Terms of Service

The plain-English version

ClubsNearby is a community platform for local clubs, gatherings, organizations, and classes. Teachers can list the same class elsewhere, club organizers keep control of their clubs, and members can choose where and how they participate. We earn the spot by being useful — not by locking anyone in.

The legal text below is the formal agreement and controls if it conflicts with this plain-English summary. If anything appears inconsistent or unclear, write our team so we can review it.

Welcome to ClubsNearby, the community platform operated by LearnNearby LLC. The Platform helps people discover and participate in local clubs, organizations, gatherings, and classes in the Bay Area. These Terms of Service (“Terms”) govern your use of ClubsNearby and its related applications and services (together, the “Platform”). Legacy Gather Nearby links may redirect to ClubsNearby and remain part of the same Platform, account, and agreement.

Please read these Terms carefully. By creating an account, joining or managing a club, publishing or responding to a gathering, booking or listing a class, or otherwise using the Platform, you agree to be bound by them. If you do not agree, please do not use the Platform. Provisions concerning a particular feature or role apply only when you use that feature or act in that role.

1. Definitions

For clarity throughout these Terms:

• “we,” “us,” or “our” means LearnNearby LLC, a California limited liability company.
• “Platform” means the single service and shared account and data system presented primarily through ClubsNearby at clubsnearby.com, including related applications, features, and legacy compatibility routes.
• “User,” “you,” or “your” means anyone who accesses or uses the Platform, including members, club organizers, Learners, and Instructors.
• “Club” means a community group, association, team, or similar organization represented by a listing on the Platform.
• “Club Owner or Organizer” means a User authorized to create, claim, or manage a Club and its Content on the Platform. “Member” means a User who joins, requests to join, follows, or participates in a Club.
• “Gathering” means a meeting, activity, event, or recurring occurrence associated with a Club or organization.
• “Public-Source Listing” means an unclaimed Club or organization page assembled from official websites, public directories, public social profiles, community suggestions, or other publicly available sources.
• “Learner” means a User who books or attends Classes through the Platform.
• “Instructor” means a User who lists, offers, or teaches Classes through the Platform.
• “Class” means any course, workshop, lesson, drop-in, or other educational offering listed on the Platform.
• “Content” means any text, images, video, audio, listings, gatherings, posts, comments, reviews, ratings, messages, or other material you submit to the Platform.
• “Booking” means a confirmed reservation by a Learner to attend a Class.
• “Subscription” means a recurring paid consumer plan, club membership or dues arrangement, or ClubsNearby Pro plan purchased through the Platform.

2. Eligibility and Accounts

2.1 Age requirements. You must be at least 18 years old to create an account on the Platform. Minors may not create accounts or book Classes independently. During our initial launch period, all Class participants must be 18 or older; bookings that include a participant under 18 are temporarily unavailable. We will update this Section only after the Platform has implemented and approved parent/guardian booking and consent, supervision, background-check, training, and counsel-review requirements for youth classes.

2.1.1 Restrictions involving minor participants. Instructors are prohibited from photographing, video recording, or audio recording any minor participant without a separate, written, class-specific consent from that child’s parent or legal guardian obtained before the recording occurs. This prohibition applies regardless of whether recording of adult participants is otherwise permitted. Violation is grounds for immediate suspension or removal under our Community Guidelines.

2.2 Account registration. To access certain features, you must register for an account. ClubsNearby is the active browser sign-in and authenticated action surface. A legacy Gather Nearby link may redirect you to ClubsNearby; it does not create a separate account, service, or set of records. You agree to:

• Provide accurate, current, and complete information;
• Keep your account information up to date;
• Keep your password confidential and not share your account; and
• Notify us promptly at our security team if you believe your account has been compromised.

You are responsible for all activity that occurs under your account.

2.3 One account per person. Each individual may maintain only one account. We reserve the right to suspend or remove duplicate accounts.

2.4 Account closure. You may close your account at any time through your account settings or by contacting support. Some information may be retained as required by law or as described in our Privacy Policy.

3. Instructors: Independent Contractor Status

3.1 Independent contractor relationship. Instructors use the Platform to offer and sell their independent teaching services directly to Learners. LearnNearby LLC provides the Platform and associated services; it does not provide teaching services.

Instructors are also bound by the LearnNearby Instructor Agreement, which they accept during instructor onboarding before publishing paid Classes on the Platform.

The parties intend that Instructors are independent contractors, not employees, agents, partners, or joint venturers of LearnNearby LLC. This intention is reflected in the following operating realities, which Instructors acknowledge as accurate:

• Control. LearnNearby LLC does not direct, supervise, or control how Instructors teach, the content or curriculum of their Classes, the pace or method of instruction, or the materials they use. Instructors have complete discretion over the substance of their teaching. The Platform maintains rules — about conduct, safety, and listing accuracy — that apply uniformly to all marketplace participants; these are marketplace standards, not employer instructions about how to perform the work.
• Outside our usual business. LearnNearby LLC’s business is operating an online platform that connects Learners with independent instructors. LearnNearby LLC does not itself offer Classes, teach subjects, or employ teachers to deliver instruction. Instructor services are performed outside our usual course of business.
• Freedom to work elsewhere. Instructors are free to offer their teaching services through any other platform, marketplace, or channel, and to teach privately, without restriction by LearnNearby LLC. LearnNearby LLC does not require exclusivity, minimum hours, minimum bookings, or availability on any particular schedule. Instructors are encouraged to maintain an independent teaching practice.
• Own business. Instructors operate their own teaching businesses. They set their own prices on the platform (subject to platform minimums established for payment processing purposes), determine the subject matter and format of their Classes, provide their own materials and equipment, and are responsible for their own taxes, licenses, and professional obligations.

Nothing in these Terms or on the Platform is intended to create an employment relationship. If any applicable law requires a different classification based on the actual facts of a particular Instructor’s relationship with LearnNearby LLC, that classification governs only the specific rights conferred by that law and does not alter the parties’ intent or the structure of the relationship as described above.

3.2 Instructor autonomy. Without limiting the foregoing, Instructors:

• Set their own Class topics, schedules, locations, prices, and cancellation policies (subject to the platform refund floor in § 5.1);
• Determine their own teaching methods, materials, and curriculum;
• Are free to offer their services through other platforms or directly to clients;
• Use their own equipment and supplies, except where LearnNearby LLC specifically provides them; and
• Have no fixed hours and are not required to accept any minimum number of Bookings.

3.3 Taxes and licensing. Because Instructors are independent contractors:

• LearnNearby LLC does not withhold federal or state income taxes, Social Security, Medicare, or any other payroll taxes from Instructor payments. Instructors are solely responsible for reporting and paying all applicable taxes on their earnings;
• Instructors are responsible for obtaining any licenses, permits, certifications, or insurance required for their Classes; and
• Instructors are responsible for complying with all local, state, and federal laws governing their services.

LearnNearby LLC will issue IRS Form 1099-NEC (or the then-current applicable form) to Instructors whose annual platform earnings meet applicable reporting thresholds and may collect taxpayer information for that purpose. Instructors who regularly seek to work with minors, or who teach in jurisdictions that require it, are responsible for obtaining any required professional licenses, background clearances, or certifications independently. The Platform will not permit Classes involving participants under 18 to publish until the platform youth-safety gate, including applicable background-check and training requirements, is complete.

3.4 No benefits. Instructors are not entitled to employee benefits, including health insurance, paid leave, workers’ compensation, unemployment insurance, or retirement contributions, from LearnNearby LLC.

3A. Clubs, Members, Listings, and Claims

3A.1 Club roles. Club Owners or Organizers control the Content and settings they add to a claimed or owner-created Club page. Members may join, request to join, RSVP, post, comment, or otherwise participate where a Club’s settings allow. A Club’s own membership rules, dues, off-platform registration, and activities are arrangements between the Club and its participants unless the Platform expressly states otherwise.

3A.2 Public-Source Listings. We may create an unclaimed Club or organization page using factual information from public sources or a community suggestion. An unclaimed page is not a statement that the Club has endorsed the Platform or that an organizer manages the page. Public-source information remains subject to applicable intellectual-property, privacy, publicity, and other rights.

3A.3 Suggestions and organizer contact. When suggesting a Club, you may provide an official source URL and a business or publicly available organizer contact for private admin review. You represent that you have a reasonable basis to believe the information is accurate and may lawfully be submitted for this purpose. We use a reviewed contact only for listing review, verification, responding to an organizer-initiated claim request, and protecting the claim process from unauthorized control. Submission does not consent to unsolicited outreach, authorize the contact’s public display, or prove that the recipient controls the Club.

3A.4 Claims and management authority. A person claiming a Club must be authorized to act for it and must complete the Platform’s verification process. A successful claim grants Platform management permissions; it does not transfer ownership of the Club, its name, or third-party Content. We may reject, pause, reverse, or investigate a claim when authority is disputed, verification fails, or the claim appears fraudulent, unsafe, or contrary to these Terms.

3A.5 Corrections, restrictions, and removals. A Club Owner, Organizer, rights holder, or person described in a listing may request that inaccurate information be corrected or that a listing or particular Content be restricted or removed. We may verify the requester’s identity or authority, investigate competing requests, preserve records needed for security or legal obligations, and correct, restrict, or remove material as appropriate.

3A.6 Community content and moderation. Club discussions, posts, comments, messages, reviews, reports, and other community interactions are Content governed by these Terms and our Community Guidelines. We may review reports and remove, limit, label, or restrict access to Content or accounts when reasonably necessary to enforce those rules, protect users, or comply with law.

4. Bookings and Payments

4.1 We are not a party to the Class agreement. The Platform connects Learners and Instructors. LearnNearby LLC is not a party to the agreement between a Learner and Instructor for the provision of a Class and does not provide instruction. We act as a limited payment intermediary — collecting payments from Learners on behalf of Instructors and remitting them, after deducting applicable fees, through our payment processor.

4.2 Payment processing. Payments are processed by Stripe, Inc. (“Stripe”) using the Stripe Connect platform. By making payments or receiving payouts through the Platform, you agree to Stripe’s Services Agreement and, for Instructors, the Stripe Connected Account Agreement. LearnNearby LLC does not store full payment card information; payment card data is collected and handled directly by Stripe.

4.3 Service fees. The Platform charges a service fee on Bookings, which is disclosed at the time of booking. Instructors receive payouts of Class fees minus the Platform service fee and any payment processing fees. Payouts are typically processed within 2–7 business days after the Class occurs, subject to Stripe’s payout schedule, any applicable review holds, and the Instructor’s connected account standing. Current fee schedules are available on our website and may be updated from time to time.

4.4 Taxes on Class fees. Where LearnNearby LLC is required to act as a marketplace facilitator under applicable law, we will collect and remit applicable transaction taxes. Otherwise, Instructors are responsible for collecting and remitting any required taxes on the services they provide.

4.5 Chargebacks and disputes. If a Learner disputes a charge with their card issuer or bank, LearnNearby LLC may withhold or reverse the corresponding Instructor payout pending resolution.

5. Cancellations and Refunds

5.1 Platform refund floor. LearnNearby LLC maintains a minimum cancellation and refund standard that applies to all Classes booked on the Platform, regardless of any Instructor’s stated policy. Instructors may offer a more generous cancellation policy than this floor, but may not offer a stricter one. A stricter Instructor policy has no effect and the platform floor governs.

The current platform cancellation floor is:

We reserve the right to update the platform floor with thirty (30) days’ notice posted to the Platform. Changes do not apply retroactively to bookings made before the effective date.

5.2 Instructor cancellations. If an Instructor cancels a Class for any reason, Learners are entitled to a full refund of the Class fee paid through the Platform, processed automatically. We may also, at our discretion, offer a courtesy account credit on top of the refund as a goodwill gesture; the refund is guaranteed regardless of whether such a credit is offered.

5.3 Extenuating circumstances. We may issue refunds outside of the platform floor in extenuating circumstances, including, but not limited to:

• Documented serious illness or injury affecting the Learner or an immediate family member;
• A death in the Learner’s immediate family;
• Natural disasters, severe weather, or other acts of God preventing safe travel to the Class;
• Government-issued travel restrictions or shelter-in-place orders affecting the Class location; or
• Significant misrepresentation by the Instructor regarding the Class.

Requests must be submitted to support within fourteen (14) days of the affected Class with supporting documentation. Our determination on extenuating-circumstances refunds is final.

5.4 Quality issues — platform guarantee. If you experience a significant quality issue with a Class, you may request a full or partial refund by contacting support within forty-eight (48) hours of the Class end time. A “significant quality issue” means one or more of the following actually occurred:

• The Instructor did not appear and the Class was not held;
• The Class was held at a materially different location than advertised, without reasonable advance notice to enrolled Learners;
• The Class content was materially and substantially different from the published description in a way that would have affected a reasonable Learner’s decision to book; or
• The venue conditions created a documented health or safety risk that caused Learners to leave before the Class ended.

“Significant quality issue” does not include differences in teaching style, pace, or approach that fall within the reasonable range for the subject matter, or dissatisfaction with the Learner’s own performance. We will review quality-issue requests and issue full or partial refunds at its reasonable discretion. Submission of a request does not guarantee a refund. We may request supporting documentation (e.g., photos, timestamps, communications with the Instructor). This Section reflects a Platform commitment — it is not an Instructor obligation, and a Learner’s recourse under this Section is solely against LearnNearby LLC, not the Instructor individually.

5.5 No-shows. Learners who do not attend a booked Class without providing notice in accordance with the platform floor (and any more generous Instructor policy) are generally not eligible for refunds.

5A. Subscriptions, Trials, and Automatic Renewal

5A.1 Renewal terms shown before purchase. Before you start a Subscription, ClubsNearby displays the plan, price, billing frequency, length and terms of any trial or promotion, the date or event that starts paid billing, and how to cancel. You must affirmatively authorize automatic renewal before checkout. The Subscription then renews at the disclosed frequency and price until canceled.

5A.2 Charges and trials. You authorize LearnNearby LLC and its payment processor to charge the payment method on file at the end of any disclosed trial and on each renewal date. If a trial is offered, cancel before the deadline shown at checkout to avoid the first paid charge. Unless checkout expressly says otherwise, unused time or benefits do not roll over or create a credit.

5A.3 Online cancellation. You may cancel a consumer Subscription online in Subscription settings. An authorized club administrator may cancel ClubsNearby Pro online in Plan & billing. Club members may cancel recurring dues or membership from the membership or billing controls associated with that purchase. We will not require a call or an in-person request when the Subscription was accepted online. Cancellation ordinarily stops the next renewal and access continues through the paid period unless the checkout terms state otherwise.

5A.4 Acknowledgment and notices. After purchase, we send an acknowledgment that includes or links to the renewal terms, price and frequency, cancellation method, these Terms, and the Refund Policy. We may also send legally required trial-ending, annual-renewal, annual continuous-service, fee-change, or material-change reminders. Keep your account email current and review messages from ClubsNearby.

5A.5 Price or material-term changes. We will provide clear advance notice of a material automatic-renewal term change and instructions for canceling. For a change in an existing Subscription fee, we will provide notice no fewer than seven (7) and no more than thirty (30) days before the fee change takes effect where California law applies. If affirmative consent is legally required, we will obtain it before the changed charge. Otherwise, you may cancel before the change takes effect.

5A.6 Refunds. Subscription charges are generally non-refundable and are not prorated except where checkout states otherwise or applicable law requires it. Duplicate charges, billing errors, unauthorized payments, and material service failures will be reviewed under our Refund & Cancellation Policy, which also contains product-specific terms.

6. Content and Licenses

6.1 Your Content. You retain ownership of all Content you submit to the Platform.

6.2 License to LearnNearby LLC. By submitting Content, you grant LearnNearby LLC a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, modify (for formatting and display purposes), publicly display, publicly perform, and distribute your Content through the Platform solely for the purpose of operating, promoting, and improving the Platform. This license terminates when you remove your Content, except (a) to the extent the Content has been shared with others who have not removed it, and (b) for backup copies retained for a reasonable period.

6.3 Reviews and feedback. Reviews submitted by Learners about Classes and Instructors, and reviews or feedback about Clubs and Gatherings, may be displayed publicly on the Platform. Reviews must be honest and based on the User’s actual experience.

6.4 Your representations. You represent and warrant that:

• You own or have the necessary rights to submit your Content;
• Your Content does not infringe any third party’s intellectual property, privacy, publicity, or other rights; and
• Your Content complies with these Terms and applicable law.

6.5 Removal. We may remove Content that we believe, in our reasonable judgment, violates these Terms or applicable law, or that is the subject of a valid takedown notice.

6.6 Public-source material. A Public-Source Listing is not treated as Content submitted by a Club Owner or Organizer merely because it appears on the Platform. We may display factual public-source material as permitted by law, and we provide the correction and removal process described in Section 3A.5.

7. Acceptable Use

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any law;
• Post Content that is illegal, threatening, harassing, defamatory, obscene, or that promotes discrimination or violence;
• Impersonate any person or misrepresent your affiliation with any person or entity;
• Claim or attempt to manage a Club without authority, submit organizer-contact information for harassment or spam, or interfere with another person’s valid claim;
• Collect or harvest personal information about other Users without their consent;
• Circumvent the Platform to arrange or pay for Classes outside of it after initially connecting through the Platform — this both undermines the marketplace and removes important protections for both Learners and Instructors;
• Interfere with or disrupt the Platform, including by introducing viruses, scraping data, or attempting unauthorized access;
• Use automated means (bots, scrapers, etc.) to access the Platform except as expressly permitted in writing;
• Use the Platform to send spam or unsolicited communications;
• List Classes that involve illegal activities, regulated activities you are not licensed to provide (such as medical, legal, or financial advice without proper credentials), or activities that pose unreasonable risk to participants; or
• Engage in any activity that would expose minors to inappropriate content or contact.

We reserve the right to investigate and take appropriate action against any User who, in our reasonable judgment, violates this section.

8. Safety, Background Checks, and In-Person Activities

8.1 In-person activities. Many Classes, Club Gatherings, and other activities listed on the Platform take place in person at locations chosen by an Instructor, Club, or organizer. You acknowledge that participation involves inherent risks, including risks related to physical activity, travel, the location, and interaction with other participants. You participate at your own risk.

8.2 Background checks and youth-class gate. LearnNearby LLC does not currently perform general background checks, identity verification, or credential verification on adult-only Instructors or Learners. Classes involving participants under 18 are not publishable unless the host background-check, child-safety training, parent/guardian consent, supervision, counsel-review, and admin approval requirements are complete. Users are encouraged to:

• Review Instructor profiles, ratings, and reviews;
• Communicate with Instructors before booking;
• Meet in well-trafficked or otherwise safe locations when appropriate; and
• Not book for anyone under 18 until youth classes are enabled.

8.3 Reporting safety concerns. If you experience or witness unsafe, illegal, or inappropriate behavior on the Platform, please report it immediately to our safety team and, where appropriate, to local law enforcement.

8.4 Insurance. Instructors are encouraged to maintain appropriate liability insurance for their Classes, and Clubs and organizers are encouraged to maintain insurance appropriate to their activities. LearnNearby LLC does not provide insurance coverage for Instructors, Learners, Clubs, organizers, or Members.

9. Intellectual Property

9.1 Our IP. The ClubsNearby name and logo, retained legacy marks, website designs, and underlying software are owned by LearnNearby LLC and protected by copyright, trademark, and other laws. You may not use them without our prior written permission.

9.2 Copyright infringement (DMCA). We respect intellectual property rights and respond to clear notices of alleged copyright infringement under the Digital Millennium Copyright Act (“DMCA”).

If you believe Content on the Platform infringes your copyright, please send a notice to our designated agent containing:

1. Your physical or electronic signature;
2. Identification of the copyrighted work claimed to be infringed;
3. Identification of the material claimed to be infringing and its location on the Platform (e.g., URL);
4. Your contact information (address, telephone number, email);
5. A statement of good-faith belief that the use is unauthorized; and
6. A statement, under penalty of perjury, that the information is accurate and that you are authorized to act on behalf of the copyright owner.

Send notices to our DMCA agent at the designated email address.

We will respond to valid notices in accordance with the DMCA, which may include removing the Content and notifying the User who posted it. Counter-notice procedures are available to Users whose Content has been removed. Users who repeatedly infringe will have their accounts terminated.

10. Privacy

Your privacy matters to us. Our Privacy Policy describes how we collect, use, and share information about you, including the rights of California residents under the California Consumer Privacy Act and California Privacy Rights Act (CCPA/CPRA). The Privacy Policy is incorporated into these Terms by reference.

The Privacy Policy describes how LearnNearby LLC, as data controller, handles information across ClubsNearby and legacy compatibility routes. You may review and update available privacy preferences through your account settings.

11. Termination and Suspension

11.1 By you. You may stop using the Platform and close your account at any time.

11.2 By LearnNearby LLC. We may suspend or terminate your account, or restrict your access to the Platform, at any time, with or without notice, if we reasonably believe that:

• You have violated these Terms or applicable law;
• Your conduct poses a risk to other Users or to the Platform; or
• Continued service is inconsistent with our legal or regulatory obligations.

Where practical and lawful, we will provide notice and an opportunity to cure for non-serious violations.

11.3 Effect of termination. Upon termination, your right to use the Platform ends. Provisions that by their nature should survive — including ownership, license grants for Content already shared, disclaimers, indemnification, limitations of liability, and dispute resolution — will survive.

11.4 Outstanding bookings. If your account is terminated, we will work in good faith to honor or refund existing Bookings as appropriate.

12. Disclaimers

12.1 As-is. THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, LEARNNEARBY LLC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12.2 No guarantees about listings, activities, or Users. We do not endorse any Club, organizer, Member, Instructor, or Learner and do not guarantee:

• The quality, safety, accuracy, or legality of any Club, Gathering, or Class;
• The truth or accuracy of User Content, listings, or reviews;
• The current accuracy or completeness of a Public-Source Listing;
• The identity, qualifications, credentials, or background of any User; or
• That a Club, Gathering, Class, or other activity will meet your expectations.

12.3 Availability. We do not guarantee that the Platform will be uninterrupted, error-free, or secure.

13. Limitation of Liability

13.1 Excluded damages. TO THE FULLEST EXTENT PERMITTED BY LAW, LEARNNEARBY LLC AND ITS OFFICERS, MEMBERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, GOODWILL, OR USE, ARISING OUT OF OR RELATED TO THE PLATFORM OR THESE TERMS, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 Liability cap. TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THE PLATFORM OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID THROUGH THE PLATFORM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

13.3 Carve-outs. Nothing in these Terms limits liability that cannot be limited under California law, including liability for gross negligence, willful misconduct, fraud, or personal injury caused by LearnNearby LLC’s own conduct. California Civil Code § 1668 applies.

13.4 Basis of the bargain. The disclaimers and limitations in these Terms are an essential basis of the bargain between you and LearnNearby LLC.

14. Indemnification

You agree to indemnify, defend, and hold harmless LearnNearby LLC and its officers, members, employees, and agents from and against any claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of the Platform;
• Your Content;
• Your Club, Gathering, claim, membership, or participation;
• Your Classes (whether as Instructor or Learner);
• Your violation of these Terms; or
• Your violation of any law or third-party right.

We reserve the right to assume the exclusive defense of any matter subject to indemnification, in which case you agree to cooperate with our defense.

15. Dispute Resolution

15.1 Informal resolution first. We want to resolve disputes quickly and fairly. Before filing any formal claim, please contact us at our legal team with a description of the issue. We’ll work in good faith to resolve it within sixty (60) days.

15.2 Governing law. These Terms are governed by the laws of the State of California, without regard to conflict-of-laws principles. This Agreement shall be governed by the laws of the State of California, without regard to its conflict-of-laws provisions.

15.3 Binding arbitration. Except for the carve-outs in Sections 15.4, 15.6, and 15.7, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform that cannot be resolved through the informal process in Section 15.1 will be resolved by binding individual arbitration administered by JAMS in accordance with JAMS’ Streamlined Arbitration Rules (“JAMS Rules”), as modified by this Section 15.3. Judgment on the award may be entered in any court of competent jurisdiction.

Fees. For consumer claims, LearnNearby LLC will pay all JAMS administrative and arbitration fees unless the arbitrator determines the claim is frivolous or brought in bad faith. Each party bears its own attorneys’ fees unless applicable law or the JAMS Rules provide otherwise.

Location. Arbitration will be conducted remotely by video or telephone unless both parties agree otherwise or the arbitrator determines an in-person hearing is necessary, in which case it will be held in Alameda County, California.

Mass arbitration protocol. If 25 or more similar demands for arbitration are filed against LearnNearby LLC by the same or coordinated counsel within a 90-day period, JAMS may, at its discretion, apply any applicable JAMS mass arbitration procedures. In that event: (a) the first ten (10) cases proceed as bellwether arbitrations to resolution; (b) the remaining cases are stayed pending the outcome of the bellwether cases; and (c) the parties will meet and confer in good faith to discuss streamlined resolution of the remaining cases following the bellwether outcomes. This provision does not limit any individual’s substantive rights. If JAMS declines to administer the mass arbitration, the parties shall mutually select an alternative administrator or, absent agreement, a court of competent jurisdiction may appoint one.

Arbitrator authority. The arbitrator has exclusive authority to resolve disputes about the interpretation, applicability, or enforceability of this arbitration agreement, except that a court of competent jurisdiction retains authority to decide whether the class action waiver below is enforceable.

Class action waiver. To the fullest extent permitted by law, you and LearnNearby LLC each agree to bring any covered dispute 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 and may not preside over any form of class or representative proceeding. If this class action waiver is found unenforceable as to a particular claim, that claim must be severed from arbitration and litigated in court; all remaining claims continue in arbitration.

15.4 Small claims court. Either party may elect to resolve an individual dispute in small claims court instead of arbitration, provided the dispute qualifies for small claims court jurisdiction under applicable law. You may bring your small claims action in (a) Alameda County, California, or (b) the small claims court in the county where you reside at the time you file your claim, whichever you prefer. LearnNearby LLC may not remove a properly filed small claims action to arbitration. This election must be made before the arbitrator is appointed; once an arbitrator is appointed, the parties may not elect small claims court for that dispute.

15.5 30-day opt-out. You may opt out of the arbitration provision in Section 15.3 by sending written notice to our legal team within thirty (30) days of first accepting these Terms. Your notice must include your name, address, and a clear statement that you wish to opt out of arbitration. Opting out will not affect any other provision of these Terms.

15.6 Public injunctive relief. Notwithstanding any other provision of this Section 15, any claim seeking public injunctive relief — meaning injunctive relief that would benefit the general public rather than solely the claimant — may be brought in a court of competent jurisdiction and is not subject to arbitration under Section 15.3 or the class action waiver in Section 15.3. The parties agree to stay any arbitration of related individual claims pending the resolution of the public injunctive relief claim in court, unless the court orders otherwise.

15.7 Intellectual property and venue for non-arbitrated claims. Either party may bring actions seeking injunctive or equitable relief for intellectual property infringement in court rather than arbitration. Any claims not subject to arbitration (and not brought in small claims court under Section 15.4 or for public injunctive relief under Section 15.6) will be brought exclusively in the state or federal courts located in Alameda County, California, and you consent to the personal jurisdiction of those courts.

16. Changes to These Terms

We may update these Terms from time to time as our Platform and legal requirements evolve. When we make material changes, we will:

• Update the “Last Updated” date at the top of these Terms; and
• Notify you by email (to the address associated with your account) and/or through a prominent notice on the Platform at least fourteen (14) days before the changes take effect, where practical.

We may require affirmative acceptance before you continue using affected features when a change is material, changes payment obligations, or applicable law requires renewed consent. For other changes, continued use after the effective date constitutes acceptance. If you do not agree, stop using the affected feature or the Platform and close your account.

17. General

17.1 Entire agreement. These Terms, together with the Privacy Policy and any other policies referenced here, constitute the entire agreement between you and LearnNearby LLC regarding the Platform, and supersede any prior agreements.

17.2 Severability. If any provision is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.

17.3 No waiver. Our failure to enforce any provision is not a waiver of our right to do so later.

17.4 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.

17.5 Force majeure. Neither party is liable for failure or delay caused by events beyond reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, or government action.

17.6 Notices. We may send you notices by email, in-app messaging, or by posting on the Platform. You may send us notices to the contact addresses listed in these Terms.

17.7 Electronic communications. You consent to receive communications from us electronically, and you agree that electronic communications satisfy any legal requirement that such communications be in writing.

17.8 Relationship of parties. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and LearnNearby LLC beyond what is expressly stated.

17.9 Operating entity and entity rename. The Platform is operated by LearnNearby LLC (“LearnNearby LLC”), a California limited liability company. ClubsNearby is its active customer-facing brand. Legacy Gather Nearby links and compatibility routes are part of the same Platform, legal entity, account system, and underlying data system. References to “we,” “us,” and “our” mean LearnNearby LLC as operator of the Platform.

LearnNearby LLC may in the future change its legal name (for example, to reflect an umbrella brand identity). Any such rename of the legal entity does not alter these Terms, your rights under them, or any obligations owed to you. We will notify you of a legal name change by updating this section and posting a notice on the Platform.

17.10 Future offerings. LearnNearby LLC may add other applications, brands, or features to the Platform. These Terms will govern a future offering when they are presented with or incorporated into that offering. We will provide additional terms or notice before materially different terms apply.

17.11 Feature-specific terms. A paid, regulated, or specialized feature may include supplemental terms. If supplemental terms conflict with these Terms, the supplemental terms control only for that feature and only to the extent of the conflict. Entering through a legacy compatibility route does not by itself create a different agreement.

18. Contact Us

For questions, concerns, or notices regarding these Terms:

• General: Email
• Support: Email
• Safety: Email
• Security: Email
• Legal / Disputes: Email
• Copyright (DMCA): Email

LearnNearby, LLC · Berkeley, California