Nerve Terms of Service

These Terms of Service (the “Terms”) form a binding legal agreement between you (“you” or “User”) and General Intuition US Inc., a Delaware corporation (“Nerve”, “we”, “us”, or “our”), governing your access to and use of the Nerve platform, websites, applications, and related services (collectively, the “Platform”).

By creating an account, accessing, or otherwise using the Platform, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not access or use the Platform.

1. Definitions

(a) “Task” means an assignment we post on the Platform, including a game to play, an action to perform within a game, and any associated instructions, time requirements, and acceptance criteria.

(b) “Earnings” means the gross fees we agree to pay you for properly completed Tasks, before any taxes, transaction fees, currency conversion costs, withholding, or other deductions.

(c) “User Content” means, collectively, Task Work Product and Other User Content.

(d) “Task Work Product” means any and all data, materials, information, video, audio, screen recordings, gameplay inputs, mouse/keyboard/controller events, in-game actions and outcomes, telemetry, behavioral signals, voice, chat, text, derivative datasets, and any other content or work product that is created, generated, captured, recorded, or derived in connection with your performance of any Task, your use of the Platform in connection with any Task, or your participation in any anti-cheat or quality-assurance review under Section 8.

(e) “Other User Content” means any other content you submit to or post on the Platform that is not Task Work Product, including your profile picture, display name, support communications, forum or community posts, and any feedback or suggestions.

(f) “Game Publisher” means a third-party publisher, developer, or operator of a video game that is the subject of a Task.

(g) “Payment Processor” means our third-party payment provider, currently Tipalti, or any successor provider we designate from time to time.

2. Eligibility

To use the Platform you must:

• be at least eighteen (18) years of age and able to form a legally binding contract under applicable law;
• not be a resident of, or located in, any country, region, or territory subject to a comprehensive U.S. government embargo or trade sanction (including, without limitation, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine), and not appear on any list of sanctioned or denied parties maintained by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC) or other applicable authority;
• not have been previously suspended or removed from the Platform; and
• comply with all applicable laws when using the Platform.

We may, in our sole discretion, refuse access to the Platform or any Task to any person or in any geography, at any time, for any reason or no reason.

3. Account Registration and Identity Verification

3.1 Account Creation

To participate in Tasks, you must register an account. You agree to provide accurate, current, and complete information when registering and to keep this information updated.

Account creation and authentication may be performed through a third-party identity provider (currently Discord for worker accounts and Google for administrator accounts). Your use of those providers is governed by the providers’ own terms of service and privacy policies, to which Nerve is not a party. Nerve receives only the limited account information that the provider transmits to us as part of the authentication flow.

3.2 One Account per Person

You may maintain only one (1) account on the Platform. You may not register or operate multiple accounts, including through aliases, third parties, or virtual identities. We may, in our sole discretion, merge, suspend, or terminate duplicate or suspected duplicate accounts and forfeit any Earnings associated with them.

3.3 No Sharing or Transfer

Your account is personal to you and is non-transferable. You may not share, sell, rent, lease, or otherwise transfer your account, login credentials, or access to the Platform. You are responsible for all activity that occurs under your account and for maintaining the confidentiality of your credentials.

3.4 Identity Verification and KYC

Before you may withdraw any Earnings, you must complete our identity verification and “know-your-customer” (KYC) procedures and any onboarding required by the Payment Processor. This may include providing your legal name, date of birth, government-issued identification, residential address, tax forms (e.g., IRS Form W-9 for U.S. persons or Form W-8BEN for non-U.S. persons), and other information necessary to comply with applicable laws, tax obligations, and anti-money-laundering requirements.

3.5 Right to Suspend Pending Verification

We may, at any time and in our sole discretion, suspend your account, hold or freeze any Earnings, and pause withdrawal eligibility while we verify your identity, investigate suspected fraud, evaluate compliance with these Terms, or respond to a request from a regulator, law-enforcement agency, or the Payment Processor.

4. The Platform; Tasks

4.1 Platform Description

The Platform connects users with paid Tasks involving video games. A typical Task asks you to play a specific game or perform specified actions within a game, and we pay you for time spent properly performing the Task at the rate disclosed for that Task.

4.2 Acceptance and Completion of Tasks

Before you begin a Task, we will disclose the applicable hourly rate, time requirements, instructions, and any acceptance criteria. By accepting and starting a Task, you agree to the terms displayed for that Task, which form part of these Terms. We may modify, withdraw, or replace any Task at any time prior to your acceptance, and we may close enrollment in a Task at any time.

4.3 No Guarantee of Tasks or Earnings

We do not guarantee that any specific Task will be available to you, that you will be selected for any Task, or that you will earn any particular amount. The availability of Tasks, eligibility, and rates are determined by us in our reasonable discretion and may vary by Task, by User, by geography, and over time.

5. Game Purchases and Third-Party Terms

5.1 You Buy Your Own Games

You are responsible for acquiring, at your own cost, any games, hardware, software, internet connectivity, subscriptions, downloadable content, in-game currency, or other items required to perform a Task. We do not reimburse you for, and have no obligation to reimburse you for, any of these costs, even if a Task is later cancelled, modified, found ineligible, or invalidated.

5.2 Compliance with Game Publishers’ Terms

Each game you play is governed by its own end-user license agreement, terms of service, code of conduct, and similar agreements established by its Game Publisher (collectively, “Game Publisher Terms”). You are solely responsible for reading, understanding, and complying with all Game Publisher Terms applicable to any game you use in connection with a Task. We are not a party to those agreements, do not control them, and are not responsible for any action a Game Publisher may take with respect to you, your accounts, or your hardware, including suspension or banning of your game account.

5.3 Indemnification for Game Publisher Issues

You agree to indemnify, defend, and hold harmless Nerve and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to your violation of any Game Publisher Terms or your interactions with any Game Publisher.

6. Independent Contractor Relationship

Your relationship with Nerve is solely that of an independent contractor. Nothing in these Terms creates an employer-employee, partnership, joint venture, agency, franchise, or similar relationship. You are not entitled to any of the benefits or protections that Nerve provides to its employees, including health insurance, retirement contributions, workers’ compensation, paid leave, unemployment insurance, or overtime.

As an independent contractor, you are solely responsible for all federal, state, local, and foreign taxes, contributions, and assessments arising from any Earnings, and you agree to comply with all applicable tax-reporting and payment obligations. We may issue you an IRS Form 1099 or similar tax document where required by law. You control the manner and means by which you perform Tasks, subject to the acceptance criteria disclosed for each Task. You may not represent yourself as an employee, agent, or representative of Nerve.

You and Nerve acknowledge that: (a) you set your own schedule and may accept or decline any Task at your sole discretion; (b) you provide your own equipment, hardware, internet connectivity, games, and software needed to perform Tasks; (c) you choose the location from which you perform Tasks; (d) you are free to provide similar services to other companies or platforms, including platforms that compete with Nerve, subject only to your independent confidentiality and non-use obligations under Section 13; (e) you are not required to accept any minimum number of Tasks or maintain any minimum level of availability; (f) Nerve does not supervise the manner in which you perform Tasks beyond the acceptance criteria disclosed for each Task; and (g) you are customarily engaged in, or have the right to be customarily engaged in, an independently established trade, occupation, or business of the same nature as the services you provide via the Platform.

7. Earnings, Rates, and Payment

7.1 Hourly Rates and Pro-Rata Calculation

Each Task displays an hourly rate. Your Earnings for a Task are calculated by pro-rating that hourly rate against the time you actually spent properly performing the Task, as measured by our tracking systems. We do not pay for time that is not actually spent performing the Task (including idle time, time spent on unrelated activities, or time during which you are not engaged with the game as instructed).

7.2 Gross Amounts; You Pay Taxes and Fees

The hourly rate and any Earnings displayed are gross amounts before any deductions. You are solely responsible for, and we may deduct or withhold from your Earnings: (a) all taxes, withholdings, and tax-related charges required by law; (b) any transaction fees, currency-conversion fees, or other fees imposed by the Payment Processor or your bank; and (c) any chargeback, reversal, refund, or recovery of amounts paid in error or in connection with cheating or other violations of these Terms. The actual amount you receive may therefore be less than the gross Earnings displayed.

7.3 Payment Through Tipalti

All payments are processed through the Payment Processor (currently Tipalti). To receive payment, you must complete onboarding with the Payment Processor and accept its terms of service and privacy policy, which govern your relationship with the Payment Processor and may impose additional requirements, fees, and restrictions. We are not responsible for the acts or omissions of the Payment Processor.

7.4 Payment After Verification

Earnings are not earned, vested, or payable until we have completed our verification, anti-cheat, and quality-assurance review for the relevant Task. Earnings remain in a “pending” status during this period (typically up to fourteen (14) days, but potentially longer in our discretion). Only Earnings that we determine, in our sole discretion, are valid and not subject to forfeiture become “approved” and eligible for payout.

7.5 Minimum Payout Threshold

We may, in our sole discretion, require a minimum cumulative Earnings balance before you are eligible to withdraw funds. We may set, change, or eliminate any such threshold at any time, with or without notice.

7.6 Inactive Accounts and Unclaimed Funds

If your account is inactive for an extended period or you do not complete the steps required to receive payment, we may, to the extent permitted by law, retain or escheat unclaimed Earnings in accordance with applicable unclaimed-property laws.

7.7 Disputes About Earnings

If you believe your Earnings have been calculated incorrectly, you must notify us in writing within thirty (30) days of the date the Earnings were displayed or denied. Otherwise you waive any claim relating to those Earnings. Our determinations regarding Task completion, time tracking, and Earnings are final absent manifest error or fraud, subject only to the dispute-resolution provisions of Section 20.

8. Anti-Cheat, Monitoring, and Quality Assurance

8.1 Monitoring

To verify that Tasks are performed properly and to detect fraud, cheating, and abuse, you acknowledge and agree that we may monitor, log, record, and analyze your participation in Tasks. This may include, without limitation: gameplay video and screen recordings; mouse, keyboard, controller, and other input data; in-game telemetry; voice and text chat; device, network, and IP information; biometric-style behavioral signals (such as input cadence and timing); and any other data necessary to confirm the integrity of a Task.

For the avoidance of doubt, the behavioral signals described above are aggregate input-cadence and timing statistics used solely for fraud detection. They are not “biometric identifiers” or “biometric information” within the meaning of any law, including the Illinois Biometric Information Privacy Act (740 ILCS 14/), the Texas Capture or Use of Biometric Identifier Act (Tex. Bus. & Com. Code § 503.001), the Washington biometric privacy law (RCW 19.375), or analogous statutes. We do not collect retina or iris scans, fingerprints, voiceprints (in the technical, identification sense), or scans of hand or face geometry.

8.2 Prohibited Conduct

You agree not to, and not to attempt to:

• use any bot, macro, script, autoclicker, AI agent, replay system, or other automated, semi-automated, or assistive software to perform a Task or simulate gameplay or inputs;
• use any cheat, hack, exploit, modification, packet manipulation, memory editor, virtual machine, or emulator that is not expressly permitted by the Task instructions;
• misrepresent your identity, location, age, or eligibility, or use a VPN, proxy, or other tool to evade geographic, eligibility, or anti-fraud controls;
• collude with other users, share account access, or pay or accept payment for the performance of a Task by a third party;
• submit work that does not satisfy the Task’s instructions or acceptance criteria, or claim time you did not actually spend performing the Task;
• interfere with, disrupt, or attempt to gain unauthorized access to the Platform, our anti-cheat systems, or any other user’s account; or
• engage in any other conduct that we determine, in our sole discretion, undermines the integrity, security, or value of the Platform or a Task.

8.3 Cooperation

You agree to cooperate with our anti-cheat and quality-assurance investigations, including by providing additional information, recordings, screenshots, or documentation we request to verify your work.

8.4 Voice and Chat Communications

If voice or text chat communications are captured during a Task, you are responsible for obtaining any consents required by applicable law from other persons who may appear in such communications. You agree not to record voice or text communications with persons who have not consented to such recording where the law requires their consent (including, without limitation, in any “all-party consent” or “two-party consent” jurisdiction).

9. Fee Adjustments; Suspension; Termination

9.1 Discretionary Fee Adjustments

We reserve the right, at our sole discretion, with or without notice and for any reason or no reason, to adjust, reduce, withhold, void, or recalculate any Earnings, including for pending and approved amounts. Reasons may include, without limitation, suspected cheating or other violations of these Terms, errors in time tracking or rate display, failure to meet a Task’s acceptance criteria, or fraud.

9.2 Forfeiture of Unpaid Earnings

If we determine, based on a good-faith review, that you have violated these Terms, including the prohibitions in Section 8.2, then: (a) all pending and approved but unpaid Earnings associated with the Task or Tasks in which the violation occurred shall be immediately forfeited, and we shall have no obligation to pay them to you; and (b) we may offset against any other of your pending or approved Earnings the actual losses, damages, recovery costs, and reasonable fees caused by the violation, with any remaining balance staying payable to you in accordance with these Terms.

9.3 Suspension and Bans

We may, at any time and in our sole discretion, with or without notice, suspend or permanently terminate your account or your access to the Platform, for any reason or no reason, including suspected violations of these Terms. We may also implement device-, hardware-, IP-, and network-level bans intended to prevent you from re-registering or re-accessing the Platform. You agree not to attempt to circumvent any such ban, including by creating a new account, using a different device or network, or impersonating another person.

9.4 No Liability

You acknowledge that we are not liable to you or any third party for any fee adjustment, withholding, suspension, ban, account termination, or refusal of service taken under this Section 9, and you waive any claim arising from such action to the maximum extent permitted by law.

10. Intellectual Property; Assignment of Task Work Product

10.1 Our IP

The Platform, including its software, code, designs, look and feel, trademarks, logos, content, and all related intellectual-property rights, is owned by Nerve or its licensors and is protected by applicable laws. Except as expressly granted in these Terms, we grant you no right, title, or interest in or to the Platform or our intellectual property.

10.2 Assignment of Task Work Product

You hereby irrevocably assign, transfer, and convey to Nerve, exclusively and on a worldwide basis, all right, title, and interest in and to all Task Work Product, including all intellectual-property rights and proprietary rights of every kind and nature now known or later developed, including all copyrights, copyrightable works, patents, patent applications, trade-secret rights, database rights, sui generis rights, and any rights to bring action and recover damages for past, present, and future infringement or other violation of such rights. This assignment is effective at the moment any Task Work Product is created, captured, recorded, or fixed in a tangible medium of expression, without the need for any further act, instrument, or consideration beyond the Earnings (if any) payable to you under these Terms.

For the avoidance of doubt, you understand and agree that, upon assignment, Nerve will own the Task Work Product outright, and you will retain no ownership, residual, or reversionary interest in it. Nerve may use, exploit, modify, sublicense, sell, transfer, destroy, or refrain from using the Task Work Product, in whole or in part, in its sole discretion and without further obligation to you.

10.3 Work Made for Hire

To the maximum extent permitted by applicable law, the Task Work Product shall be deemed a “work made for hire” for Nerve under the United States Copyright Act and similar laws of other jurisdictions. To the extent any Task Work Product does not qualify as a work made for hire, the assignment in Section 10.2 governs.

10.4 Fallback License

To the extent that any assignment of Task Work Product under Section 10.2 is for any reason invalid, ineffective, or unenforceable in any jurisdiction, you hereby grant Nerve a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, exclusive (or, if exclusivity is not permitted, non-exclusive), transferable, sublicensable (through multiple tiers), and unrestricted license to use, host, store, copy, reproduce, modify, adapt, translate, create derivative works of, distribute, publicly perform, publicly display, sell, license, sublicense, transmit, broadcast, exploit, and otherwise use the Task Work Product, in whole or in part, in any and all media and formats now known or later developed, for any and all purposes whatsoever, including:

• training, fine-tuning, evaluating, testing, validating, and otherwise developing artificial intelligence, machine learning, and other models, systems, datasets, and products;
• creating, marketing, selling, distributing, or otherwise commercializing products and services derived from, or based on, the Task Work Product;
• sublicensing the Task Work Product to our affiliates, partners, customers, contractors, researchers, and any other third parties;
• operating, improving, securing, and promoting the Platform; and
• any other lawful purpose we determine in our sole discretion.

The fallback license is granted without any obligation of attribution, additional compensation (beyond your Earnings), notice, or accounting to you, and is intended to grant Nerve the broadest possible rights consistent with applicable law.

10.5 License of Other User Content

As between you and Nerve, you retain ownership of your Other User Content. You hereby grant Nerve a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, transferable, sublicensable (through multiple tiers), and unrestricted license to use, host, store, copy, reproduce, modify, adapt, translate, create derivative works of, distribute, publicly perform, publicly display, sell, license, sublicense, transmit, broadcast, exploit, and otherwise use the Other User Content, in whole or in part, in any and all media and formats now known or later developed, for any lawful purpose, including operating, promoting, and improving the Platform, and training, evaluating, and developing artificial intelligence and other models, systems, and datasets.

10.6 Right of Publicity; Consent to Use of Likeness

You expressly consent to, and grant Nerve and its sublicensees the right to use, your name, voice, image, likeness, gamertag, in-game persona, performance, and biographical information, as captured in or derived from the Task Work Product, in connection with the exercise of the rights granted in this Section 10, in any media and for any lawful purpose. You acknowledge that this is a knowing and voluntary consent and a waiver of any right of publicity, right of personality, or analogous right you may have, to the maximum extent permitted by applicable law.

10.7 Waiver of Moral and Similar Rights

To the maximum extent permitted by applicable law, you irrevocably waive, and agree never to assert against Nerve or any of its affiliates, successors, licensees, sublicensees, or assignees, any moral rights, droit moral, rights of attribution or integrity, rights of paternity, rights against derogatory treatment, or any analogous right you may have in any User Content. Where such rights cannot be waived, you agree not to enforce them against Nerve or any party authorized by Nerve.

10.8 Further Assurances; Power of Attorney

You agree to execute any documents and take any actions Nerve reasonably requests to confirm, perfect, record, or evidence the assignments, licenses, consents, and waivers granted in this Section 10, including registration of any copyrights or other rights in Nerve’s name. If you fail to do so within a reasonable time after request, you irrevocably appoint Nerve and its duly authorized officers and agents as your attorney-in-fact, coupled with an interest, to execute such documents and take such actions on your behalf, solely for this purpose.

10.9 Your Representations

You represent and warrant that: (a) you have, and will continue to have, all rights, consents, and authority necessary to assign and license the User Content as set forth in this Section 10, and to grant the consents and waivers herein; (b) your User Content does not and will not infringe, misappropriate, or violate any third-party intellectual-property, privacy, publicity, contractual, or other right; (c) your User Content does not contain any unlawful, defamatory, obscene, harassing, or harmful material; (d) you have obtained all consents (including from any other person who appears in, contributes to, or is referenced in your User Content) necessary for Nerve to exercise the rights described in these Terms; and (e) no User Content is or will be subject to any obligation (such as a confidentiality, non-disclosure, employment, or third-party license obligation) that conflicts with the rights granted to Nerve.

10.10 Feedback

If you provide us with suggestions, ideas, comments, improvements, or other feedback about the Platform (“Feedback”), you hereby assign to us all right, title, and interest in and to such Feedback, and we may use it without restriction or compensation to you.

10.11 No Obligation to Use

Nerve has no obligation to use, retain, exploit, or commercialize any User Content, and may delete, modify, or refuse to make available any User Content at any time, in its sole discretion.

11. Acceptable Use

In addition to the prohibitions in Section 8.2, you agree not to:

• use the Platform for any unlawful, fraudulent, harassing, hateful, or harmful purpose;
• upload or transmit any material that contains malware, viruses, or other harmful code;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform, except to the extent expressly permitted by applicable law notwithstanding this restriction;
• use any data-scraping, harvesting, or similar technique to extract data from the Platform;
• infringe the intellectual-property rights, privacy rights, or other rights of any person; or
• use Nerve’s confidential information, Task Work Product, or proprietary methodologies (as opposed to general gaming skill or publicly available information) to provide competing services to a third party.

12. Privacy

Our collection and use of personal information in connection with the Platform is described in our Privacy Policy. By using the Platform, you consent to our collection, use, disclosure, and retention of information as described in the Privacy Policy. You also acknowledge that, given the nature of anti-cheat monitoring, the Platform involves substantial data collection (including gameplay, telemetry, and behavioral data), and you consent to such collection.

13. Confidentiality

Tasks, including the specific instructions, acceptance criteria, methodologies, the existence or content of any unreleased game or feature, and any other non-public information we provide to you in connection with a Task, are confidential. You agree to: (a) hold such information in strict confidence; (b) not disclose it to any third party; and (c) use it solely to perform the applicable Task. This obligation survives termination of your access to the Platform.

14. Modifications to the Platform and Terms

We may modify, suspend, or discontinue the Platform or any Task, in whole or in part, at any time, with or without notice. We may also modify these Terms from time to time. If we make material changes, we will provide at least fourteen (14) days’ notice prior to the effective date of the change (for example, by posting a revised version with an updated effective date, by in-Platform notice, or by email). Your continued use of the Platform after the effective date of the modified Terms constitutes your acceptance of those changes. If you do not agree to the modified Terms, you must stop using the Platform.

15. Term and Termination

15.1 Term

These Terms apply from the time you first access the Platform and continue until terminated.

15.2 Termination by You

You may terminate these Terms at any time by ceasing to use the Platform and closing your account. Termination does not entitle you to any pending Earnings beyond those that we have approved as payable and that exceed any applicable minimum payout threshold.

15.3 Termination by Us

We may terminate or suspend your account and these Terms at any time, with or without notice, for any reason or no reason, as further described in Section 9.

15.4 Effect of Termination

Upon termination: (a) your right to access the Platform ceases immediately; (b) all pending Earnings may be forfeited as described in Section 9; (c) the rights and licenses you have granted to us, including in Section 10, survive; and (d) Sections 1, 6, 7.2, 7.7, 8, 9, 10, 11, 12, 13, 15.4, 16, 17, 18, 20, and 21, and any other provision that by its nature should survive, will survive.

16. Disclaimers

17. Limitation of Liability

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

18. Indemnification

You agree to indemnify, defend, and hold harmless Nerve and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your access to or use of the Platform; (b) your violation of these Terms; (c) your User Content; (d) your violation of any Game Publisher Terms or any third-party right (including any intellectual-property, privacy, or publicity right); (e) any tax obligation arising from your Earnings; or (f) your alleged status as an employee of Nerve.

19. Notice; Communications

Notices to us under these Terms must be sent to: General Intuition US Inc., Attn: Legal, by email to legal@generalintuition.com or to such other address as we may designate from time to time. Notices to you will be sent to the email address on file with your account or by posting on the Platform.

You consent to receive communications from us electronically, including by email and through the Platform, and you agree that such electronic communications satisfy any legal requirement that a communication be in writing.

Copyright Complaints; DMCA Designated Agent. If you believe that material on the Platform infringes your copyright, please send a notice of claimed infringement to our designated DMCA agent at: dmca@nerve.org (or such other address as we may designate from time to time and publish at this URL). Your notice must include the information required by Title 17, United States Code, Section 512(c)(3), including a description of the copyrighted work, the location of the allegedly infringing material on the Platform, your contact information, a statement of good-faith belief, a statement of accuracy made under penalty of perjury, and your physical or electronic signature. More information about the DMCA process is available from the U.S. Copyright Office at www.copyright.gov.

20. Governing Law; Arbitration; Class Waiver

20.1 Governing Law

These Terms and any dispute arising out of or in connection with them or the Platform are governed by the laws of the State of New York, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

20.2 Informal Resolution

Before initiating arbitration, you and Nerve agree to attempt to resolve the dispute informally for sixty (60) days by sending written notice to the other party describing the dispute and the relief sought. If we cannot resolve the dispute within that period, either party may initiate arbitration.

20.3 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, your User Content, your Earnings, or your relationship with Nerve (a “Dispute”) shall be resolved exclusively by final and binding individual arbitration administered by JAMS pursuant to its then-current applicable rules (the “JAMS Rules”). The arbitration shall be conducted by a single arbitrator. The seat and legal place of arbitration shall be New York County, New York. The arbitration may be conducted by telephone or videoconference upon the request of either party. The arbitrator may award any remedy available in a court of competent jurisdiction, but only on an individual basis. Judgment on the award may be entered in any court of competent jurisdiction.

20.4 Class-Action and Jury-Trial Waiver

20.5 Mass-Arbitration Procedures

If fifty (50) or more similar claims are filed against Nerve, or are threatened to be filed, by or with the coordination of the same or coordinated counsel or organizations, you and Nerve agree that JAMS shall administer the arbitrations in sequential batches of up to fifty (50) claims at a time (the “Batched Claims”), and no other claims may be filed or proceed until the prior batch has been resolved. The parties shall cooperate in good faith to identify the Batched Claims, designate bellwether matters, and stay all other claims pending the resolution of the bellwethers. Any statute of limitations is tolled with respect to claims in the queue. The arbitrator(s) presiding over Batched Claims may award attorneys’ fees and arbitration costs against any party engaging in dilatory or bad-faith tactics, including the filing of mass or coordinated claims without an individualized basis.

20.6 Small-Claims Carve-Out

Notwithstanding the foregoing, either party may bring an individual action in small-claims court for disputes within the scope of that court’s jurisdiction, so long as the action remains in that court and proceeds only on an individual basis.

20.7 30-Day Opt-Out

You may opt out of Sections 20.3 (Binding Arbitration) and 20.4 (Class-Action and Jury-Trial Waiver) by sending a written notice of your decision to opt out to legal@generalintuition.com within thirty (30) days of first agreeing to these Terms. Your notice must include your full name, the email address associated with your account, and a clear statement that you wish to opt out of arbitration. If you opt out, Sections 20.3 and 20.4 will not apply to you, but the remaining provisions of these Terms, including the governing-law and venue provisions, will continue to apply, and any Disputes shall be resolved exclusively in the state or federal courts located in New York County, New York.

20.8 Injunctive Relief

Notwithstanding anything to the contrary, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of its intellectual-property rights, confidentiality obligations, or the licenses granted in Section 10.

20.9 Severability of Arbitration Provisions

If any portion of Section 20.4 (Class-Action and Jury-Trial Waiver) is found unenforceable as to a particular claim or request for relief, that claim or request shall be severed from the arbitration and may proceed in court, while all other claims shall proceed in arbitration.

21. Miscellaneous

21.1 Entire Agreement

These Terms, the Privacy Policy, the terms of any specific Task you accept, and any additional terms expressly incorporated by reference constitute the entire agreement between you and Nerve regarding the Platform and supersede all prior or contemporaneous agreements, representations, and understandings.

21.2 Severability

If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will continue in full force and effect.

21.3 No Waiver

Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.

21.4 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder, by operation of law or otherwise, without our prior written consent. We may assign or transfer these Terms, in whole or in part, without restriction or notice, including in connection with a merger, acquisition, financing, reorganization, change of control, or sale of all or substantially all of our assets or business.

21.5 No Third-Party Beneficiaries

Except as expressly provided, these Terms confer no rights on any third party.

21.6 Force Majeure

We will not be liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, war, terrorism, pandemic, civil unrest, labor disputes, power or internet outages, governmental actions, or third-party failures.

21.7 Headings

Section headings are for convenience only and do not affect interpretation.

21.8 Interpretation

The words “include,” “including,” and “such as” are deemed to be followed by the words “without limitation.” “May” is permissive; “will” and “shall” are mandatory.

21.9 Contact

Questions about these Terms may be sent to General Intuition US Inc. at legal@generalintuition.com.

Acknowledgment

By accessing or using the Platform, you acknowledge that you have read these Terms, understand them, and agree to be bound by them.