Terms of Service

1. Nature of the Service; Not a Medical Service

1.1 Information and Directory Only. The Service is an online directory and informational resource that enables Users to search for, find, and connect with pregnancy and postpartum support Providers. The Service does not itself provide medical care, diagnosis, treatment, prescriptions, clinical services, or any form of healthcare. The Service does not operate a telehealth platform, a clinical communication system, or a healthcare facility.

1.2 No Medical Advice. All content on or accessible through the Service, including articles, checklists, care-pathway descriptions, provider profiles, reviews, and educational materials, is provided for general informational and educational purposes only. No content on the Service constitutes medical advice, clinical guidance, a medical opinion, or a recommendation for any particular treatment, provider, or course of action. You should not rely on any information on the Service to make health-related decisions. Always seek the advice of a qualified healthcare professional regarding any questions about a medical condition, pregnancy, postpartum recovery, lactation, mental health, or infant care.

1.3 No Practitioner-Patient Relationship. Use of the Service, including contacting, messaging, or scheduling an appointment with a provider through the Service or through links provided by the Service, does not create a practitioner-patient, physician-patient, therapist-client, or any other clinical relationship between you and Cradley. Cradley is not a healthcare provider. Any care, treatment, or advice you receive is provided solely by independent providers who are not employees, agents, contractors, or representatives of Cradley.

1.4 No Endorsement of Providers; No Referrals. Cradley is not a referral service and does not refer, recommend, endorse, or warrant any Provider. Any ratings, rankings, search results, filters, badges, labels, or other provider-related information displayed through the Service are provided for informational purposes and may reflect statements of opinion and not statements of fact or guarantees of outcomes. The inclusion of any provider on the Service does not constitute an endorsement, recommendation, or guarantee by Cradley of that provider's qualifications, competence, quality of services, clinical judgment, suitability, or availability. Cradley does not control, direct, or supervise providers listed on the Service. You are solely responsible for evaluating and selecting providers, verifying credentials, and determining suitability for your needs.

1.5 Licensed and Non-Licensed Providers. Providers listed on the Service include both individuals who hold professional licenses or certifications required by applicable law and individuals who provide services that do not require licensure (such as doulas, sleep consultants, meal preparation services, and similar non-clinical support providers). Cradley may, but is not obligated to, take limited steps to review or validate certain Provider information; however, Cradley does not verify, audit, or guarantee the licensure status, certifications, malpractice coverage, disciplinary history, scope-of-practice compliance, background, or qualifications of any Provider. You should independently confirm a provider's credentials, licensing status, disciplinary history, insurance participation, and scope of practice with the provider directly and with the relevant licensing authorities before engaging their services.

1.6 Emergency and Crisis Safety. The Service is not designed for emergencies and cannot route emergency or urgent communications. If you believe you or your infant may be experiencing a medical emergency, call 911 (or your local emergency number) immediately. If you are experiencing a mental health crisis or thoughts of self-harm, contact your local crisis hotline (for example, 988 in the United States) or proceed to the nearest emergency facility. Do not use the Service as a substitute for emergency medical care.

1.7 Independence of Clinical Judgment. Providers listed on the Service practice independently. Cradley does not practice medicine, does not interfere with or direct clinical decision-making, and does not guarantee any clinical outcome.

1.8 Not for Credentialing or Primary-Source Verification. The Service is intended for consumer discovery and connection purposes only. Use of the Service by any individual or entity to credential, certify, verify, or primary source validate any Provider's licenses, certifications, education, privileges, disciplinary history, insurance participation, or compliance is prohibited. Cradley does not represent that the Service contains sufficient information to verify Provider credentials under any credentialing, accreditation, or quality assurance standard, and Cradley disclaims all liability for any such use.

2. Eligibility and Accounts

2.1 User Eligibility. You must be at least eighteen (18) years of age to create an account or use the Service. By using the Service, you represent and warrant that you meet this age requirement.

2.2 Provider Eligibility. If you register as a Provider, you represent and warrant that: (a) you are a duly authorized professional or business entity lawfully permitted to offer the services you list; (b) all information you provide to Cradley, including credentials, certifications, licensing status, business information, and scope of practice, is accurate, complete, and current; and (c) you are in compliance with all applicable laws, regulations, and professional ethical standards.

2.3 Account Responsibility. Certain features of the Service require account creation. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify Cradley immediately of any unauthorized access to or use of your account. Cradley is not liable for any loss arising from unauthorized use of your account.

2.4 Suspension and Termination. Cradley may suspend, restrict, or terminate your account at any time, with or without notice, for any reason, including violation of these Terms or conduct that Cradley determines, in its sole discretion, is harmful to the Service, other users, or Cradley.

3. Provider Licensing, Certification, and Compliance Obligations

3.1 Obligation to Maintain Credentials. Each Provider who is required by applicable federal, state, or local law to hold a professional license, certification, registration, or other credential in order to lawfully provide the services listed on the Service (a "Licensed Provider") represents, warrants, and covenants that: (a) such Provider holds all required licenses, certifications, and credentials in good standing at the time of registration and at all times while maintaining a listing on the Service; (b) such Provider will promptly update its profile and credential information on the Service within five (5) business days of any change to the status, scope, or conditions of any required license, certification, or credential; and (c) such Provider will immediately notify Cradley in writing of any disciplinary action, investigation, complaint, suspension, revocation, restriction, or other adverse action taken or pending against any required license or credential. If any User finds a provider on the Services that has out-of-date licenses, certifications, or credentials, please notify us immediately at support@searchcradley.com.

3.2 Loss of License; Obligation to Remove Profile. If a Licensed Provider's required professional license, certification, or credential is suspended, revoked, expired, voluntarily surrendered, or otherwise rendered inactive or invalid, the Licensed Provider must: (a) immediately cease offering services through the Service that require such license or credential; (b) within twenty-four (24) hours, either remove or deactivate its profile on the Service or update the profile to remove any listing of services that require such license or credential; and (c) promptly notify Cradley in writing at support@searchcradley.com of such change in status. Failure to comply with this Section 3.2 constitutes a material breach of these Terms.

3.3 Right to Remove Non-Compliant Listings. Cradley reserves the right, but has no obligation, to verify Provider credentials and to remove, suspend, or deactivate any Provider listing at any time if Cradley has reason to believe that the Provider is not in compliance with applicable licensing or credentialing requirements or any provision of these Terms.

3.4 No Cradley Verification. Notwithstanding the obligations imposed on Providers under this Section 3, Cradley does not independently verify, audit, or monitor Provider licenses, certifications, credentials, or compliance. Users are solely responsible for verifying the licensing status and qualifications of any Provider before engaging their services.

3.5 Provider Advertising and Testimonial Compliance. Providers are solely responsible for ensuring that any statements, descriptions, credentials, claims, pricing, testimonials, "before and after" images, endorsements, or other promotional content included in their listings or otherwise provided to Cradley comply with all applicable laws and professional rules (including, without limitation, healthcare advertising restrictions, consumer protection laws, and the FTC's endorsement and testimonial requirements). Providers must not submit any content that is false, misleading, unverifiable, or that they do not have the legal right to use.

4. Communications and Health Information

4.1 Non-Clinical Nature of the Service. Certain features of the Service (e.g., messaging links, appointment scheduling links, intake forms hosted by providers) may facilitate coordination between Users and Providers, but the Service itself is not a clinical communication platform. The Service must not be used for diagnosis, treatment, transmission of clinical instructions, or any purpose that requires compliance with healthcare communication standards.

4.2 No Protected Health Information. You should not transmit Protected Health Information ("PHI") as defined under the Health Insurance Portability and Accountability Act ("HIPAA") through the Service. Providers are solely responsible for maintaining HIPAA-compliant channels for clinical communications with their clients. Cradley is not a "covered entity" or "business associate" as those terms are defined under HIPAA.

4.3 User-Provided Health Information. If you voluntarily submit health-related information in non-clinical contexts (e.g., a review describing your experience), you acknowledge that: (a) such content is treated as User Content under these Terms and our Privacy Policy; (b) it is not processed as PHI; and (c) you should avoid including sensitive details about yourself or others.

4.4 No Responsibility for User-Provider Communications. Cradley is not responsible for any communications, transactions, agreements, or interactions that occur between Users and Providers, whether through the Service or through any other channel, including email, telephone, text, direct message, social media, or in-person meetings. All such communications are at the sole risk and discretion of the parties involved. Cradley does not verify, moderate, or monitor such communications and disclaims any and all liability arising from them.

4.5 Confidentiality and Security on the Internet. Use of the Internet is solely at your own risk and is subject to all applicable laws. While we endeavor to protect the Service, the confidentiality or security of communications or materials transmitted over the Internet cannot be guaranteed. You are responsible for determining what information you choose to transmit electronically and for maintaining appropriate security of your own devices and accounts.

4.6 Electronic Communications. Should you elect to send or receive email or other electronic communications to or from Cradley, you acknowledge that such communications may not be encrypted and may be accessible to third parties. You agree that any content (including any Service materials) included in such communications is subject to these Terms.

5. Location Features and Maps

5.1 Location Data. Certain features of the Service use location data (e.g., "near me" results). If you enable location services on your browser or device, you consent to our collection and use of approximate location data to provide the Service as described in our Privacy Policy. Location data is approximate and may be inaccurate; results may not reflect actual distance, travel time, or availability.

5.2 Third-Party Map Providers. The Service may use third-party map providers (e.g., Google Maps, Apple Maps). Your use of map features is also subject to those providers' terms of service.

6. Provider Listings, Rankings, and Reviews; User Content

6.1 Sources of Listings. Provider profiles, ratings, and other information may come from Providers, Users, public sources, or third-party partners. Cradley does not guarantee the completeness, accuracy, timeliness, or reliability of any listing.

6.2 Ordering and Sponsored Results; Provider Fees. Listings may be sorted, ranked, or displayed based on factors such as relevance to your search, proximity, availability of profile information, user engagement, and other Service usage signals. Some Providers may pay Cradley fees (e.g., subscription fees, marketing fees, or fees for enhanced visibility) in connection with being listed or promoted on the Service. Sponsored or promoted listings will be clearly identified as such (for example, labeled "Sponsored" or "Promoted"). Except for clearly identified sponsored placement, Cradley does not represent that fees paid by Providers affect clinical quality, outcomes, or a Provider's suitability for your needs.

6.3 Provider Responsibility. Providers are solely responsible for the accuracy, completeness, and legality of their listings, credentials, claims, and representations. Providers must not misrepresent qualifications, scope of practice, or experience, or offer services outside their lawful scope of practice.

6.4 User Contributions and Review Guidelines. Users may submit reviews, ratings, or other content regarding their experiences with Providers. All submitted content must be truthful, non-defamatory, and based solely on your own firsthand, genuine experience. You agree not to submit content that:

1. (a) is false, factually inaccurate, misleading, deceptive, or fraudulent;
2. (b) is defamatory, libelous, or otherwise unlawful;
3. (c) violates any U.S. or foreign law or regulation, including without limitation any law or regulation governing advertising, endorsements, or testimonials;
4. (d) discriminates against, ridicules, harasses, disparages, or threatens any individual or group on the basis of race, religion, national origin, gender, sexual orientation, marital status, age, disability, or any other protected status;
5. (e) violates any person's privacy, publicity, or confidentiality rights or that exposes sensitive information, including any sensitive Protected Health Information (PHI) or personal data of yourself, minors, or others;
6. (f) infringes or violates any person's copyright, trademark, or other intellectual property rights;
7. (g) obscene, pornographic, or otherwise sexually explicit;
8. (h) promotes violence or weapons designed to inflict serious bodily harm;
9. (i) is submitted by a Provider reviewing themselves or a competing Provider;
10. (j) references ongoing legal matters, regulatory investigations, or medical malpractice claims; or
11. (k) Cradley deems, in its sole discretion, objectionable or inappropriate for the Service.

6.5 Moderation. Cradley may, but is not obligated to, review, edit, or remove any content that violates these Terms, our policies, or applicable law.

6.6 User Content; Rights in Submissions. "User Content" means any content that a User or Provider submits, posts, uploads, publishes, transmits, or otherwise makes available through or in connection with the Service, including reviews, ratings, comments, messages, photos, images, testimonials, and profile information. User Content is submitted without any restrictions or expectation of confidentiality, except as otherwise stated in our Privacy Policy. You retain any ownership rights you may have in your User Content, but you grant Cradley a worldwide, perpetual, irrevocable, royalty-free, fully paid, sublicensable, and transferable license to use, host, store, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, and publicly display such User Content for purposes of operating, improving, marketing, and promoting the Service, in any media now known or later developed. You represent and warrant that: (a) you own or have all necessary rights, licenses, consents, and permissions to submit the User Content and to grant the foregoing license; (b) your User Content does not and will not violate any law or third-party right (including privacy, publicity, copyright, trademark, or confidentiality rights); and (c) if your User Content includes any image or information relating to a minor, you have obtained verifiable consent from the minor's parent or legal guardian to share such content. To the extent permitted by law, you waive any "moral rights" or similar rights you may have in the User Content, and you agree not to assert such rights against Cradley or its sublicensees.

7. Acceptable Use

7.1 General Prohibitions. You agree not to:

1. (a) violate any applicable law, regulation, or third-party right;
2. (b) misrepresent your identity, affiliation, or qualifications;
3. (c) scrape, harvest, crawl, or systematically access or collect data from the Service by automated means; specifically, you agree not to:
   • (c-1) use any portion of the Service or any content obtained from the Service to develop, train, test, or improve any machine learning or artificial intelligence system;
   • (c-2) compile mailing lists, lead lists, or other lists of Providers or Users for commercial purposes;
   • (c-3) establish independent data files, databases, or compendiums of statistical information derived from the Service;
   • (c-4) mirror, frame, or otherwise incorporate any portion of the Service into any other website, application, or service without Cradley's prior written consent;
   • (c-5) reverse engineer, decompile, disassemble, or attempt to discover source code or underlying ideas of the Service (except to the extent such restriction is prohibited by law); or
   • (c-6) use any metatags or any other "hidden text" utilizing the name "Cradley" or any Cradley trademark without Cradley's prior written permission.
4. (d) post fake, misleading, incentivized, or compensated reviews without disclosure;
5. (e) upload viruses, malware, or other harmful code, or attempt to bypass security measures of the Service;
6. (f) use the Service for any fraudulent, deceptive, or illegal purpose;
7. (g) interfere with or disrupt the integrity or performance of the Service; or
8. (h) assist or encourage any third party to do any of the foregoing.

7.2 Additional Provider Prohibitions. Providers specifically agree not to: (a) list services or credentials they are not authorized to provide; (b) post false, misleading, or deceptive advertising; (c) solicit Users in violation of applicable law or Cradley policy; or (d) continue to offer services through the Service if their required professional license or credential has been suspended, revoked, expired, or otherwise rendered inactive.

7.3 Site Monitoring. Cradley reserves the right to view, monitor, and record activity on the Service, and to investigate any suspected violation of these Terms, in each case without notice to or permission from you to the maximum extent permitted by applicable law.

8. Purchases, Subscriptions, and Provider Plans

8.1 Free Service for Users. Access to the Service to search for, discover, and connect with Providers is currently provided to Users free of charge. Cradley reserves the right to introduce premium User features in the future upon reasonable notice.

8.2 Provider Subscriptions and Payment Details. To maintain an active listing and access Provider-specific features on the Service, Providers may be required to purchase a recurring monthly subscription. By providing a credit card or other accepted payment method ("Payment Method"), you represent and warrant that you are authorized to use the designated Payment Method, and you authorize us (or our third-party payment processor) to charge your Payment Method for the total amount of your subscription fees at regular intervals.

8.3 Automatic Monthly Renewal. PROVIDER SUBSCRIPTIONS ARE BILLED ON A MONTHLY BASIS. YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW EACH MONTH WITHOUT PRIOR NOTICE TO YOU, UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION. We will automatically charge your Payment Method each month on the calendar day corresponding to the commencement of your paying subscription.

8.4 Cancellation Policy. Providers may cancel their monthly subscription at any time through their account settings or by contacting support@searchcradley.com. To avoid being charged for the next month's fees, you must cancel your subscription before your monthly renewal date. If you cancel, you will continue to have access to your Provider features until the end of your current paid billing cycle, at which point your listing will be downgraded or deactivated.

8.5 Non-Refundable Fees. All fees are non-refundable. Cradley does not provide refunds or credits for any partial-month subscription periods, unused features, or if your account is suspended or terminated for a violation of these Terms.

8.6 Failed Payments. If your Payment Method is declined or we are otherwise unable to process your monthly subscription fee, your account may be suspended, and your Provider profile may be removed from the Service until a valid Payment Method is provided and all outstanding fees are paid.

8.7 Changes to Pricing. Cradley reserves the right to change our subscription plans or adjust pricing at any time. Any price changes will take effect following reasonable prior written notice to you (via email or a notification within the Service). Your continued use of the Service after the price change goes into effect constitutes your agreement to pay the modified subscription fee amount.

9. Intellectual Property

9.1 Cradley's Intellectual Property. All content, branding, software, code, design, text, graphics, logos, trademarks, and other materials comprising the Service are owned by or licensed to Cradley and are protected by applicable intellectual property laws. You may not copy, reproduce, modify, distribute, or create derivative works of the Service or its content without Cradley's prior written consent.

9.2 Limited License. Subject to your continued compliance with these Terms, Cradley grants you a revocable, non-exclusive, non-transferable, limited license to access and view the Service and Service materials, solely for your non-commercial, personal use and not for resale, disclosure, or distribution to anyone else. All rights not expressly granted are reserved by Cradley; there are no implied licenses under these Terms.

9.3 Provider Content. Providers retain ownership of their branding, trademarks, and uploaded materials but grant Cradley a non-exclusive, worldwide, royalty-free, sublicensable license to use, display, reproduce, and distribute such materials for the purpose of operating and promoting the Service.

10. Third-Party Services and Links

The Service may contain links to or integrations with third-party websites, applications, or services. Cradley does not control and is not responsible for the content, terms, privacy practices, or availability of any third-party service. Your interactions with third-party services are governed solely by their terms and policies.

11. Feedback

If you provide ideas, suggestions, feedback, or recommendations regarding the Service, you grant Cradley a perpetual, irrevocable, worldwide, royalty-free, fully sublicensable license to use, reproduce, modify, and commercialize such feedback without restriction, attribution, or compensation.

12. Changes to the Service

Cradley may modify, update, suspend, or discontinue any aspect of the Service at any time, with or without notice. Cradley will not be liable to you or any third party for any modification, suspension, or discontinuation of the Service.

13. Disclaimers

13.1 As-Is Basis. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CRADLEY DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

13.2 No Warranty Regarding Providers. CRADLEY MAKES NO WARRANTY OR REPRESENTATION REGARDING THE QUALIFICATIONS, LICENSURE STATUS, COMPETENCE, QUALITY, SAFETY, LEGALITY, OR SUITABILITY OF ANY PROVIDER LISTED ON THE SERVICE. CRADLEY DOES NOT WARRANT THAT ANY PROVIDER HOLDS OR MAINTAINS ANY PARTICULAR LICENSE, CERTIFICATION, OR CREDENTIAL, OR THAT ANY PROVIDER'S SERVICES WILL MEET YOUR NEEDS OR EXPECTATIONS.

13.3 No Medical Warranty. CRADLEY DOES NOT WARRANT OR GUARANTEE ANY HEALTH OUTCOME, CLINICAL RESULT, OR TREATMENT EFFICACY. THE SERVICE IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT.

13.4 No Warranty Regarding Content. CRADLEY DOES NOT WARRANT THAT ANY CONTENT ON THE SERVICE, INCLUDING PROVIDER LISTINGS, REVIEWS, RATINGS, EDUCATIONAL MATERIALS, OR USER-GENERATED CONTENT, IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE.

13.5 No Warranty Regarding Availability. CRADLEY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

14. Limitation of Liability

14.1 Exclusion of Certain Damages. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CRADLEY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS (COLLECTIVELY, THE "CRADLEY PARTIES") BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY: (A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; (B) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS; (C) LOSS OF DATA OR DATA BREACH; (D) PERSONAL INJURY OR PROPERTY DAMAGE ARISING FROM YOUR USE OF THE SERVICE OR YOUR ENGAGEMENT WITH ANY PROVIDER; (E) ANY DAMAGES ARISING FROM OR RELATED TO ANY HEALTHCARE, TREATMENT, ADVICE, OR SERVICES PROVIDED OR FAILED TO BE PROVIDED BY ANY PROVIDER; OR (F) ANY DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, IN EACH CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE CRADLEY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 Aggregate Liability Cap. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE CRADLEY PARTIES ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SERVICE WILL NOT EXCEED THE GREATER OF: (A) ONE HUNDRED U.S. DOLLARS (US$100.00); OR (B) THE TOTAL AMOUNT YOU HAVE ACTUALLY PAID TO CRADLEY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14.3 Basis of the Bargain. YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 14 ARE ESSENTIAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND CRADLEY, AND THAT CRADLEY WOULD NOT PROVIDE THE SERVICE TO YOU WITHOUT THESE LIMITATIONS. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

14.4 Healthcare-Specific Disclaimer. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CRADLEY WILL NOT BE LIABLE FOR ANY CLAIM, INJURY, LOSS, OR DAMAGE ARISING FROM OR RELATED TO: (A) ANY ACT, OMISSION, NEGLIGENCE, MISCONDUCT, OR MALPRACTICE OF ANY PROVIDER, WHETHER OR NOT LISTED ON THE SERVICE; (B) ANY DECISION BY A USER TO ENGAGE OR NOT ENGAGE A PARTICULAR PROVIDER; (C) THE ACCURACY OR COMPLETENESS OF ANY PROVIDER'S CREDENTIALS, LICENSING STATUS, CERTIFICATIONS, OR PROFILE INFORMATION; (D) ANY DIAGNOSIS, TREATMENT, ADVICE, OR HEALTHCARE SERVICE PROVIDED BY ANY PROVIDER; OR (E) ANY HEALTH OUTCOME, ADVERSE EVENT, OR COMPLICATION EXPERIENCED BY ANY USER, WHETHER OR NOT ARISING FROM A PROVIDER RELATIONSHIP FACILITATED BY THE SERVICE.

14.5 Jurisdictional Limitations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. IN SUCH CASES, CRADLEY'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

14.6 General Release. Because Cradley is merely an informational directory and is not involved in the actual interactions or transactions between Users and Providers, in the event that you have a dispute with one or more Providers, you hereby completely release Cradley (and our affiliates, officers, directors, agents, and employees) from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you expressly waive California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." You hereby expressly waive any rights you may have under this statute, as well as under any other federal or state statutes or common law principles of similar effect.

15. Indemnification

15.1 User Indemnification. You agree to indemnify, defend, and hold harmless the Cradley Parties from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, judgments, settlements, penalties, fines, costs, and expenses (including reasonable attorneys' fees and court costs) (collectively, "Indemnified Losses") arising out of or relating to: (a) your access to or use of the Service; (b) your User Content; (c) your breach or alleged breach of these Terms; (d) your violation of any applicable law, regulation, or third-party right; (e) your interactions with any Provider, including any claim arising from services received or communications exchanged; (f) any dispute between you and any other User or Provider; or (g) any misrepresentation made by you.

15.2 Provider Indemnification. In addition to the obligations in Section 15.1, each Provider agrees to indemnify, defend, and hold harmless the Cradley Parties from and against any and all Indemnified Losses arising out of or relating to: (a) inaccurate, misleading, or fraudulent listings, credentials, or representations; (b) professional misconduct, negligence, malpractice, or any act or omission in the provision of services by the Provider; (c) failure to maintain required licenses, certifications, or credentials as required by applicable law or Section 3 of these Terms; (d) failure to remove or deactivate a profile after loss, suspension, or revocation of a required license or credential; (e) any claim by a User or third party arising from the Provider's services, advice, treatment, or communications; and (f) any violation of applicable healthcare, consumer protection, advertising, or professional regulations.

15.3 Indemnification Procedure. Cradley will provide the indemnifying party with prompt written notice of any claim subject to indemnification (provided that failure to provide timely notice will not relieve the indemnifying party of its obligations except to the extent it is materially prejudiced by such failure). The indemnifying party will have the right to assume control of the defense of such claim with counsel reasonably acceptable to Cradley, provided that Cradley may participate in the defense at its own expense. The indemnifying party will not settle any claim without Cradley's prior written consent if such settlement would impose any obligation, restriction, or liability on Cradley or would not unconditionally release Cradley from all related liability.

16. Dispute Resolution and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS.

16.1 Informal Resolution; Notice of Dispute. Before initiating arbitration or any court proceeding permitted under these Terms, you agree to notify Cradley of the dispute in writing at support@searchcradley.com ("Notice of Dispute") and attempt in good faith to resolve the dispute informally for at least thirty (30) days. The Notice of Dispute must include: (a) your name and contact information associated with your account (if any); (b) a brief description of the nature of the dispute; and (c) the specific relief requested. Any applicable limitations periods will be tolled during the 30-day informal resolution period.

16.2 Binding Arbitration. If a dispute cannot be resolved informally, you and Cradley agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (including the formation, interpretation, performance, breach, or termination thereof) will be resolved exclusively through final and binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (or, for Providers, its Commercial Arbitration Rules), as modified by these Terms. The arbitration will be conducted by a single arbitrator in New Castle County, Delaware, unless you and Cradley mutually agree to conduct the arbitration remotely (e.g., by video or telephone) or in another location. The Federal Arbitration Act (9 U.S.C. Sections 1-16) governs the interpretation and enforcement of this arbitration provision. The arbitrator will have exclusive authority to resolve all disputes regarding the interpretation, applicability, enforceability, and scope of this arbitration agreement. Judgment on the arbitral award may be entered in any court of competent jurisdiction.

16.3 Class Action Waiver. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND CRADLEY EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR IN COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU AND CRADLEY EACH WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS-WIDE ARBITRATION, OR ANY OTHER REPRESENTATIVE PROCEEDING. IF A DISPUTE IS RESOLVED IN A FORUM OTHER THAN ARBITRATION, YOU AND CRADLEY EACH WAIVE ANY RIGHT TO A JURY TRIAL.

16.4 Exceptions to Arbitration. Notwithstanding the foregoing, either party may bring an individual action in small claims court for disputes within the court's jurisdictional limits, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidentiality obligations.

16.5 Opt-Out. You may opt out of this arbitration and class action waiver provision by sending written notice to Cradley at Parent Studios, LLC, 215 N Payne St STE 83419, Alexandria, VA 22314 within thirty (30) days of first accepting these Terms. Your opt-out notice must include your name, address, email address, and a clear statement that you wish to opt out of arbitration. If you opt out, the remaining provisions of these Terms will continue to apply.

16.6 Severability of Arbitration Provision. If any portion of this Section 16 is found to be unenforceable, the remaining portions will remain in full force and effect. If the class action waiver in Section 16.3 is found to be unenforceable with respect to a particular claim or request for relief, then that claim or request for relief will be severed from arbitration and may proceed in court, while the remaining claims will be arbitrated.

17. Governing Law

These Terms and any disputes arising out of or relating to these Terms or the Service will be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-laws principles. To the extent that any proceeding is permitted to be brought in court, you and Cradley consent to the exclusive jurisdiction and venue of the state and federal courts located in New Castle County, Delaware.

18. Termination

18.1 Termination by Cradley. Cradley may suspend or terminate your access to the Service at any time, with or without cause and with or without notice, including for any violation of these Terms or conduct that Cradley determines is harmful to the Service, other users, providers, or Cradley.

18.2 Effect of Termination. Upon termination, your right to access and use the Service will immediately cease. Termination does not relieve you of any obligations or liabilities accrued prior to termination.

18.3 Survival. The following Sections will survive any termination or expiration of these Terms: Sections 1 (Nature of the Service), 3.1-3.2 (Provider obligations related to credentials), 9 (Intellectual Property), 11 (Feedback), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), 16 (Dispute Resolution and Class Action Waiver), 17 (Governing Law), 18.2-18.3 (Effect of Termination and Survival), and 21 (Miscellaneous).

19. DMCA / Copyright Complaints (U.S.)

If you believe that any content on the Service infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Designated Agent with the following information in writing (see 17 U.S.C. § 512(c)(3)):

1. (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. (b) identification of the copyrighted work claimed to have been infringed;
3. (c) identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material;
4. (d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and email address;
5. (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Written notification must be submitted to our Designated Agent at:

Company

Parent Studios, LLC

Address

215 N Payne St STE 83419
Alexandria, VA 22314

Email

support@searchcradley.com

Cradley reserves the right to remove allegedly infringing content and to terminate the accounts of repeat infringers.

Counter-Notification. If you believe that material you posted was removed or disabled by mistake or misidentification, you may submit a counter-notification to our Designated Agent. Any counter-notification must include:

1. (a) identification of the material that has been removed or disabled and the location where it appeared before removal/disablement;
2. (b) a statement under penalty of perjury that you have a good faith belief the material was removed or disabled as a result of mistake or misidentification; and
3. (c) your name, physical address, telephone number, and email address, and a statement that you consent to the jurisdiction of the federal court for the judicial district in which your address is located (or, if outside the United States, for any judicial district in which Cradley may be found) and that you will accept service of process from the person who provided the original DMCA notice or their agent.

20. Changes to These Terms

Cradley may update or modify these Terms at any time. If we make material changes, we will provide notice by posting the revised Terms on the Service with an updated effective date and, where feasible, by other means such as email notification. Your continued use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service.

21. Miscellaneous

21.1 Entire Agreement. These Terms, together with the Privacy Policy and any other policies or agreements referenced herein, constitute the entire agreement between you and Cradley regarding the Service and supersede all prior agreements, understandings, and communications, whether written or oral.

21.2 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

21.3 Waiver. The failure of Cradley to enforce any provision of these Terms will not constitute a waiver of that provision or any other provision. No waiver will be effective unless made in writing and signed by Cradley.

21.4 Assignment. Cradley may assign, transfer, or delegate its rights and obligations under these Terms without restriction. You may not assign or transfer your rights or obligations under these Terms without Cradley's prior written consent.

21.5 Force Majeure. Cradley will not be liable for any delay or failure to perform resulting from causes outside of its reasonable control, including, without limitation, acts of God, natural disasters, pandemic, war, terrorism, labor disputes, government actions, power failures, internet disruptions, or third-party service failures.

21.6 Notices. Cradley may provide notices to you by posting on the Service, by email to the address associated with your account, or by other reasonable means. Such notices will be deemed given on the day they are posted on the Service or one (1) business day after the email is sent, as applicable. You may provide notices to Cradley at the contact information set forth in Section 23.

21.7 Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

21.8 No Third-Party Beneficiaries. These Terms do not create any third-party beneficiary rights in any person or entity, except that the Cradley Parties are intended third-party beneficiaries of the indemnification and limitation of liability provisions.

22. Consumer and Provider Notices

Users: Auto-renewal and cancellation terms for any paid features will be disclosed at the time of purchase. If you reside in the EU or UK, you retain all applicable statutory consumer rights, including any right of withdrawal.

Providers: Business-related communications, including billing notices, policy updates, and marketing materials, may be sent to your registered contact information.

23. Contact