NANNY TOOLKIT™ DIGITAL PRODUCT LICENSE AGREEMENT

Effective Date: October 18, 2026
This Digital Product License Agreement (“Agreement”) governs the purchase, download, access, and use of digital products provided by Nanny Toolkit™ (“Nanny Toolkit,” “we,” “us,” or “our”), operated by Nanny Toolkit LLC.

For each Licensee, this Agreement becomes binding when the Licensee affirmatively accepts these terms and purchases, downloads, accesses, or otherwise lawfully obtains a Nanny Toolkit Product.

By accepting this Agreement, you (“Licensee,” “you,” or “your”) agree to comply with its terms.

If you do not agree to these terms, do not purchase, download, access, or use the Products.

1. Scope of Agreement

1.1 Covered Products

This Agreement applies to digital products made available by Nanny Toolkit, including, but not limited to:

Nanny employment agreement templates;

Individual contract sections;

Contract addenda;

Supporting forms;

Employment-related checklists, worksheets, logs, and records;

Educational guides and downloadable resources;

Product bundles, kits, libraries, and collections;

Free downloadable resources expressly made subject to this Agreement; and

Other digital materials expressly designated as subject to this Agreement.

Collectively, these materials are referred to as the “Products.”

1.2 Formats

Unless otherwise expressly stated, this Agreement applies to Products provided in any digital format, including PDF, Microsoft Word, Google Docs-compatible files, editable files, non-editable files, and other electronic formats.

1.3 Product-Specific Terms

Certain Products may be accompanied by additional or product-specific license terms.

If product-specific terms expressly conflict with this Agreement, the product-specific terms control with respect to that Product.

1.4 United States Use

Unless a Product expressly states otherwise, Nanny Toolkit Products are designed primarily for use within the United States.

Nanny Toolkit does not represent or warrant that a Product complies with the laws, regulations, employment requirements, or contractual requirements of any country outside the United States.

A Licensee who uses a Product outside the United States assumes responsibility for determining whether the Product is appropriate for that jurisdiction and should obtain qualified local professional advice where appropriate.

1.5 Intended Scope

Nanny Toolkit Products are designed primarily for direct-hire household employment arrangements in which an individual or household directly employs a nanny or other childcare provider.

Products may be used in direct-hire employment relationships established independently or with the assistance of a nanny placement agency, recruiting service, or similar intermediary, provided that the household, rather than the agency or intermediary, is the employer.

The involvement of a placement agency or other intermediary does not, by itself, make a direct-hire employment arrangement ineligible for use of the Products. However, such involvement does not grant the agency or intermediary any independent license or authorization to reproduce, customize, distribute, or otherwise use Products for multiple clients or employment relationships.

Commercial, organizational, agency-wide, or multi-client use requires separate written authorization or a commercial license from Nanny Toolkit, as further described in Section 2.5.

Unless expressly stated otherwise, Products are not designed for J-1 au pair arrangements, employment relationships in which a staffing agency or other business is the employer, or other non-household employment arrangements.

Nanny Toolkit does not represent or warrant that its Products are suitable for those excluded arrangements. Any Licensee who uses a Product outside its intended scope assumes responsibility for determining its suitability and compliance with applicable law.

2. Grant of License

2.1 Limited License

Subject to compliance with this Agreement, Nanny Toolkit grants the Licensee a limited, non-exclusive, non-transferable, and non-sublicensable license to access, download, reproduce, modify, and use the Products solely as permitted by this Agreement.

2.2 Individual Purchasers

Except as otherwise provided for household use, gifts, or separately authorized commercial licensing, the license is granted to the individual who purchases or lawfully obtains the Product.

Access to a purchaser’s device, account, email, file-storage system, or other records does not create an independent license for another person.

2.3 Household Employer Use

When a Product is purchased for use in a household-employment relationship, the purchasing Licensee may permit a spouse, partner, co-parent, or other member of the same household who jointly employs or intends to jointly employ the applicable nanny or childcare provider to participate in the authorized use of that Product.

Authorized household use may include reviewing, editing, negotiating, completing, signing, administering, and retaining documents for the household’s own employment relationships.

Household use does not grant each household member a separate independent license and does not authorize any household member to:

Provide the original Product to another household;

Use the Product to prepare documents for unrelated third parties;

Redistribute the Product;

Resell the Product; or

Exercise rights beyond those granted by this Agreement.

2.3A Nanny Shares

If two or more households jointly employ the same nanny under a Nanny Share Addendum, the purchasing Licensee may share the customized Nanny Share Addendum and the customized employment agreement with the other participating household for the purpose of reviewing, completing, signing, and administering that nanny share. The other household does not receive a license to the underlying Product and must purchase its own license to use any Product for its own separate employment agreement.

2.4 Gifts

A Product may be purchased as a gift only where Nanny Toolkit permits such use or where the purchaser clearly intends the Product for a specific recipient.

When a Product is legitimately purchased as a gift:

a. The intended recipient becomes the Licensee for purposes of using the Product;

b. The purchaser may provide the Product to that intended recipient solely for the purpose of completing the gift;

c. The purchaser does not retain an independent license to use the Product unless the purchaser separately purchased a license for themselves; and

d. The recipient remains subject to all terms of this Agreement.

A purchaser may not characterize unauthorized distribution as a “gift” to avoid purchasing additional licenses.

2.5 Businesses, Agencies, and Organizations

Unless Nanny Toolkit expressly provides otherwise in writing, the standard license offered under this Agreement is intended for individual nanny and household-employer use.

Purchase of a Product by or on behalf of a:

Nanny placement agency;

Staffing company;

Consulting business;

Coaching business;

Law firm;

Payroll provider;

Household staffing business;

Employer organization;

Educational institution;

Membership organization; or

Other commercial entity

does not authorize that entity to reproduce or use the Product for multiple clients, customers, placements, households, employees, students, or members.

Commercial, organizational, agency-wide, multi-user, or client-service use requires separate written authorization or a separate license from Nanny Toolkit.

Where Nanny Toolkit grants an agency, business, or organization a separate commercial license, the permitted scope of use, authorized users, client or placement limits, distribution rights, license duration, and other applicable conditions shall be governed by that separate license.

In the event of a conflict between this Agreement and an applicable commercial license, the commercial license shall control solely to the extent of the conflict and solely with respect to the Products and activities expressly covered by that license.

2.6 Licensed, Not Sold

Products are licensed, not sold.

Purchasing or obtaining a Product does not transfer ownership of the original Product or any intellectual property rights belonging to Nanny Toolkit or its licensors.

2.7 Duration

Unless otherwise stated at the time of purchase, the license continues indefinitely, subject to the termination provisions of this Agreement.

The license does not expire solely because a particular employment relationship ends.

2.8 Products Covered

A license applies only to Products purchased or otherwise lawfully obtained by the Licensee.

Purchasing an individual Product does not grant rights to other Products, bundles, future Products, revised editions, or later releases unless expressly stated.

3. Permitted Use

3.1 Personal and Professional Use

The Licensee may use lawfully obtained Products for employment, childcare, household-employment, organizational, and related personal or professional purposes in which the Licensee is personally involved.

3.2 Permitted Activities

Subject to this Agreement, the Licensee may:

a. Download and save Products on personal devices or private digital-storage accounts;

b. Maintain reasonable backup copies for authorized use and recordkeeping;

c. Print Products as reasonably necessary for their intended purpose;

d. Edit, customize, and adapt Products to reflect the Licensee’s circumstances, preferences, employment arrangements, and applicable legal requirements;

e. Reuse purchased Products in multiple employment or childcare relationships in which the Licensee is personally involved;

f. Share a customized document with an employer, employee, prospective employer, prospective employee, authorized household member, or other party whose participation is reasonably necessary to negotiate, review, complete, sign, administer, or retain that specific document;

g. Share customized or completed documents with attorneys, accountants, payroll providers, tax professionals, insurance professionals, or other professional advisors (and, where reasonably necessary, insurers, government agencies, mediators, arbitrators, and courts) assisting with the Licensee’s own employment or childcare arrangements, who may use the document only to assist the Licensee;

h. Exchange drafts of a customized employment agreement or related document with the other party to the applicable employment relationship for purposes of negotiation and revision; and

i. Retain and reproduce completed or executed documents for employment administration, recordkeeping, legal compliance, tax purposes, dispute resolution, or other legitimate purposes.

3.3 Nannies and Household Employers

Permitted use includes:

A nanny using a Product in connection with their own current or prospective employment; and

A household employer using a Product in connection with their own current or prospective employment of a nanny or other childcare provider.

3.4 Sharing Does Not Transfer a License

When a Licensee shares a customized Product with another party to an employment relationship, that recipient may review, edit, negotiate, complete, sign, retain, and use that customized document in connection with that specific relationship.

The recipient does not receive an independent license to:

Reuse the underlying template in unrelated employment relationships;

Distribute the original Product to others;

Use the Product as a reusable template for third parties; or

Exercise any other rights not expressly granted by this Agreement.

3.5 Continuing Use

The Licensee may continue using a purchased Product in future employment or childcare relationships in which the Licensee is personally involved, provided that the use remains consistent with this Agreement.

3.6 Customized Documents

A document is a customized document only if it has been completed for a specific employment relationship (for example, by inserting the parties’ names, dates, and compensation terms) and is shared only with the persons described in Section 3.2. Sharing a blank, minimally completed, or reusable version is prohibited by Section 4.1(b), even if some fields have been filled in.

4. Prohibited Use

4.1 General Restrictions

Except as expressly permitted by this Agreement or separately authorized in writing by Nanny Toolkit, the Licensee shall not:

a. Sell, resell, sublicense, rent, lease, license, assign, or otherwise commercially distribute a Product;

b. Share, transfer, upload, or distribute an original Product, blank template, editable source file, substantially complete template, or reusable copy to another person for that person’s independent use;

c. Make a Product available through a shared folder, database, website, online forum, cloud library, membership portal, social-media group, file-sharing service, marketplace, or other location through which unauthorized persons may access it;

d. Upload or distribute a Product for free as a substitute for purchasing it from Nanny Toolkit;

e. Repackage, reproduce, adapt, or modify a Product for the purpose of creating a competing template, contract product, form library, resource bundle, guide, course, membership, subscription, or other commercial offering;

f. Represent Nanny Toolkit content as having been independently authored or created by the Licensee;

g. Use Products as part of a paid contract-drafting, document-preparation, consulting, coaching, training, template-design, or similar service for third-party clients unless Nanny Toolkit provides separate written authorization;

h. Make Products available for independent use by employees, contractors, agency workers, clients, members, students, customers, or other individuals under a single standard license;

i. Use Products in a manner that infringes the intellectual property, privacy, contractual, or other legal rights of Nanny Toolkit or any third party;

j. Use Products for unlawful purposes;

k. Use a Product, or text from a Product, to train, fine-tune, or evaluate an artificial-intelligence or machine-learning model, or to generate a competing template, form, guide, or contract product; or

l. Use automated tools to scrape, copy, or systematically extract Products.

4.2 Effect of Modification

Modification of a Product does not, by itself, eliminate the restrictions of this Agreement with respect to Nanny Toolkit content incorporated into the modified work.

The restrictions applicable to Nanny Toolkit content remain applicable even where the Licensee:

Changes formatting;

Rearranges sections;

Converts file formats;

Makes edits;

Adds independently created material;

Deletes certain material; or

Combines Nanny Toolkit content with other material.

Nothing in this section limits the Licensee’s ownership of independently created original material that the Licensee lawfully adds to a Product.

4.3 No Authorization of Others

The Licensee may not authorize, assist, encourage, or knowingly enable another person to engage in conduct prohibited by this Agreement.

4.4 Independently Created Materials

Nothing in this Agreement prevents a Licensee from creating, using, or distributing independently developed materials that do not unlawfully copy, reproduce, or exploit Nanny Toolkit content.

5. Customization and Completed Documents

5.1 Intended Customization

Certain Products, including employment agreements, addenda, and supporting forms, are specifically designed to be customized.

5.2 Permitted Customization

The Licensee may modify a Product as reasonably necessary for its intended use, including:

Adding or removing provisions;

Revising language;

Selecting optional provisions;

Inserting names, dates, compensation terms, schedules, and other information;

Adding independently drafted provisions;

Revising formatting; and

Adapting a Product to a particular employment arrangement.

5.3 Licensee Contributions

Nanny Toolkit does not claim ownership of:

Personal information supplied by the Licensee;

Independently created text authored by the Licensee; or

Other original contributions independently created by the Licensee and added to a customized document.

5.4 Completed Documents

The Licensee may distribute completed or executed documents to persons whose access is reasonably necessary for the applicable employment relationship, professional services, recordkeeping, compliance, or dispute resolution.

5.5 Branding and Proprietary Notices

The Licensee may remove visible Nanny Toolkit branding, logos, product titles, or promotional references from a customized document when reasonably necessary to create an execution-ready employment agreement, addendum, form, or related document for the Licensee’s own authorized use.

However, the Licensee may not remove, obscure, or alter copyright notices, license notices, ownership statements, digital metadata, or other proprietary notices from the original source Product for the purpose of redistribution, resale, concealment of origin, or unauthorized use.

Removal of visible branding from an execution-ready customized document does not transfer ownership of Nanny Toolkit’s underlying content.

5.6 No Commercial Redistribution

Customization does not authorize the Licensee to market, distribute, license, or sell the customized Product as a template, form, guide, contract resource, or other standalone product.

5.7 Executed Agreements

Once a customized document has been executed by the relevant parties, this Agreement does not invalidate, terminate, or alter the legal rights or obligations created by that document.

The parties may retain and use the completed or executed document for legitimate purposes regardless of whether the underlying Product license later terminates.

5.8 Reminders, Disclaimers, and Attorney Review

Products contain reminders, disclaimers, and notices intended to alert users to legal requirements that vary by jurisdiction. Removing or altering them may result in a document that is inconsistent with applicable law, and Nanny Toolkit is not responsible for the consequences. A customized document has not been reviewed by an attorney, and the Licensee may not describe a customized document as reviewed, approved, or endorsed by Nanny Toolkit or any attorney.

6. Intellectual Property Rights

6.1 Ownership

Nanny Toolkit retains all rights, title, and interest that it lawfully holds in the Products, including rights in protectable original text, educational material, graphics, illustrations, layouts, branding, and other original content.

Some Products may contain functional, factual, standard, public-domain, legally required, or otherwise unprotectable material.

Nothing in this Agreement is intended to claim exclusive intellectual property rights in material that cannot lawfully be protected.

6.2 Third-Party Contributions and Rights

Certain elements of a Product may be created, reviewed, revised, licensed, assigned, or otherwise contributed by third parties.

Nanny Toolkit’s rights in such material are limited to the rights it lawfully owns or is authorized to exercise.

Nothing in this Agreement grants the Licensee rights exceeding those lawfully held by Nanny Toolkit.

6.3 Reserved Rights

All rights not expressly granted to the Licensee under this Agreement are reserved by Nanny Toolkit.

6.4 Trademarks and Branding

Nothing in this Agreement grants the Licensee ownership of, or an independent right to use, Nanny Toolkit’s:

Business name;

Logos;

Trademarks;

Service marks;

Product names; or

Other proprietary branding,

except as incidental to authorized use of a Product.

6.5 No Ownership Through Modification

Editing, customizing, completing, translating, rearranging, formatting, or otherwise modifying a Product does not transfer ownership of Nanny Toolkit’s underlying protected material.

6.6 Applicable Legal Rights

Nothing in this Agreement restricts any right that a Licensee or third party may independently possess under applicable law.

7. Informational, Educational, and Legal Disclaimer

7.1 Nature of Products

Nanny Toolkit provides Products for informational, educational, organizational, and self-help purposes.

7.2 Not a Law Firm

Nanny Toolkit is not a law firm and does not provide individualized legal advice.

The purchase, download, access, or use of a Product does not create an attorney-client relationship between the Licensee and Nanny Toolkit.

7.3 Attorney Review Does Not Create Representation

Some Products may be identified as having been reviewed, revised, or evaluated by a licensed attorney.

Such attorney review does not create an attorney-client relationship between the reviewing attorney and the purchaser or Licensee.

The reviewing attorney does not represent the Licensee merely because the Licensee purchases or uses a Product. A designation that a Product was reviewed or reviewed and revised by a licensed attorney is not an endorsement, certification, or guarantee, does not mean the Product complies with the law of any particular jurisdiction, and does not mean the attorney is licensed in the Licensee’s jurisdiction.

7.4 Scope of Attorney-Review Designations

A statement that a Product has been “attorney reviewed,” “reviewed and revised by a licensed attorney,” or described using similar language applies only to the version of the Product that actually received the stated review.

Material changes made after attorney review may result in a later version differing from the version reviewed.

Nanny Toolkit may identify whether a particular version has received attorney review and may maintain internal records documenting the version and date of such review. Each Product will state its version and the date as of which it was prepared.

7.5 No Substitute for Individualized Advice

Products containing contracts, employment provisions, compliance information, or other legal subject matter are not substitutes for individualized advice from a qualified attorney or other appropriate professional.

7.6 Jurisdictional Differences

Employment laws, household-employment requirements, wage-and-hour rules, leave laws, tax obligations, insurance requirements, worker protections, and other legal requirements may differ by jurisdiction and may change over time.

The Licensee is responsible for determining whether a Product is appropriate for the Licensee’s particular circumstances.

7.7 Professional Review

The Licensee is encouraged to seek review from a qualified attorney before executing an employment agreement, addendum, or other legally significant document based on a Nanny Toolkit Product.

7.8 No Guaranteed Outcome

Nanny Toolkit does not guarantee that a Product:

Satisfies every applicable legal requirement;

Is appropriate for every jurisdiction;

Prevents disputes;

Eliminates legal risk;

Will be enforceable in every circumstance; or

Will produce any particular legal, financial, employment, or professional outcome.

7.9 No Participation in Employment Relationship

Nanny Toolkit is not a party to employment relationships or agreements created through use of the Products and assumes no responsibility for the performance of obligations undertaken by nannies, household employers, or other parties.

8. Product Delivery, Updates, and Availability

8.1 Digital Delivery

Products are delivered digitally through the method specified at the time of purchase or distribution.

8.2 Customer Responsibility

The Licensee is responsible for downloading and securely retaining copies of purchased Products.

8.2A Download Access

Purchased files will remain available for renewed download access for at least twelve (12) months after purchase. During that period, the Licensee may use any available automated link-renewal process or contact Nanny Toolkit to request a replacement download link or other reasonable means of accessing the purchased files.

8.3 No Automatic Right to Updates

Unless expressly stated at the time of purchase, purchasing a Product does not entitle the Licensee to:

Future revisions;

Updated editions;

Replacement Products;

Additional Products; or

Newly released materials.

8.4 Product Changes

Nanny Toolkit may revise, replace, discontinue, or remove Products from sale or distribution.

8.5 Continued Use of Existing Copies

Removal or discontinuation of a Product does not, by itself, terminate a Licensee’s right to continue using lawfully obtained copies in accordance with this Agreement.

8.6 Additional Transaction Terms

Refund policies, download limitations, purchase terms, delivery terms, and other conditions disclosed at the time of purchase may also apply.

9. Free Products

9.1 Application of License

A free Product is subject to this Agreement when the recipient is provided notice of this Agreement and affirmatively accepts its terms or otherwise obtains the Product through a distribution method that expressly conditions access on this Agreement.

9.2 No Expanded Rights

Receiving a Product without charge does not grant broader rights than purchasing a Product.

Free Products remain subject to the same restrictions on resale, redistribution, sublicensing, public sharing, and unauthorized commercial use unless Nanny Toolkit expressly states otherwise.

9.3 Separate Free-Use Terms

Nanny Toolkit may designate certain free materials as freely shareable, publicly distributable, or subject to separate terms.

Any such permission must be expressly stated.

10. Electronic Acceptance and Records

10.1 Affirmative Electronic Acceptance

Where Nanny Toolkit presents this Agreement through a required checkbox, button, or comparable affirmative electronic mechanism, selecting that mechanism and completing the applicable transaction constitutes the Licensee’s electronic acceptance of this Agreement, subject to applicable law.

10.2 Opportunity to Review

Before acceptance, the Licensee should be provided reasonable access to the version of this Agreement governing the transaction.

10.3 Retainable Agreement

Nanny Toolkit may make this Agreement available in a format that the Licensee can view, save, print, or otherwise retain for their records.

10.4 Version Records

Nanny Toolkit may maintain records relating to a Licensee’s acceptance, including:

The applicable version of the Agreement;

The Agreement’s effective date;

The Licensee’s transaction date;

The date or time of electronic acceptance;

Order information; and

Other information reasonably necessary to document assent.

10.5 No Retroactive Substitution

Nanny Toolkit will not intentionally replace the terms associated with a completed transaction in a manner that falsely represents later terms as the terms originally accepted.

Archived versions may be retained for recordkeeping and enforcement purposes.

11. Disclaimer of Warranties

11.1 “As Is” Basis

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

11.2 Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NANNY TOOLKIT DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT SUCH WARRANTIES CANNOT LAWFULLY BE DISCLAIMED.

11.3 No Error-Free Guarantee

Nanny Toolkit does not warrant that Products will be free from:

Errors;

Omissions;

Formatting issues;

Compatibility problems;

Typographical errors; or

Other defects.

11.4 Suitability

Nanny Toolkit does not warrant that a Product will be suitable for every household, nanny, employer, employment arrangement, or jurisdiction.

11.5 Non-Waivable Rights

Nothing in this Agreement excludes, restricts, or modifies a warranty, statutory right, consumer-protection right, or remedy that cannot lawfully be excluded, restricted, or modified.

12. Limitation of Liability

12.1 Excluded Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NANNY TOOLKIT SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO A PRODUCT OR THE LICENSEE’S USE OF A PRODUCT.

12.2 Examples

Where legally permitted, this limitation includes damages arising from:

Employment disputes;

Contractual disagreements;

Lost income;

Lost opportunities;

Business interruption;

Reliance on outdated or incomplete information; or

Consequences arising from customization or use of a Product.

12.3 Liability Cap for Paid Products

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NANNY TOOLKIT’S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATING TO A PAID PRODUCT SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY THE LICENSEE FOR THAT PRODUCT.

12.4 Free Products

For Products provided without charge, and for any claim not relating to a paid Product, Nanny Toolkit’s total aggregate liability will not exceed $100.

No provision in this Agreement is intended to eliminate liability that cannot legally be excluded or limited.

12.5 Exceptions

The limitations in this section do not apply to liability that applicable law prohibits Nanny Toolkit from limiting or excluding, including liability for fraud, gross negligence, or willful misconduct.

12.6 Preservation of Consumer Rights

Nothing in this Agreement limits any non-waivable consumer right or statutory remedy available under applicable law.

13. Termination of License

13.1 Duration

This Agreement remains in effect while the Licensee possesses or uses Products subject to it unless terminated in accordance with this section.

13.2 Material Breach

Nanny Toolkit may terminate a Licensee’s rights in one or more Products if the Licensee materially breaches this Agreement.

13.3 Scope of Termination

Unless the circumstances reasonably justify broader action, termination applies to the Product or Products affected by the breach.

Nanny Toolkit may terminate or restrict licenses relating to additional Products where there is evidence of:

Repeated unauthorized redistribution;

Systematic misuse of multiple Products;

Repeated resale or sublicensing;

Intentional circumvention of license restrictions;

Fraudulent acquisition or use; or

Other substantial violations affecting multiple Products.

Any termination remains subject to applicable law.

13.4 Curable Breaches

For a breach reasonably capable of correction that does not involve unauthorized public distribution, resale, sublicensing, or comparable serious misuse, Nanny Toolkit may provide written notice and allow the Licensee fourteen (14) calendar days to cure the breach.

13.5 Immediate Termination

Nanny Toolkit may terminate the applicable license immediately upon written notice if the Licensee engages in:

Unauthorized public distribution;

Unauthorized resale;

Unauthorized sublicensing;

Uploading Products to public or shared-access platforms;

Intentional commercial exploitation outside the scope of the license;

Knowing or repeated infringement of Nanny Toolkit’s intellectual property rights; or

Other conduct causing substantial harm that cannot reasonably be addressed through ordinary corrective action.

13.6 Effect of Termination

Upon termination, the Licensee must cease unauthorized use and distribution of the affected Product and delete or destroy copies the Licensee is no longer authorized to retain.

13.7 Completed Records

Termination does not require destruction of completed or executed employment agreements, signed addenda, completed forms, payroll records, employment records, or other documents that a party is lawfully entitled or required to retain.

13.8 Existing Agreements

Termination of the Product license does not invalidate an otherwise enforceable employment agreement or other document previously executed by the relevant parties.

13.9 Survival

Provisions that by their nature are intended to survive termination shall remain in effect, including provisions concerning:

Intellectual property;

Unauthorized redistribution;

Disclaimers;

Limitations of liability;

Remedies;

Governing law; and

Dispute resolution.

13.10 Reversed Charges; No Refund on Termination

If a charge for a Product is reversed or refunded, the license to that Product terminates, and the Licensee must stop using it. Termination for breach does not entitle the Licensee to a refund.

14. Remedies and Enforcement

14.1 Available Remedies

Termination of a license is not Nanny Toolkit’s exclusive remedy.

Subject to applicable law, Nanny Toolkit retains any rights and remedies available under this Agreement or applicable law.

14.2 Injunctive Relief

Unauthorized copying, redistribution, resale, public dissemination, or misuse of proprietary Products may cause harm that is difficult to remedy solely through monetary damages.

Where legally appropriate, Nanny Toolkit may seek injunctive or equitable relief in addition to other available remedies.

14.3 No Waiver of Legal Requirements

Nothing in this section guarantees that a particular remedy will be available in a particular dispute.

Any remedy remains subject to applicable law and the determination of a court or other authorized decision-maker.

15. Modifications and Version Control

15.1 Future Revisions

Nanny Toolkit may revise this Agreement to reflect changes in its Products, business practices, or legal requirements.

15.2 Effective Date

Each version of this Agreement will identify an effective date.

The effective date reflects when that version of the Agreement becomes operative and is not automatically the same as an individual Licensee’s purchase date.

15.3 Prospective Application

Unless otherwise required or permitted by applicable law, revised terms apply prospectively and do not retroactively reduce rights granted to a Licensee under an earlier version accepted in connection with a prior transaction.

15.4 New Purchases

New purchases, downloads, or transactions may be subject to the version of the Agreement presented and accepted at the time of that transaction.

15.5 Archived Versions

Nanny Toolkit may retain prior versions of this Agreement to document the terms governing earlier transactions.

16. Electronic Notices

16.1 Notices to Licensee

Where this Agreement requires Nanny Toolkit to provide written notice, Nanny Toolkit may provide that notice electronically to the email address associated with the applicable purchase, account, or transaction, unless applicable law requires another method.

16.2 Licensee Responsibility

The Licensee is responsible for providing an accurate email address in connection with a transaction and for maintaining access to that address where reasonably necessary.

16.3 Notices to Nanny Toolkit

Notices, requests for authorization, and other communications under this Agreement may be sent to:

info@nannytoolkit.com

unless Nanny Toolkit designates another contact method.

16.4 When Electronic Notice Is Sent

Unless applicable law provides otherwise, electronic notice is considered sent when transmitted to the applicable email address.

Nothing in this section eliminates any legal requirement that a particular notice be actually received or delivered through a specific method.

17. Governing Law and Dispute Resolution

17.1 Governing Law

This Agreement shall be governed by the laws of the State of Kansas, without regard to conflict-of-law principles, except to the extent applicable law requires otherwise.

17.2 Jurisdiction and Venue

Governing Law and Venue. This Agreement is governed by the laws of the State of Kansas, without regard to conflict-of-law principles. Subject to any mandatory consumer-protection law that gives the Licensee the right to sue in the Licensee’s home jurisdiction, any lawsuit arising from or relating to this Agreement must be brought in the state or federal courts located in Douglas County, Kansas, and the Licensee and Nanny Toolkit consent to the jurisdiction of those courts.

17.3 Good-Faith Resolution

Before commencing formal legal proceedings, the parties are encouraged to attempt to resolve disputes through good-faith communication where reasonably practical.

This provision does not require either party to delay action when immediate legal relief is reasonably necessary or when delay could impair legal rights.

18. Relationship to Other Nanny Toolkit Terms

18.1 Additional Policies

The Licensee may also be subject to Nanny Toolkit’s:

Website Terms of Use & Legal Disclaimers;

Privacy Policy;

Purchase terms;

Product-specific terms; and

Other policies disclosed in connection with a transaction.

18.2 Order of Precedence

The Nanny Toolkit Digital Product License Agreement, the Website Terms of Use & Legal Disclaimers, and any product-specific terms are to be read together where reasonably possible. If they conflict: (a) product-specific terms control as to that Product; (b) the Digital Product License Agreement controls as to the ownership, copying, use, sharing, and redistribution of the Products, and as to the Licensee’s remedies and Nanny Toolkit’s liability relating to the Products; and (c) the Website Terms of Use & Legal Disclaimers control as to the Website, orders, delivery, and all other matters. Nothing in this section overrides a right that cannot lawfully be waived.

19. General Provisions

19.1 Entire Agreement

This Agreement, together with any applicable product-specific license terms, constitutes the entire agreement between Nanny Toolkit and the Licensee concerning licensing and permitted use of the Products.

19.2 Severability

If any provision of this Agreement is held invalid, unlawful, or unenforceable, the remaining provisions shall remain in effect to the maximum extent permitted by law.

19.3 No Waiver

Failure by Nanny Toolkit to enforce any provision does not waive the right to enforce that provision or another provision later.

19.4 No Assignment by Licensee

Except for an authorized gift under Section 2.4, the Licensee may not assign, transfer, sublicense, or delegate rights granted under this Agreement without prior written authorization from Nanny Toolkit.

19.5 Relationship of Parties

Nothing in this Agreement creates an employment, agency, partnership, fiduciary, franchise, or joint-venture relationship between Nanny Toolkit and the Licensee.

19.6 Headings

Headings are provided for convenience and do not alter the substantive meaning of the Agreement.

20. Contact Information

Questions, concerns, notices, or requests for authorization regarding this Agreement may be directed to:

Nanny Toolkit LLC

Website: nannytoolkit.com

Email: info@nannytoolkit.com

Mailing Address: 3706 SW Topeka Blvd, Ste 200 #577, Topeka, KS 66609

21. Acceptance of Agreement

By affirmatively accepting this Agreement in connection with purchasing, downloading, or otherwise lawfully obtaining a Product, the Licensee acknowledges that:

The Licensee was provided an opportunity to review this Agreement before completing the applicable transaction;

The Licensee agrees to be bound by its terms;

Electronic acceptance may be recorded in connection with the transaction;

Products are licensed, not sold;

Purchase or receipt of a Product does not transfer ownership of Nanny Toolkit’s underlying intellectual property;

Products may not be resold, redistributed, sublicensed, or publicly shared except as expressly permitted by this Agreement;

Sharing a customized document with another party to an employment relationship does not provide that party with an independent reusable license; and

Agency, organizational, commercial-client, and other multi-user use is not included under the standard license unless expressly authorized by Nanny Toolkit.