These Terms of Service (the “Terms of Service” or “Agreement”) govern the use of the mobile and internet-based services, business tools offered by NextUp, Inc. (the "Company," "NextUp,” “we” or “us”) at and through the website NextUp.com (the “Website”) and through mobile applications (such services, applications and the Website are collectively referred to as the “Services”). PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN NEXTUP AND YOU WHICH GOVERNS YOUR USE OF THE SERVICES. YOUR USE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF AND AGREEMENT TO ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF SERVICE AND YOUR REPRESENTATION THAT YOU ARE 18 YEARS OF AGE OR OLDER. IF YOU OBJECT TO ANYTHING IN THESE TERMS OF SERVICE, YOU ARE NOT PERMITTED TO USE THE SERVICES. The Services are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Unauthorized reproduction or distribution of the Services, or any portion of them, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. The Services are licensed, not sold. The NextUp Service NextUp offers information and a means to obtain styling services offered by third party providers, which may be requested through the use of an application supplied by NextUp and downloaded and installed by you on your single mobile device (smart phone) (the “Application”). All services provided by NextUp to you by means of your use of the Application are hereafter referred to as the“Service”. NextUp solely provides a platform for Professional and Clients to connect and as serves only as a medium to facilitate the provision of Styling Services. NextUp does not have control over the quality, suitability, reliability, timing, durability, legality, failure to provide, or any other aspect whatsoever of any Styling Services provided by Professionals nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Professionals or Clients. NextUp makes no representations or warranties whatsoever with respect to Styling Services offered or provided by Professionals or requested by Clients through use of the Services, whether in public, private, or offline interactions, or about the accreditation, registration or licensing of any Professional. You understand that NextUp does not routinely screen its Users, inquire into the background of its Users or attempt to verify information provided by any User. NextUp does not verify of confirm that any User is who they claim to be or is accurately representing themselves and does not verify or confirm any representations with respect to Styling Services on the Services. NextUp does not assume any responsibility for the accuracy or reliability of this information or any information provided through the Services. NextUp Accounts By using the Application or the Service, you enter into a contract with NextUp (the “Contract”). In order to be able to use the Application or Service, you first need to sign up with NextUp. When signing up, you are obligated to provide NextUp with your personal information, mobile telephone number and credit card data. Upon successful completion of your signing up with NextUp, NextUp will provide you with a personal account, accessible for you with a password of your choice. You have to be 18 years of age or older to use the Service or Application. If you reside in a jurisdiction that restricts the use of the Service or Application because of age, or restricts the ability to enter into contracts such as this one due to age, you must abide by such age limits and you must not use the Service and the Application. You represent that if you are an individual, you are of legal age to enter into a binding contract, or that if you are registering on behalf of a legal entity, that you are authorized to enter into, and bind the entity to, these User Terms and register for the Service and the Application. By creating an account with NextUp (an “Account”), you are granted a right to use the Services provided by NextUp subject to the restrictions set forth in these Terms of Service and in the Privacy Policy (which is incorporated herein and is a part of these Terms of Service) and any other restrictions stipulated to you by us in writing. In registering for an Account, you agree to provide true, accurate, current and complete information about yourself as prompted by the Services’ registration process and as requested from time to time by NextUp (such information, "Registration Data"). You further agree that, in providing such Registration Data, you will not knowingly omit or misrepresent any material facts or information and that you will promptly enter corrected or updated Registration Data via the Services, or otherwise advise us promptly in writing of any changes or updates to your Registration Data. You further consent and authorize us to verify your Registration Data as required for your use of and access to the Services. You agree to maintain your Account solely for your own use. You agree that you will not allow another person to use your Account IDs to access or use the Services under any circumstances. You are solely and entirely responsible for maintaining the confidentiality of your Account IDs and for any charges, damages, liabilities or losses incurred or suffered as a result of you failure to do so. We are not liable for any harm caused by or related to the theft of your Account IDs, your disclosure of your Account IDs, or your authorization to allow another person to access or use the Services using your Account IDs. Furthermore, you are solely and entirely responsible for any and all activities that occur under your Account including any charges incurred relating to the Services. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Services cannot be guaranteed. As part of the functionality of the Services, you may link your Account with online accounts you may have with third party service providers (each such account, a "Third Party Account") by either: (i) providing your Third Party Account login information through the Services; or (ii) allowing NextUp to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to NextUp and/or grant NextUp access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating NextUp to pay any fees or making NextUp subject to any usage limitations imposed by such third party service providers. By granting NextUp access to any Third Party Accounts, you understand that (i) NextUp may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account (the "SNS Content") so that it is available on and through the Services via your Account, including without limitation any friend lists, and (ii) NextUp may submit and receive additional information to your Third Party Account to the extent you are notified when you link your Account with the Third Party Account. Unless otherwise specified in these Terms of Service, all SNS Content, if any, shall be considered to be User Submissions for all purposes of these Terms of Service. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your Account on the Services. Please note that if a Third Party Account or associated service becomes unavailable or NextUp's access to such Third Party Account is terminated by the third party service provider, then SNS Content may no longer be available on and through the Services. You will have the ability to disable the connection between your NextUp Account and your Third Party Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. NextUp makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and NextUp is not responsible for any SNS Content. You acknowledge and agree that the Services may access your e-mail address book associated with a Third Party Account and your contacts list stored on your mobile device or tablet computer solely for the purposes of identifying and informing you of those contacts who have also registered to use the Services. At your request made via e-mail to support@NextUp.com, NextUp will deactivate the connection between the NextUp Services and your Third Party Account and delete any information stored on NextUp's servers that was obtained through such Third Party Account, except the username and profile picture that become associated with your Account. You can terminate your Account at any time; and NextUp reserves the right, in its sole discretion, to terminate your Account if you violate these Terms of Service or for any reason or no reason at any time. Implementation, Registration and Payment Terms Each Professional authorizes us to confirm that financial information associated with their Account and used in connection with the Services is and remains in good standing with a financial institution as long as the Professional are using the Services. Each Professional authorizes us to obtain credit reports or other background inquiries from time to time to assess the Professional’s eligibility to continue use of the Services. Each Professional authorizes us to obtain credit reports or other background inquiries from time to time to assess the Professional’s eligibility to continue use of the Services. NextUp is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by any User that are deceptive, fraudulent or otherwise invalid ("Fraudulent Actions"). By using the Services, you hereby release NextUp from any liability arising from Fraudulent Actions. You will also use best efforts to promptly notify NextUp of any Fraudulent Actions which may affect the Services. NextUp reserves the right, in its sole discretion, to terminate the account of any User that engages in, or enables any other User to engage in, Fraudulent Actions. Service Use and Limitations and Changes to the Services. We may change, modify, suspend, or discontinue all or any part of the Services at any time, with or without reason. You acknowledge that the operation of the Services may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and NextUp shall not be responsible to you or others for any such interruptions, errors or problems or an outright discontinuance of the Services. NextUp has no obligation to maintain or update the Services or to continue producing or releasing new versions of the Services. We will make reasonable efforts to keep the Services operational 24 hours a day/7 days a week, except for: (i) planned downtime (of which we will endeavor to provide at least 8 hours prior notice); or (ii) any unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems or Internet service provider failures or delays. As a User of the Services, you agree to follow all applicable rules and laws and take full responsibility for any promotion you offer via the Services. When you publish content or information using the "public" setting, it means that everyone, including people outside of the NextUp community, will have access to that information and we may not have control over what they do with it. We always appreciate your feedback or other suggestions about NextUp, but you understand that we may use them without any obligation to compensate you for them (just as you have no obligation to offer them). We do our best to keep NextUp safe and spam free, but can't guarantee it. In order to help us do so, you agree not to: o send or otherwise post unauthorized commercial communications (such as spam) on NextUp. o collect Users' content or information, or otherwise access NextUp, using automated means (such as harvesting bots, robots, spiders, or scrapers) without our permission. o engage in unlawful multi-level marketing, such as a pyramid scheme, on NextUp. o upload viruses or other malicious code. o solicit login information or Account IDs or access an account belonging to someone else. o bully, intimidate, or harass any User. o post content that is hateful, threatening, pornographic, or that contains nudity or graphic or gratuitous violence. o develop, advertise or otherwise market alcohol-related or other mature content. o use NextUp to do anything unlawful, misleading, malicious, or discriminatory. o do anything that could disable, overburden, or impair the proper working of NextUp or the Website, such as a denial of service attack. o facilitate or encourage any violations of these Terms of Service. To make sure we are able to provide a service to our Users and customers, we need to make sure our pages are accurate and up-to-date. To help us do so, you agree to: o keep your Registration Data and contact information accurate and up-to-date. o keep your Account IDs and Account information confidential and to not share your login information or Account IDs, let anyone else access your Account, or do anything else that might jeopardize the security of your Account. Service Use and Limitations and Changes to the Services. The Services contains content and technology of the Company that is protected by copyright, trademark, patent, trade secret and other laws. The Company owns intellectual property rights to any protectable part of the Services, including but not limited to the design, artwork, logos, functionality, and documentation (collectively, the "Company Property"). You may not copy, modify, or reverse engineer any part of the Services or the Company Property. In order to operate the Services, the Company needs to make certain use of your publicly posted Content. Therefore, by posting, uploading or submitting to NextUp, or making available for inclusion in publicly accessible areas of NextUp, any text, images, photos, graphics, audio or video, including any content protected by intellectual property rights (collectively, “Content”), you represent that you have full authorization to do so. You also hereby grant NextUp a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, distribute, reproduce, modify, adapt, publicly perform, publicly display and make derivative works of such Content in connection with the Services and any services or products affiliated with the Services, regardless of the form of media used or of whether such services or products now exist or are developed in the future. This license exists only for as long as you elect to continue to include such Content on NextUp and will terminate at the time such Content is removed from the Services by you or by NextUp. When you delete Content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed Content may persist in backup copies for a reasonable period of time (but will not be available to others). Subject to the terms and conditions hereof, Company hereby grants each Professional a limited, revocable, non-sublicensable license to display the logos, trademarks or other design marks of the Company solely for personal, non-commercial use in connection with your use of the Services, promotion of Styling Services offered via the Services or other uses expressly permitted by the Company in writing. Notwithstanding such permitted uses and license, you acknowledge that all derivative designs and artwork which utilize the Company's logo or other Company Property (collectively, "Derivative Works") are the sole property of the Company. No other rights are granted to you with respect to the Company Property other than those rights granted explicitly herein, including with respect to any Derivative Works. Any Content posted by a User belongs to the person that posted such Content. You may use any Content posted by you in any way without restriction. You may only use Content posted by others in the ways described in these Terms of Service. The Company reserves the right to remove any Content from the Services, at its sole discretion. The Application allows you to send a request for styling service to a Professional Provider. The GPS receiver - which should be installed on the mobile device (smart phone) on which you have downloaded the Application - detects your location and sends your location information to the relevant Professional Provider. The Professional Provider has sole and complete discretion to accept or reject each request for transportation service. The Professional Provider also has sole and complete discretion over whether to use the Application to receive the leads generated through the Application. If the Professional Provider accepts a request, the Application notifies you and provides information regarding the Professional Provider - including its name, vehicle license number, and customer service rating - and the ability to contact the Professional Provider by telephone. NextUp shall procure reasonable efforts to bring you into contact with a Professional Provider in order to obtain styling service, subject to the availability of Professional Providers in or around your location at the moment of your request for styling services. For the avoidance of doubt: NextUp itself does not provide styling services, and NextUp is not a styling provider. It is up to the Professional Provider to offer styling services, which may be requested through the use of the Application and/or the Service. NextUp only acts as intermediary between you and the Professional Provider. The provision of the styling services by the Professional Provider to you is therefore subject to the agreement (to be) entered into between you and the Professional Provider. NextUp shall never be a party to such agreement. PAYMENT The use of the Application and the Service is free of charge. NextUp reserves the right to introduce a fee for the use of the Application and/or the Service. If NextUp decides to introduce such a fee, NextUp shall inform you accordingly and allow you to either continue or terminate the Contract. The rates that apply for the styling services by the Professional Provider can be found on the Website and through the Application. These may be modified or updated by NextUp from time to time. It is your own responsibility to remain informed about the current rates for the styling services. NextUp shall charge you for the styling services provided to you by the Professional Provider on behalf of the Professional Provider. You agree that you will pay for all styling services you purchase from the Professional Provider, and that NextUp may charge your credit card account as provided by you when registering for the Service for the styling services including any taxes and late fees, as applicable) that may be accrued by or in connection with your account. You are responsible for the timely payment of all fees and for providing NextUp with a valid credit card account for payment of all fees at all times. Any payment made is non-refundable. NextUp uses a third-party payment processor (the “Payment Processor”) to link your credit card account to the Application and Service. The processing of payments or credits, as applicable, in connection with your use of the Application and Service will be subject to the terms, conditions and privacy policies of the Payment Processor and your credit card issuer in addition to these User Terms. NextUp is not responsible for any errors by the Payment Processor. In connection with your use of the Service, NextUp will obtain certain transaction details, which NextUp will use solely in accordance with its Privacy and Cookie Notice. Disclaimers YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. YOU ARE FULLY AND SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS AND YOU AGREE THAT IT IS SOLELY YOUR RESPONSIBILITY TO TAKE REASONABLE PRECAUTIONS IN ALL ACTIONS AND INTERACTIONS WITH OTHER PROFESSIONALS AND CLIENTS AND IN THE PROVISION OR RECEIPT OF STYLING SERVICES. NEXTUP IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICES. NEXTUP IS UNDER NO OBLIGATION TO, AND DOES NOT ROUTINELY, SCREEN ITS USERS, INQUIRE INTO THE BACKGROUND OF ITS USERS OR ATTEMPT TO VERIFY INFORMATION PROVIDED BY ANY USER. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR DISPUTES BETWEEN YOU AND OTHER USERS. PLEASE CAREFULLY SELECT THE TYPE OF INFORMATION THAT YOU POST ON THE WEBSITE OR THROUGH THE SERVICES OR RELEASE TO OTHERS. WE DISCLAIM ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF OTHER PARTICIPANTS OR USERS. IT IS POSSIBLE FOR OTHERS TO OBTAIN PERSONAL INFORMATION ABOUT YOU DUE TO YOUR USE OF THE SERVICES OR STYLING SERVICES, AND THAT THE RECIPIENT MAY USE SUCH INFORMATION TO HARASS OR INJURE YOU. WE ARE NOT RESPONSIBLE FOR THE USE OF ANY PERSONAL INFORMATION THAT YOU DISCLOSE ON THE WEBSITE OR THROUGH THE SERVICES. YOU UNDERSTAND THAT IN USING THE SERVICES, SENSITIVE INFORMATION WILL TRAVEL THROUGH THIRD- PARTY INFRASTRUCTURE THAT IS NOT UNDER NEXTUP'S CONTROL (SUCH AS THIRD-PARTY SERVERS). NEXTUP MAKES NO WARRANTY WITH RESPECT TO THE SECURITY OF SUCH THIRD-PARTY INFRASTRUCTURE. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NEXTUP AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT. NEXTUP MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (II) THAT YOUR ACCESS TO OR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, (III) THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED, OR (IV) THAT THE SERVICES OR ANY SERVER THROUGH WHICH YOU ACCESS THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NEXTUP MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE QUALITY, SUITABILITY, RELIABILITY, TIMING, DURABILITY, LEGALITY, OR ANY OTHER ASPECT OF STYLING SERVICES OFFERED OR PROVIDED BY PROFESSIONALS OR REQUESTED BY CLIENTS THROUGH USE OF THE SERVICES WHETHER IN PUBLIC, PRIVATE, OR OFFLINE INTERACTIONS OR ABOUT THE ACCREDITATION, REGISTRATION OR LICENSE OF ANY PROFESSIONAL. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NEXTUP OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE. Limitation of Liability and Release TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NEXTUP OR ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR BOIDLY INJURY OR EMOTIONAL DISTRESS AND DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICES; (II) STYLING SERVICES FACILITATED BY THE SERVICES OR ANY INTERACTIONS BETWEEN USERS, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY) OR ANY DISPUTE WITH ANY USER; (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; (IV) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF THE SERVICES OR YOUR DATA OR TRANSMISSIONS; OR (V) ANY OTHER MATTER RELATING TO THE SERVICES. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you. NEXTUP EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE BETWEEN USERS RELATED TO OR ARISING FROM USE OF THE SERVICES. BECAUSE NEXTUP IS NOT INVOLVED IN THE ACTUAL INTERACTIONS BETWEEN PROFESSIONALS AND CLIENTS OR IN THE PROVISION OF ANY STYLING SERVICES, YOU HEREBY RELEASE AND FOREVER DISCHARGE NEXTUP AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, WHETHER KNOWN OR UNKNOWN, CONTINGENT OR LIQUIDATED, ARISING FROM OR RELATED TO ANY DISPUTE OR INTERACTIONS WITH ANY OTHER USER, WHETHER ONLINE OR IN PERSON, WHETHER RELATED TO THE PROVISION OF STYLING SERVICES OR OTHERWISE. Indemnification You agree to defend, indemnify and hold harmless the Company and its affiliates, officers, directors, employees, agents, partners and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney's fees) arising from or relating to: (i) your use of and access to the Services; (ii) Styling Services facilitated by the Services or any interaction between you and another user; (iii) your violation of any term of these Terms of Service; (iv) your violation of any rights of a third party, including without limitation any copyright, intellectual property, or privacy right; or (v) any third- party claims or damages relating to death, personal injury or emotional distress arising from or related to use of the Services. This defense and indemnification obligations will survive the termination of this Agreement and your use of the Services. Privacy Our collection of data and information via the Services and the Website from Users and others is subject to our Privacy Policy which is available at https://www.nextuphair.com and is incorporated herein (the “Privacy Policy”). You understand that through your use of the Services that you consent to the collection and use (as set forth in the Privacy Policy) of such data and information. Miscellaneous These Terms of Service and all referenced exhibits or policies, including the Privacy Policy, constitute the entire agreement between you and the Company concerning the subject matter herein and the use of the Services and supersede any and all previous agreements, written or oral, between you and the Company, including previous versions of these Terms of Service. The Company may assign these Terms of Service or any other agreement with you in whole or part at any time. These Terms of Service and the relationship between you and the Company shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and the Company agree to submit to the personal and exclusive jurisdiction of the courts located within the City and County of San Francisco, California. Any failure of the Company to enforce or exercise a right provided in these Terms of Service is not a waiver of that right. Should any provision of these Terms of Service be found invalid or unenforceable, the remaining terms shall still apply. You and the Company both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these Terms of Service must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.