Terms & Conditions – Welcome to Naillio


Naillio, LLC, a Georgia limited liability company ("Naillio, LLC", “Naillio”, “we”, or “our”), welcomes you to our website and services, located at https://www.naillio.com (the “Website”). This Website is an online platform for the nail industry, enabling salon owners and job seekers to create profiles to buy or sell businesses, hire staff, or search for employment opportunities, as well as to access subscription tiers and marketing tools such as customer messaging, promotions, and campaign management.

All individuals or entities accessing our Website ("User", "You", "Business", or "Authorized Business Employee") are subject to and bound by these Terms & Conditions (the “Terms”). By using our Website, you agree to comply with these Terms, our Privacy Policy, and any other applicable terms, all of which may be updated from time to time as described below.


User Eligibility, Registration and Responsibilities

To be eligible to use our Website or platform, you represent and warrant that:

  1. (a) you are at least 18 years old and can form a legally binding contract; and

  2. (b) if you are using the Services on behalf of a company, organization, or other entity (a “Business”), you have authority to bind that Business to these Terms.

When creating an account, you agree to provide true, complete, and current information and to keep it updated. You must maintain the confidentiality of your login credentials and are responsible for all activities under your account. If you provide information that is untrue, inaccurate, incomplete, or not verifiable, we reserve the right to suspend or terminate your account and/or refuse current or future use of the Services.

User responsibilities include:

  1. 1. Keeping your account password secure and confidential;

  2. 2. Maintaining accurate and up-to-date account information at all times, including payment method information if applicable;

  3. 3. Promptly reporting any unauthorized use of your account;

  4. 4. Complying with these Terms and all applicable laws;

  5. 5. Ensuring your use of the Services, including marketing features, complies with consent, privacy, and advertising regulations.


Terms of Agreement

By registering for a Naillio account, you agree to these Terms. Upon registration, a binding agreement is formed between you (or your Business) and Naillio, LLC (the “Agreement”). The term of the Agreement (the “Term”) begins when you register and continues for as long as your account remains active, or until either party terminates the Agreement, whichever occurs first.

Subscriptions. Your account may be enrolled in a subscription tier, as described on our Website, which automatically renews each month (or other stated billing period) until canceled. Subscription features vary by tier and may include marketing services such as SMS, email, or promotional campaigns.

You or Naillio, LLC may terminate the Agreement at any time, for any reason, by closing your account or providing written notice. We reserve the right to suspend or discontinue services at any time, with or without cause. If we terminate without cause, we will issue a prorated refund of any prepaid subscription fees. If we suspend or terminate for cause (e.g., violation of these Terms or law), no refunds are due.

Upon termination, you acknowledge and agree that Naillio, LLC may permanently delete your account and all associated data after any legally required retention period. Usernames are unique and cannot be reused. If your account is terminated, the associated username will be permanently retired.

If you close your account, the closure generally takes effect at the end of the current billing cycle. Certain features may cease immediately upon closure or termination.


Payments

By signing up, you agree to maintain a valid payment method (e.g., credit/debit card) on file and authorize Naillio, LLC to charge it on a recurring basis for your chosen subscription tier. Your billing cycle begins on the date you register, and subsequent charges occur on the same calendar day each billing period.

Auto-Renewal. Subscriptions automatically renew unless you cancel through your account settings before renewal. Cancellation is effective at the end of the current billing cycle.

Upgrades/Downgrades. You may upgrade or downgrade your subscription tier at any time; changes take effect at the next billing cycle, unless otherwise stated.

Marketing Credits. Certain tiers include a set number of marketing credits (e.g., SMS or email sends). If you exceed your allotment, you must purchase additional credits at then-current rates on our Pricing page.

Taxes & Price Changes. Fees are exclusive of applicable taxes, which you are responsible for. We may change prices with prior notice, effective on your next renewal.

Failed Payments. If a charge fails, we may retry or suspend your account until resolved.

Refunds. Except as expressly stated in these Terms or required by law, all fees are non-refundable.


The Website / Website Use

All content and information on this Website are proprietary to Naillio, LLC and may not be modified, copied, reproduced, published, transmitted, or displayed without our prior written consent except as expressly permitted by these Terms.

You agree not to:

  1. ● Exploit the Website or platform to access unauthorized information, impersonate any person or entity, or disrupt our services;

  2. ● Collect or record information or content using automated tools (e.g., spiders, robots, crawlers) without our express permission;

  3. ● Disable, circumvent, or interfere with security features;

  4. ● Transmit material containing viruses, malware, spyware, worms, or harmful code;

  5. ● Interfere with or place excessive load on the Website;

  6. ● Use the Services to send spam, unlawful, misleading, or deceptive communications;

  7. ● Violate others’ privacy or intellectual-property rights;

  8. ● Use the Services for high-risk activities where failure could cause death, injury, or severe damage;

  9. ● Use the Services to send marketing messages without proper consents or in violation of laws (including CAN-SPAM, TCPA, or similar laws);


User Content; License to Naillio

You may upload, post, or provide content (e.g., profiles, listings, job posts, messages) (“User Content”). You retain your rights in User Content. You grant Naillio a worldwide, non-exclusive, royalty-free license to host, store, reproduce, and display User Content solely to operate, improve, and provide the Services.

You represent and warrant that:

  1. (a) you have all rights necessary to grant this license;

  2. (b) your User Content complies with these Terms and law; and

  3. (c) your User Content, including marketing communications, will not infringe, mislead, or defraud.


Access

We will make reasonable efforts to maintain continuous access to the Website; however, you acknowledge that service interruptions may occur due to routine maintenance, technical issues, or circumstances beyond our control. Access to the Website may be temporarily interrupted, suspended, or terminated at any time.

We reserve the right, at our sole discretion, to restrict or deny access to the Website or platform to any user or account at any time, with or without notice and for any reason.


Disclaimer of Warranty

You agree that the use of this Website and Services is at your own risk. Neither Naillio, LLC nor any of its directors, officers, employees, strategic partners, third-party content providers, or licensors warrants the contents or information contained therein. Naillio, LLC does not make any warranties, express or implied, regarding user profile information or results of marketing or promotional campaigns (e.g., increased sales, leads, or engagement).

This Website and Services are made accessible on an "as is" and "as available" basis, without any condition or warranty of any kind. We disclaim any and all warranties, conditions, representations, express or implied, including, without limitation, merchantability, fitness for a particular purpose, and non-infringement, to the fullest extent permitted by law.


Limitation of Liability

In no event will Naillio, LLC, or any of its employees, officers, directors, strategic partners, third-party content providers, or licensors, be liable for any indirect, incidental, special, punitive, or consequential damages arising from or related to your use of the Website or Services.

To the maximum extent permitted by law, Naillio’s total liability for any claim arising out of or relating to the Services or these Terms will not exceed the amounts you paid to Naillio for the Services in the twelve (12) months before the event giving rise to liability. This cap applies even if remedies fail for their essential purpose. Some jurisdictions do not allow limitations of liability; in such cases, these limitations apply only to the extent permitted.


Electronic Communication

By using our platform, you consent to receive electronic communications from Naillio, LLC, including via text messages, email, and notifications posted on the Website. These communications may include information regarding your account, promotional offers, service updates, or reports. You also agree to communicate with us electronically or by phone, where available. You acknowledge that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirements that such communications be in writing. For promotional SMS, you may opt out by replying “STOP”; for email, use the unsubscribe link.


Indemnification

You agree to indemnify, defend, and hold harmless Naillio, LLC and its directors, officers, and employees from and against any and all claims, causes of action, liabilities, losses, damages, penalties, fines, costs, and expenses—including reasonable attorneys' fees—that arise out of or relate to:

  1. (a) your use of the Services;

  2. (b) your User Content;

  3. (c) your violation of these Terms or law (including communications and marketing laws);

  4. (d) your marketing activities, including SMS, email, or promotions sent through the Services, and any failure to comply with marketing, advertising, or consumer protection laws;

  5. (e) any dispute between you (or your Business) and your customers or other users; or

  6. (f) any regulatory fines or investigations arising from your use of marketing features without proper consents or disclosures.

You are solely responsible for your communications, promotions, rewards, listings, and service-related matters conducted through the Services. You expressly release Naillio, LLC from any and all liability or claims resulting from the actions or omissions of your business in dealings with your customers, to the fullest extent permitted by law.


Intellectual Property

The Services, including all proprietary information and materials such as graphics, user interface, logos, content, scripts, and software code, are owned by Naillio, LLC and protected under applicable intellectual property laws, including but not limited to copyright.

You are strictly prohibited from copying, distributing, transmitting, posting, modifying, or creating derivative works based on any part of the Services, or from exploiting the Services in any unauthorized manner. Any rights not expressly granted are reserved by Naillio.

Feedback. If you send ideas or feedback, you grant Naillio a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction.


Dispute Resolution; Binding Arbitration; Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY—IT AFFECTS YOUR RIGHTS. You and Naillio agree to resolve any dispute arising out of or relating to these Terms or the Services through final and binding arbitration administered by JAMS under its applicable rules. The seat and venue of arbitration will be Fulton County, Georgia, and Georgia law applies (without regard to conflicts rules).

You and Naillio agree to arbitrate only on an individual basis; class, representative, and consolidated actions are not permitted. This section does not prevent either party from seeking injunctive or equitable relief in court to protect intellectual property or confidential information.

Opt-Out. You may opt out of arbitration within 30 days of first accepting these Terms by emailing info@naillio.com with subject “Arbitration Opt-Out.”


Governing Laws

This Agreement is governed by and construed in accordance with the laws of the State of Georgia, without regard to conflict of law principles. Federal law may also apply where appropriate. The Agreement shall be deemed to have been entered into and performed entirely within the State of Georgia.

Subject to the arbitration clause above, exclusive jurisdiction and venue for any court action (e.g., injunctive relief) lie in the state or federal courts located in Fulton County, Georgia.


Assignment

Naillio, LLC may assign or transfer this Agreement and any of its rights or obligations to another entity or individual at its discretion, without your prior consent. You may not assign or transfer this Agreement or any rights under it to another party without prior written approval from Naillio, LLC. Any prohibited assignment is void.


Modification of Agreement

Naillio, LLC reserves the right to update or modify this Agreement, including adding new terms and conditions, at any time. If we make material changes, we will post the updated Terms and update the “Last Updated” date; your continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Services and close your account. If you choose to close your account due to changes in the Terms, please email us at info@naillio.com with the subject line: “Terms of Use.” Please review the Terms periodically.


Entire Agreement

If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such determination will not affect the validity of the remaining provisions, which shall remain in full force and effect.

A failure by either party to enforce any right or provision under this Agreement does not constitute a waiver of future enforcement of that right or provision.

This Agreement, together with our Privacy Policy and any rules or policies we publish, constitutes the entire agreement between you and Naillio, LLC regarding the use of our Website, platform, or services. It supersedes any prior oral or written agreements between you and Naillio, LLC related to the subject matter herein. For clarity, any separate Non-Disclosure Agreement (NDA) entered into between you and Naillio, LLC remains in full effect. The following sections survive termination: Payments, Disclaimer, Limitation of Liability, Indemnification, Intellectual Property, Dispute Resolution, and this Entire Agreement.


Other Provisions

Nothing in this Agreement shall prevent Naillio, LLC from complying with applicable federal, state, or local laws.

We are committed to protecting your privacy. Our Privacy Policy outlines how you can use the Naillio platform to manage customer contacts, create and send marketing campaigns, and how we collect, use, and share your data. Please read the Privacy Policy to make informed decisions regarding your use of our services.

Headings in this Agreement are for convenience and reference only and shall not affect the interpretation or legal enforceability of any section.

For questions regarding this Agreement, please contact us at info@naillio.com, using the subject line: “Terms of Use.”




Last updated: 9/1/2025