School Partner institutions). These include school and district administrators, principals, and leadership teams authorized by a School Partner to access behavioral data reports, manage educator accounts, view implementation analytics, configure system permissions, access professional learning content, and receive coaching support.

Early Childhood Program Partners (child care centers and family child care programs). These include center-based child care, family child care home providers, and early childhood programs (“Program Partners”). Program Partners receive access to: professional development workshops and training materials, digital toolkit and resources, Ask Seed, family access portal, and ongoing coaching and implementation support. Some Program Partners may enter into separate agreements with Seed & Sew.

Parents and Legal Guardians (family members of school or program students). These include parents or legal guardians of students enrolled in a School Partner or Program Partner institution who have family access to view information about their child as permitted by the institution, access age-appropriate courses and strategies, use Ask Seed, and access shared family resources.

Individual Users (independent subscribers). These include adults and minors who subscribe to and use the Services independently, outside of any school or institutional relationship, for personal use. Individual Users have access to the Regulation Questionnaire for household members, scripts for parenting moments, Ask Seed, and downloadable resources.

4. Rights and Ownership

License. Subject to your compliance with these Terms, Seed & Sew grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose during the term of your subscription or authorized access period. This license does not include the right to (i) sublicense, sell, resell, or transfer access to the Services to any third party; (ii) use the Services to develop a competing product or service; (iii) scrape, harvest, or extract data from the Services by automated or other means; or (iv) reverse engineer, decompile, or disassemble any component of the Services. This license terminates automatically if you violate any of these Terms and may be terminated by Seed & Sew at any time. The Services are licensed, not sold, to you. You acquire no ownership interest in the Services or any content by implication, estoppel, or otherwise, other than the limited license expressly granted in these Terms. The license granted for the App on Apple devices is a non-transferable license to use the App on any Apple-branded products that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the App may be accessed and used by other accounts associated with you through Family Sharing or volume purchasing.

Ownership. The Services contain the intellectual property of Seed & Sew and its licensors, including, without limitation, the Schools Excelling in Emotional Development (S.E.E.D.) Certification® curriculum, the Regulation Questionnaire methodology, training materials, tools, text, graphics, logos, and software. These materials are protected by U.S. and international copyright, trademark, and other intellectual property laws. Unauthorized reproduction or distribution of the contents or materials in the Services, in whole or in part, without the express written prior consent of Seed & Sew, may result in civil and criminal penalties, and may be prosecuted to the maximum extent possible under law. The publication or dissemination of any materials provided through the Services, other than as permitted in these Terms, and without the express, written prior consent of Seed & Sew, is prohibited. Schools Excelling in Emotional Development (S.E.E.D.) Certification®, S.E.E.D. Certification, and Seed & Sew are trademarks or registered trademarks of Seed & Sew, LLC, and you may not use them without our prior written permission.

5. Conditions on the Use of the Services

The Services are available only to individuals who are authorized to use them or are otherwise permitted under applicable law. You agree to abide by these Terms when using the Services. You agree to comply with all applicable local, state, national, and international laws and regulations in your use of the Services, including the Family Educational Rights and Privacy Act (“FERPA”), and applicable state student data and personal data privacy laws. You agree to provide only true, accurate, and complete information in your use of the Services. You agree to be solely responsible for your actions and the contents of your transmissions through the Services. You agree that you are solely responsible for any material that you upload or transmit through the Services, and for any damages resulting from each transmission.

You agree that you will not:

• Use any data or information disclosed to you within the Services for any purpose inconsistent with the purpose of the Services, or use student data entered into the Services for any purpose other than supporting the student’s educational needs;
• Impersonate any person or entity;
• Falsely state or otherwise misrepresent your affiliation with a person or entity;
• Manipulate identifiers in order to disguise the origin of any material transmitted on or through the Services;
• Violate the intellectual property or other rights of Seed & Sew, including (i) copying or distributing the Services or any information contained in the Services without the consent of Seed & Sew except as otherwise permitted under these Terms, and (ii) using Schools Excelling in Emotional Development (S.E.E.D.) Certification®, S.E.E.D. Certification, or Seed & Sew, or any of our other trademarks or logos for any purpose except as permitted under these Terms;
• Violate the intellectual property or privacy rights of others, including copyrights, trademarks, patents, trade secrets, or proprietary rights;
• Alter, remove, or obscure any copyright or trademark notices or other proprietary notices on and in any part of any screen shots or reports printed from the Services;
• Defame or disparage us, our trademarks or service marks, or any aspect of the Services;
• Infiltrate or otherwise seek to gain unauthorized access to, or compromise the integrity of, the Services;
• Directly or indirectly, reverse engineer, decompile, disassemble, decipher, translate, modify, copy, create derivative works of, or otherwise attempt to derive the source code for the Services or any software or programs used in connection with the Services;
• Use any automated procedure to access or gather information or data from the Services by means of what is commonly called a “bot” or otherwise;
• Upload, submit, or otherwise transmit any material on or through the Services that contains any viruses, Trojan horses, worms, cancel bots, time bombs, spyware, or similar computer programming routines that could damage the Services or interfere with their proper functioning;
• Interfere with or disrupt the Services, servers, or networks connected to the Services, including but not limited to, by placing an unreasonable load on, attempting to overload, flood, spam, mailbomb, or crash the Services, or participating in a denial of service attack;
• Breach or attempt to breach the security of software, networks, servers, data, computers, or other hardware relating to the Services (or that of any third party that is hosting or interfacing with any part of the Services), or access another user’s account or student records outside your authorization;
• Monitor the Services’ availability, performance, or functionality for any competitive purpose, or use the Services to build a competing product, service, or database;
• Duplicate, copy, or otherwise exploit the Services or their contents for commercial purposes; and/or
• Violate the usage limits or controls applicable to your use of the App set by: (i) the Apple App Store Terms of Service (for iOS users), or (ii) the Google Play Terms of Service (for Android users).

6. Account Registration and Security

To access certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during registration; keep your account information up to date; use a strong password; maintain the confidentiality of your login credentials; and not share them with others. You further agree that you are not already restricted by Seed & Sew from using the Services. Creating an account with false information is a violation of these Terms.

You understand, acknowledge, and agree that you are solely responsible for protecting your account and for all activity under any account you may create with the Services. This responsibility includes any misuse of your password by you or anyone else and any damages caused because of that misuse.

You agree to diligently monitor your account and notify Seed & Sew immediately, in writing at support@seedandsew.org, in the event you become aware of any unauthorized use of your password or account. We may rely on the use of your username and password as identifying and authenticating you as the user.

You agree to exit the Services by logging off from your account after you have finished your session. If you close your account (or if your account is otherwise closed), the information in your account may be deleted or otherwise lost. We reserve the right to suspend or terminate accounts that contain inaccurate information or that we believe have been compromised.

7. School Partner, Educator, and Administrator Responsibilities

School Partner Obligations. School Partners that access the Services for institutional use represent and warrant that they have authority to enter into these Terms and any applicable agreements with us on behalf of their institution; will use the Services only for lawful educational purposes consistent with applicable law including FERPA and applicable state laws; will ensure that only authorized educators, administrators, parents, and legal guardians are granted access to their institutional account; will obtain any parental or student consents required by applicable law before student information is entered into the Services; and will promptly notify Seed & Sew of any unauthorized access or suspected data breach involving student data.

Educator and Administrator Responsibilities. School Partner educators and administrators agree to use the Services only for legitimate educational and professional-development purposes; enter student information only for students in their care and only as authorized by their School Partner; maintain the accuracy of information entered about students; respect the privacy and dignity of students in all content entered into the Services; not share access credentials with unauthorized individuals; and comply with their institution’s internal policies regarding student data and technology use.

Notes, Reports, and Shared Content. Educators and administrators may create notes and reports within the Services. Such notes and reports may be visible to Seed & Sew staff for support, quality-assurance, and service-improvement purposes; may be shared with other educators within the same school or district when an administrator grants permission; should not contain information beyond what is necessary for the educational purposes of the Services; and remain subject to FERPA and applicable student data privacy protections when they contain student information. Seed & Sew staff who access notes or reports for support or quality assurance are subject to confidentiality obligations and will not use that data for any purpose outside of providing the Services.

8. Subscriptions, Fees, and Payment

Subscription Plans. Access to certain features of the Services requires a paid subscription. If you would like more information about our subscription plans, please contact us at support@seedandsew.org. Subscription plans are subject to change with notice to subscribers.

Billing and Payment. By subscribing, you authorize us to charge your payment method on a recurring basis (monthly or annually, depending on your plan) until you cancel. You agree to provide accurate and current payment information, keep your payment method up to date, and pay all applicable fees, taxes, and charges. Payments are processed by a third-party provider, Stripe. We do not store full payment card numbers. By providing payment information, you also agree to the payment processor’s terms of service.

Renewals and Cancellation. Subscriptions renew automatically at the end of each billing period unless you cancel before the renewal date. You may cancel through your account settings or by contacting us at support@seedandsew.org. Cancellation takes effect at the end of the current billing period, and you will retain access to the Services through that date. If you purchased a subscription through the Apple App Store or Google Play, you may manage or cancel it through your app store account settings, subject to the applicable app store’s terms.

Refunds. All fees are non-refundable except as required by applicable law. If you believe you have been charged in error, please contact us at support@seedandsew.org within thirty days of the charge.

School Partner Billing. Billing terms for School Partners may be governed by a separate agreement. In the event of a conflict between these Terms and a signed School Partner agreement, the School Partner agreement controls with respect to billing and fees.

9. User Content and Submissions

You retain ownership of content you create and upload within the Services (“User Content”), including notes, reports, and Regulation Questionnaire responses. If you upload or submit User Content, you warrant that you own or control the rights to the material, that it does not violate these Terms, and that it will not cause injury to another person or entity. You agree that you are solely liable for damages caused by your submissions. By submitting User Content, you grant Seed & Sew a limited, non-exclusive license to use, store, display, and process that content to provide and improve the Services.

You agree not to submit any User Content that (a) is defamatory, obscene, harassing, hateful, or otherwise objectionable; (b) infringes any patent, trademark, trade secret, copyright, or other intellectual property right, or violates the privacy or publicity rights of any person; (c) is deceptive, unlawful, or promotes illegal activity; (d) impersonates any person or misrepresents your affiliation; or (e) involves advertising, promotions, or other commercial activity. This standard applies in addition to your obligation to respect the privacy and dignity of students.

“Student Data” is information directly related to an identified or identifiable student provided through a School Partner, including behavioral incident records and student regulation profiles. Student Data is owned and controlled by the School Partner and its authorized users, not by Seed & Sew. We process Student Data only as directed by the School Partner and do not claim any ownership or independent right to use Student Data beyond providing the Services.

You grant Seed & Sew a non-exclusive, royalty-free, perpetual license to use de-identified or aggregated information derived from your use of the Services to operate, evaluate, and improve the Services and our educational products. If you submit feedback, suggestions, or ideas about the Services, you grant us the right to use that feedback without restriction or compensation to you.

Seed & Sew reserves the right, but not the duty, to monitor data provided and uploaded. We may delete or revise information submitted, and we have no obligation to store, maintain, or provide you a copy of any content or information that you submit, except as required by an applicable School Partner agreement or law.

10. Privacy and Student Data

Please read the Seed & Sew Privacy Policy carefully for information about our collection, use, storage, and disclosure of personal information, including Student Data. The Seed & Sew Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

Student Data that we hold on behalf of a School Partner may constitute “education records” and “personally identifiable information” under FERPA, 20 U.S.C. § 1232g and 34 C.F.R. Part 99. When we provide the Services to a School Partner, we act as a “school official” with a legitimate educational interest under 34 C.F.R. § 99.31(a)(1), use Student Data only for the authorized educational purpose for which it was disclosed, and do not sell Student Data or use it to target advertising to students or their families.

11. Links to Third-Party Websites and Apps

The Services may include links to third-party websites, apps, or other resources (collectively, “resources”). Seed & Sew does not control these third-party resources and is not responsible for the products or services offered through them, or for their availability, content, or security. Our inclusion of a connection, hyperlink, or reference to a third-party resource in the Services does not imply any endorsement of that resource or any materials or information provided on it. Seed & Sew provides no warranty as to the accuracy, availability, completeness, or legality of any information found on these third-party resources. Seed & Sew provides no warranty that these resources are virus free and will not otherwise harm your device, computer, network, or system. Seed & Sew is not liable for these third parties’ actions or their failure to act. These resources likely have their own privacy policies and terms of use that you may be bound by. You agree to be responsible to review those documents. Your use of those resources is at your own risk.

12. Termination, Account Deletion, and Changes to the Services

These Terms shall remain in full force and effect while you use the Services unless your account is terminated as provided in these Terms, in which case you no longer have the right to use the Services.

You may terminate your account at any time by deleting your account with the Services here: https://web.seedandsew.org/account/delete and discontinuing use of any and all parts of the Services or by contacting us at support@seedandsew.org. Termination of your account does not entitle you to a refund of any prepaid fees except as described in the Subscriptions, Fees, and Payment section above. Upon request, we generally delete your account data seven days after your account is closed.

School personnel may terminate use of the Services individually and/or with respect to their own accounts by contacting us, provided, however, that a School Partner may require satisfaction of certain requirements before such individual can terminate accounts created for school use. Accounts governed by a separate agreement with a School Partner will be deleted in accordance with the relevant agreement with the School Partner. Accounts not governed by a separate agreement may be deleted by the account holder or parent.

As a parent or guardian, if you have a parent user account associated with your child on the Services, you can terminate your child’s account through the account profile, or by contacting us, although we may need to verify your identity prior to taking any action with respect to the account. Parents of students who are using accounts through School Partners created by or at the direction of your child’s teacher may first need to contact your child’s school to request termination.

Seed & Sew may suspend or terminate your use of the Services if you have violated these Terms or our Privacy Policy, if your account is inactive, if your use poses a risk to other users, students, or the security of the Services, or if continued provision of the Services to you is no longer commercially or legally feasible. If your use of the Services is terminated, you remain liable for any obligations you have incurred in connection with the Services. For School Partners, termination procedures and any transition assistance are governed by the applicable School Partner agreement or DPA.

Seed & Sew may also modify, suspend, or discontinue the Services or certain features or materials provided through the Services, temporarily or permanently, for any reason, at its sole discretion, with or without notice to you. Upon termination, your license to use the Services ends, and those provisions that by their nature should survive, including intellectual property, disclaimers, limitation of liability, indemnification, and governing law, will survive.

13. Modifications to These Terms

Seed & Sew may modify these Terms from time to time. When we make material changes, we will post the updated Terms with a new effective date and, if required by applicable law, provide notice through the Services or by other means (such as email to account holders at least 30 days before the changes take effect) so that you have an opportunity to review the changes. For School Partners, we will provide advance written notice through your account representative or email contact. We agree that changes cannot be retroactive. If you object to any of these changes, you may discontinue your use of the Services and close your account before the effective date. Your continued use of the Services after we publish or send a notice about our changes to these Terms means that you are consenting to the updated Terms as of their effective date.

You may not alter, supplement, or amend these Terms unless Seed & Sew agrees in a written agreement signed by both you and Seed & Sew. Any attempts to alter, supplement, or amend these Terms using another method are invalid.

14. Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless Seed & Sew and its affiliates, subsidiaries, and their respective officers, directors, employees, and agents from and against all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising from: (a) your use of or access to the Services; (b) your violation of these Terms; (c) your negligence, actions, or omissions; (d) your violation or alleged violation of any law, including but not limited to FERPA, the Children Online Privacy Protection Act, or state data privacy laws; (e) any content you enter, upload, or submit through the Services, including all User Content and Student Data; or (f) your violation or alleged violation of the rights of a third party.

15. Disclaimer of Warranties

iOS Application. In the event of Seed & Sew’s failure to conform to any applicable warranty with respect to the App, you may notify Apple, and Apple will refund the purchase price for the App. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APPLE WILL HAVE NO OTHER WARRANTY OBLIGATION WHATSOEVER WITH RESPECT TO (A) THE APP, AND (B) ANY OTHER CLAIMS, LOSSES, LIABILITIES, DAMAGES, COSTS, OR EXPENSES ATTRIBUTABLE TO ANY FAILURE TO CONFORM TO ANY WARRANTY. IN ADDITION, APPLE SHALL HAVE NO OBLIGATION TO FURNISH ANY MAINTENANCE OR SUPPORT SERVICES WITH RESPECT TO THE APP.

Android Application. GOOGLE EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

16. Limitation of Liability

The limitation of liability set out above does not apply to liability resulting from Seed & Sew’s gross negligence or willful misconduct.

17. Disputes With Third Parties

Seed & Sew is not responsible for the actions, content, information or data of third parties, including other users. You are solely responsible for your interactions with other users of the Services, and any other parties with whom you interact through the Services. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline interaction with any other person. We reserve the right, but have no obligation, to become involved in any way with these disputes.

If you have a dispute with one or more users, you release us from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes, including damages for loss of profits, goodwill, use, privacy or data. If you are a California resident, you waive your rights under California Civil Code §1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” And, if you are not a California resident, you waive your rights under any applicable statutes of a similar effect, to the fullest extent permissible under applicable law.

18. Disclaimers for iOS Users and Android Users

These Terms are between you and Seed & Sew only, not with Apple or Google, and neither Apple nor Google is responsible for the App or its content. Apple has no obligation to furnish maintenance or support for the App. Apple is not responsible for addressing any claim relating to the App, including (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation, including in connection with use of the App. In the event of any third-party claim that the App or your possession and use of the App infringes a third party’s intellectual property rights, Apple is not responsible for the investigation, defense, settlement, and discharge of any such intellectual property claims.

Seed & Sew is solely responsible for providing any maintenance and support for the App, as required under applicable law; Apple and Google have no obligation to furnish any maintenance or support services with respect to the App.

You agree that any claims arising out of these Terms or your use of the App will not be brought against Apple or Google. You acknowledge that Apple and Google, and their subsidiaries, are third-party beneficiaries of these Terms and may enforce them against you as such. You are responsible for complying with any applicable agreement with your wireless carrier, which is not responsible for the App.

19. Notice and Contacting Seed & Sew

We may send you notices, statements, or any other type of communication by regular mail or email. You agree to keep your contact information up to date.

You may contact us by mail at:
Seed & Sew, LLC
10 State Road #221
Bath, ME 04530

You may contact us by phone at 1-800-284-1972 or by email at support@seedandsew.org. For urgent matters involving Student Data or a potential data breach, please include “URGENT” in the subject line of your email.

20. Choice of Law, Arbitration, and Venue

Applicable Law. Except as otherwise stated herein, these Terms shall be governed solely and exclusively by the laws of the State of Vermont, without regard to its conflicts of laws principles.

Binding Arbitration. This provision applies to all users of the Services. We encourage you to contact us first at support@seedandsew.org if you have a concern, as most issues can be resolved quickly and informally. Except for the Excluded Claims (as defined below), you and Seed & Sew agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved by binding, individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules then in effect (or, for a dispute involving a School Partner or other organization, its Commercial Arbitration Rules). The Federal Arbitration Act governs the interpretation and enforcement of this section. The arbitration will be conducted by a single arbitrator, held in Chittenden County, Vermont, or by video conference, and judgment on the award may be entered in any court of competent jurisdiction.

Class-Action Waiver. You and Seed & Sew agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person’s claims or preside over any form of class or representative proceeding. If the class-action waiver is determined to be unenforceable as to any claim, that claim will be severed and heard in the courts identified under Venue below, while the remaining claims proceed in arbitration.

Excluded Claims. This Section 20 does not require arbitration of (i) a claim that qualifies for small claims court, which may be brought there on an individual basis; or (ii) a claim for injunctive or other equitable relief to protect intellectual property or Student Data, or to address unauthorized access to the Services (all of the foregoing, collectively, the “Excluded Claims”).

30-Day Opt-Out. You may opt out of the Binding Arbitration and Class-Action Waiver provisions by sending written notice to support@seedandsew.org within 30 days after you first accept these Terms. If you opt out, the court litigation provisions of this Section 20 will apply to you.

Venue. Any action at law or in equity arising out of or relating to the Services or these Terms that is not required to be arbitrated under this Section 20 shall be filed exclusively in the state or federal courts located in Chittenden County, Vermont, and you hereby consent and submit to the personal jurisdiction of such courts.

21. Updates

Seed & Sew may develop and provide updates to the Services from time to time, which may include upgrades, bug fixes, patches, error corrections, or new features, and which may also modify, discontinue, or remove features (collectively, “Updates”). Seed & Sew has no obligation to provide any Update or to continue any particular feature. Depending on your device settings, Updates may download and install automatically, or you may be prompted to install them. You should promptly install all Updates, and you acknowledge that the App may not operate properly if you do not do so. All Updates are part of the App and subject to these Terms.

22. Additional Terms

No Waiver. The failure of Seed & Sew to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision or any other right or provision.

Headings. Headings contained in these Terms are for reference and convenience purposes only. They do not limit or change the meaning or interpretation of the language in these Terms.

Severability. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, such provision shall be deemed amended to achieve as closely as possible the intended effect of the original provision. All remaining provisions of these Terms shall be valid and enforceable.

No Third-Party Rights. These Terms do not confer any third-party rights to any person who is not a party to these Terms.

Time Limits. You agree that, regardless of any statute, regulation, or law to the contrary, any claim or cause of action arising out of or related to the use of the Services or these Terms must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

No Agency. Nothing contained in these Terms shall be deemed to constitute either party as the agent or representative of the other party. Seed & Sew and you are not joint venturers or partners for any purpose.

Successors and Assigns. These Terms benefit and bind Seed & Sew, its successors, and its assigns. These Terms also benefit and bind you and your heirs, executors, administrators, successors, and personal representatives, and all persons you represent and their respective successors, assigns, and related persons.

Assignment. You and any persons you represent may not assign these Terms or your rights and obligations under them without the express prior written consent of Seed & Sew. We may withhold this consent in our sole discretion. Seed & Sew may assign these Terms and our rights and obligations under them, including in connection with a merger, acquisition, or sale of assets, without your consent or the consent of any persons you represent.

Competence. You represent that you are capable of entering into this legally binding agreement with Seed & Sew.

Force Majeure. We are not liable for any delay or failure to perform our obligations under these Terms due to causes beyond our reasonable control, including natural disasters, government actions, labor disputes, or internet or infrastructure outages.

Entire Agreement. These Terms, together with our Privacy Policy and any applicable School Partner agreement or DPA, constitute the entire agreement between you and Seed & Sew with respect to the Services and supersede all prior agreements and understandings between you and Seed & Sew regarding the Services.