Titan Client Terms of Service

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Effective: 3rd of September 2026

These Terms of Service (the "Terms") constitute a legally binding agreement between Titan services’ providers, Aware Healthcare Inc., a Delaware corporation ("Titan," "we," "us") and you, the user ("Client," "you"). These Terms govern the matchmaking and coaching services we provide to you (collectively, the "Services"). Your use of our website is governed separately by our Website Terms & Conditions. By clicking the "Accept" button associated with these Terms, you acknowledge and agree that you have read, understood, and agree to be bound by these Terms. The moment you click "Accept" marks the effective date of these Terms (the "Effective Date").

PLEASE READ THESE TERMS CAREFULLY.

THESE TERMS CONTAIN A BINDING, INDIVIDUAL ARBITRATION AND CLASS-ACTION WAIVER PROVISION. IF YOU ACCEPT THESE TERMS, YOU AND TITAN AGREE TO RESOLVE DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND GIVE UP THE RIGHT TO GO TO COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION. YOU UNDERSTAND THAT YOU ARE BINDING YOURSELF TO LEGAL AND FINANCIAL RESPONSIBILITY FOR ALL ACTIONS USING OR ACCESSING OUR SERVICES INCLUDING THE ACTIONS OF ANYONE YOU ALLOW TO ACCESS YOUR ACCOUNT. YOU AFFIRM THAT YOU ARE AT LEAST 18 YEARS OLD, AND UNDERSTAND AND ACCEPT THESE TERMS (INCLUDING ITS DISPUTE RESOLUTION TERMS).

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCEPT THEM AND DO NOT USE OUR SERVICES.

You also agree to abide by other Titan rules and policies, including our Privacy Policy (which explains what information we collect from you and how we protect it) that are expressly incorporated into and are a part of these Terms. Once you accept these Terms you are bound by them until you or we terminate the Service Term (as defined).

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1. OVERVIEW

(a) We provide two services. First, we match you with an executive coach from our network (the "Matchmaking Service", described in Section 3). Second, if you choose to engage a coach we introduce you to, we provide you with access to that coach on the commercial terms set out in an Order Form (the "Coaching Service"). Together these are our "Services".

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2. ROLES AND OBLIGATIONS OF PARTIES

(a) Titan Role. We are providing Clients who subscribe to our Services access to individuals ("Coaches") to assist with Clients’ pressing priorities. We are responsible for managing all monetary transactions in respect of the Coaches. Coaches are independent contractors and not our legal representatives and therefore they cannot make promises on Titan’s behalf. While we do not control a Coach we may assist in reviewing disputes, and in case of a breach of contract terms or if a Coach does not consistently meet your expectations, sanctioning or providing other remedies in respect of the Coach (see Section 4 (Fees) for information related to refunds in rare circumstances).

(b) Your Role and Obligations. Your use of our Services is personal to you.

(i) You promise that all the information you provide in respect of our Services to us, and any Coach, is the truth. If you are providing false information, you will be in breach of these Terms and we will have the right to terminate your receipt of Services. If any information you previously provided (e.g. address or preferences) changes, you are responsible for updating such information in a timely manner - neither Coach nor we will be responsible for any inconvenience or losses you suffer from your failure to update your information.

(ii) As you will be using your own personal digital devices to communicate with the Coaches through our Services, it is your responsibility solely to ensure that your device, and the ability to provide instructions through it, is under your care and control. Neither we nor a Coach is able to distinguish between a message from you or anyone else who is using your phone. If you think your SIM card, email or other communication method is hacked, or in any way compromised, please alert us and your Coach and at minimum, change your passwords. Do not use shared public devices to communicate with your Coach.

(iii) You are responsible for your own safety in all regards, physical and otherwise. You should remain vigilant in all aspects when interacting with any person in relation to our Services, including in respect of sharing financial and personal information with Coaches.

(iv) Apart from the information we need to provide the Services to you, you are solely responsible for what information you provide, to whom, and how. You should communicate to parties only through the communication tools you trust and never divulge any bank account or other financial information to a Coach.

(v) You promise to not engage in any behavior that violates our Terms (see Section 5 (Restrictions)).

(vi) You will not engage in any behavior that breaches an agreement you may have entered into with another party.

(vii) You may, at your option, end these Terms’ applicability to you (in part) by either sending us an email to request termination of the Service Term.

(viii) Simply abandoning / not using our Services does not end your legal obligations under these Terms - Section 8 (Termination and Survival) will still apply.

(c) Coaches. Coaches are subject to separate terms and conditions and under legal contract with us. To the maximum extent under law, you understand that your sole remedy in respect of a Coach’s non-performance, action or omission is to cease your relationship with a Coach and request us to match you with a different Coach (a "Rematch"), in accordance with Section 2(e).

(d) Rematches. You may request a Rematch at any time during your engagement, for any reason. Rematches are subject to the availability and suitability of coaches in our network at the time, and we may decline a request where we do not have a coach we consider a suitable fit. If we have not engaged a replacement coach for you within 60 days of your Rematch request, either of us may end the engagement, in which case Section 4(f) applies, or Section 4(g)(vii) if you prepaid your Initial Engagement and had already changed coach.

(e) How a Rematch works. When you tell us you wish to switch coaches, we stop your current coach’s engagement with immediate effect and begin matching you with a replacement. Your new coach’s monthly rate applies from the date your engagement with them begins, and may be higher or lower than your previous rate. We will tell you the rate before you agree to the match. What happens to your fees depends on how you are paying: if you prepaid your Initial Engagement, Section 4(g) applies; if you are billed monthly, billing pauses from the date you tell us you wish to switch and resumes at your new coach’s rate from the date your engagement with them begins, so you are not billed for the period between coaches.

(f) Changes to coach rates. If your coach’s rate changes, we will give you at least 30 days’ written notice before the new rate applies. You may decline the increase and request a Rematch at no cost, and that Rematch will not count towards the limit in Section 2(d). A change in rate does not suspend or reduce your obligations under Section 5(c).

(g) Third-Parties. We do not control any third-party and you should ensure you understand what your rights and obligations are in respect of each party that provides you any service. For instance, if a Coach recommends a supplier for a service, you may utilize such supplier and be subject to the terms of purchase and sale. Certain third-party terms shall apply to you in addition to these Terms. If you are using any third-party service providers in conjunction with our Services or directly with respect to engaging Coaches (e.g. social media or other messaging apps, payment providers) those particular services will be governed by their own set of terms and conditions.

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3. THE MATCHMAKING SERVICE

(a) What it is. When you accept these Terms and pay the Matchmaking Fee, you engage us to identify and introduce you to coaches from our network. The Matchmaking Service consists of: an intake conversation to understand what you are looking for; our selection and presentation of candidate coaches drawn from our network; introduction calls with the coaches you wish to meet; and a debrief in which you decide whether to proceed.

(b) When it is complete. The Matchmaking Service is complete, and the Matchmaking Fee is fully earned, when we present candidate coaches to you. It is complete whether or not you meet those coaches, whether or not you engage one, and whether or not you respond to us after we present them.

(c) Recordings. We record our calls with you during matchmaking, and we record introduction calls between you and a coach. We do this so that we can match you accurately and improve how we do it. By accepting these Terms you consent to that recording. We do not record coaching sessions between you and your coach once your engagement has begun. Our Privacy Policy explains how recordings are used and how long we keep them. Tell us before a call if you would prefer it not to be recorded.

(d) What we do not promise. We select coaches in good faith from the coaches available to us at the time. We do not promise that any particular coach will be available, or that you will choose to engage one.

(e) If we withdraw. We may decline to continue the Matchmaking Service at any time before we present coaches to you, for any reason. If we do, we will refund the Matchmaking Fee in full. Once we have presented coaches to you, the Matchmaking Fee is earned and is not refundable, including where we subsequently end our relationship with you under Section 5 or Section 8.

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4. FEES AND EXPENSES

(a) Matchmaking Fee. The Matchmaking Fee is $2,000, payable when you accept these Terms. It is the price of the Matchmaking Service described in Section 3, and it is earned when that service is complete. It is not a deposit, a credit, or a payment on account, and it is not refundable.

(b) Discount on engagement. If you engage a coach through us and sign an Order Form within 90 days of the date we present coaches to you, we will discount your first coaching invoice by $2,000. If you sign an Order Form after that date, the discount is no longer available. The discount is a reduction in the amount payable under the Order Form; it is not a refund, a credit balance held on your behalf, or transferable.

(c) Coaching fees. Fees for the Coaching Service are set out in an Order Form, together with any applicable taxes. They are due as stated in that Order Form.

(d) Minimum commitment. Where an Order Form states a minimum commitment, that commitment is an amount of money, not a period of time. It is the Initial Engagement Fee stated in the Order Form. Once you have paid it, you owe nothing further for the Initial Engagement, however long the engagement takes to run.

(e) Refunds. We do not offer cash refunds. If you or we are dissatisfied with your experience with our Service, including with a particular Coach, we may offer you a credit in relation to a prepaid month or a prior month, solely at our discretion.

(f) Coach unavailability. If your coach becomes unable to continue your engagement, we will offer you a replacement coach from our network. If we are unable to offer a replacement you accept, we will issue you a credit for the unused portion of any fees you have prepaid. Credits may be applied against any future engagement with us and expire three months after the date of issue. We do not issue cash refunds in these circumstances.

(g) Changing coach during a prepaid Initial Engagement. This Section applies only where you have paid for your Initial Engagement in advance and you then change coach before that Initial Engagement has run its course. Until that happens, your Initial Engagement runs as set out in your Order Form.

(i) Conversion to a balance. On the date we stop your coach’s engagement, we calculate what you have used - your coach’s monthly rate for each month of the Initial Engagement to that date, pro rata on a daily basis for part months. What remains of the amount you prepaid becomes your "Prepaid Balance".

(ii) Periods without a coach. Your Prepaid Balance is not drawn down for any period in which no coach is engaged for you, including the period between coaches.

(iii) Drawdown at the new rate. From the date your engagement with your new coach begins, your Prepaid Balance reduces each month by that coach’s monthly rate, pro rata on a daily basis for part months. Rates differ between coaches, so your new coach’s rate determines how long your Prepaid Balance lasts.

(iv) Availability, not attendance. Your Prepaid Balance is drawn down for any period in which a coach is engaged and available to you, whether or not you attend sessions in that period.

(v) Revised end date. Your engagement continues until your Prepaid Balance is exhausted. We will calculate the revised end date and confirm it to you in writing, and that date replaces the Engagement End Date stated in your Order Form. Once your Prepaid Balance is exhausted we will bill you monthly if you choose to continue.

(vi) Further changes of coach. If you change coach again, this Section applies again to your Prepaid Balance as it then stands.

(vii) If we cannot place you. If we have not engaged a replacement coach for you within 60 days of your Rematch request, either of us may end the engagement. Your remaining Prepaid Balance then becomes a credit, which may be applied against any future engagement with us and which expires three months after the date it is issued.

(viii) No cash conversion. A Prepaid Balance is a balance of fees paid for coaching. It is not a deposit, it is not money we hold on your behalf, and it is not convertible to cash.

(h) Limits on Extra Fees. Your payment to us for coaching services from time to time is the only fee you are to be charged for our Services and the use of your Coach. We do not have modules, upsells, extras and other hidden fees and no Coach or third person is authorized to charge you any extra fees, even if such individuals are seemingly providing you extras. If there is any doubt about whether a particular service is included as part of our Services, please contact us at support@withtitan.com.

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5. RESTRICTIONS, CLIENT COVENANTS AND DISCLAIMER

(a) Restrictions. Violation of any of the following could expose you to liability, and in some cases criminal charges and civil action. We reserve the right to terminate your receipt of our Services immediately if your violation of any of the following is non-trivial or in our discretion, harmful to a Coach, Titan or other important stakeholders. Please be nice.

(b) Prohibited conduct. You will not engage in any unacceptable behaviors, including action that seeks to (a) harass, bully, intimidate, or otherwise do anything to a Coach that you wouldn’t be proud of seeing broadcasted on social media, (b) bypass, undermine or interfere with payment mechanisms set up in place in our Services, (c) allow others to utilize our Services under the payments made under your Order Form, (d) ask Coaches to do or advise on things that are unsafe, illegal, unconscionable, or immoral, (e) share or distribute messages in relation to our Services where content is unlawful, misleading, obscene, incites illegal activity, is harmful, threatening, harassing, defamatory, libelous, crude, violent, hateful or that comprises symbols or objects of hatred, invades another’s privacy, contains explicit content, or is deemed objectionable by a reasonable standard, (f) distribute or send through or in relation to our Services anything containing malicious software or any code, files, or programs meant to interrupt or damage computer software, or disrupt any network operations, (g) disrupt or hinder any of our web pages, connected servers or networks, or the technical systems of our service providers, (h) try to detect, scan, or test any vulnerabilities of our Services or any Titan system or network, (i) decipher, decode, disassemble or reverse engineer any software powering our Services, (j) gather or store personal data about other users without their clear consent, (k) access our Services in ways that are not authorized by these Terms, (l) leverage the Service to produce datasets for neural network training or develop templates or products, (m) endanger or attempt to endanger minors, (n) try to resell our Services, (o) use robots, scripts, or manual methods to copy or "scrape" Titan material without our explicit permission, (p) mimic our Services’ features or produce effects similar to our Services’ effects, create competing products or technologies, (q) frame, mirror, or otherwise incorporate any part of our Services into another website, app, or service without our prior written consent, or (r) pretend to be someone else or falsely represent your association with any entity, deceive or engage in harmful activities; and in respect of content uploaded in the course of receipt of our Services, you will not (a) infringe on any person’s rights, including any intellectual property rights or rights of privacy, or (b) submit pictures or personal information of individuals without their express written consent.

(c) Client Covenants. Titan has expended considerable effort at great expense to engage Coaches and develop our Services offering and you will not: (i) solicit or encourage our Coaches to end their engagement with Titan or provide you or others services directly, (ii) disparage Titan or make any statement in any public forum, including social media or any news media outlet in any form or forum, about its Coaches or employees, directors, investors or other affiliated parties that portrays such persons in an unfavorable light, and (iii) make any claim in respect of our Coaches to us that are misleading or false. The covenant at (i) applies during your Service Term and for two years afterwards;

(iv) Direct engagement of Coaches. During your Service Term and for two years afterwards, you will not engage any Coach whom we introduced to you - whether or not you engaged that Coach through us - to provide coaching, advisory or consulting services otherwise than through Titan. This applies whether the engagement is direct or indirect, whether you or the Coach initiates it, and whether the Coach is engaged by you, by your employer, by any entity you control or advise, or by any of its affiliates.

(v) Anti-avoidance. The period in Section 5(c)(iv) runs from the end of your Service Term and is not reset, paused or shortened by any gap in your relationship with us or with a Coach, by ending your engagement and later resuming it, by a change in the entity through which you or the Coach contracts, or by any arrangement whose effect is to place the engagement outside the wording of Section 5(c)(iv) while achieving the same result.

(vi) Liquidated damages. You acknowledge that we have expended considerable effort at great expense to identify, vet and maintain our network of Coaches, that the covenant at Section 5(c)(iv) runs for two years, and that the loss we would suffer if you engage a Coach outside Titan would be substantial but difficult to calculate precisely. You agree that US$50,000 is a reasonable estimate of that loss and is not a penalty. If you breach Section 5(c)(iv), you will pay us liquidated damages of US$50,000, payable within 30 days of our written notice enclosing reasonably sufficient evidence of the breach. This is our sole monetary remedy for that breach. It does not limit our right to injunctive relief under Section 5(c)(vii).

(vii) Injunctive relief. You agree that a breach of Section 5(c)(iv) would cause us harm for which damages alone may not be an adequate remedy, and that we may seek injunctive relief or specific performance in addition to any other remedy available to us.

(d) DISCLAIMER. TITAN IS ONLY RESPONSIBLE FOR PROVISION OF OUR SERVICES. WE DO NOT MONITOR OR CONTROL ANY BUSINESS TRANSACTIONS A PARTY ENTERS INTO, OR CONTROL INDIVIDUALS’ BEHAVIOR OTHER THAN THROUGH THE RULES WE SET OUT UNDER THESE TERMS. WE DO NOT CHECK PARTIES’ COMPLIANCE WITH LAWS, MONITOR OR MODERATE BEHAVIOR, OR ASSURE OR MONITOR CONDITIONS IN RELATION TO ANY ASPECT OF SAFETY OR SUITABILITY FOR A PARTY. YOUR DECISION TO CONTINUE TO WORK WITH A COACH IS YOURS.

TO THE FULLEST EXTENT OF THE LAW, TITAN PROVIDES OUR SERVICES "AS IS" AND "AS AVAILABLE" AND MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO OUR SERVICES, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE, INCLUDING ANY WARRANTY OF MERCHANTABILITY, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, OR THAT OUR SERVICES WILL MEET YOUR NEEDS OR BE FREE OF INTERRUPTIONS, DOWNTIME, ERRORS, HARMFUL CODE OR VIRUSES.

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6. INTELLECTUAL PROPERTY

(a) Ownership of IP Rights. All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks, service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, "Intellectual Property Rights") in and to our Services that is utilized in the provision of services under these Terms (collectively, the "Titan IP"), except for any Confidential Information of Client, shall be owned by Titan.

(b) Client Grant to Titan. You grant us two separate licences to the information and materials you provide to us, including recordings of matchmaking and introduction calls. All information shared over our Services shall be subject to our Privacy Policy.

(i) Service licence. A non-exclusive, royalty-free, sublicensable licence to use your content to deliver the Services to you and to improve them. This licence lasts while you are receiving the Services, and you may withdraw it at any time by writing to us. If you withdraw it, we will stop using your content for those purposes.

(ii) Records licence. A non-exclusive, royalty-free, perpetual and irrevocable licence to retain and use your content solely for the following purposes: complying with our legal, tax, accounting and audit obligations; and establishing, exercising or defending legal claims, including responding to a dispute, chargeback, regulatory request or investigation. This licence is limited to those purposes. It does not permit us to use your content for marketing, to provide services to anyone else, or for any commercial purpose. It survives termination of these Terms and it cannot be withdrawn.

(iii) Feedback. If you provide Titan with any Feedback, you hereby grant Titan a non-exclusive, fully paid-up, royalty-free, worldwide, perpetual, irrevocable, sublicensable, transferable, and assignable license to use, reproduce, distribute, modify, adapt, prepare derivative works based on, publicly perform, publicly display, make, have made, use, sell, offer to sell, import, and otherwise exploit any and all Feedback for any purposes. "Feedback" means suggestions, comments, ideas, and all other types of information that you provide, publish, or otherwise communicate directly or indirectly to Titan or its agents that relate to our Services. You understand and agree that Titan is not required to make any use of any Feedback that you provide, and is not required to credit or compensate you for your contribution.

(c) Coaching materials. Materials your coach creates for you during your engagement belong to your coach. Under our agreement with each coach, the coach grants you a non-exclusive, worldwide, fully paid-up, royalty-free licence to use those materials for your own internal business purposes. We facilitate that licence; we do not own the materials and we do not grant the licence ourselves. We may use anonymised and aggregated information about our Services for our own business purposes, including improving them.

(d) Testimonials and endorsements. If you willingly give us a testimonial, endorsement, quote, review, or take part in a case study, written profile or recorded content about your experience with us, you grant us a non-exclusive, royalty-free, worldwide licence to use it in our marketing and communications, including your name, role, company name and likeness as they appear in the material you gave us. You can withdraw that permission at any time by writing to us. We will stop using the material in new marketing and remove it from channels we control within a reasonable time. Material already printed, distributed to third parties or cached beyond our control may persist, and we are not required to recall it.

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7. CONFIDENTIALITY

(a) We treat your identity, your use of our Services, and everything you share with us as confidential, during the Service Term and afterwards. We share it only as described in our Privacy Policy: with your coach; with service providers who help us run our business; with our professional advisers; where the law or valid legal process requires it; and in connection with a merger, acquisition or sale of our business.

(b) Each coach is bound by confidentiality obligations to us that cover your identity, the fact that you are receiving coaching, and everything you share in the course of your engagement. If a coach breaches those obligations, we will take reasonable steps to enforce them.

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8. TERMINATION AND SURVIVAL

(a) These Terms shall commence as of the Effective Date and shall continue thereafter until we or you have terminated your receipt of our Services (the "Service Term").

(b) Upon termination of the Service Term, you will no longer be able to utilize the features and benefits of our Services. We will delete your information from our systems in the ordinary course, except where we need to keep it: to comply with tax, accounting or other legal obligations; to resolve a dispute or enforce our agreements with you; or where we have been asked to preserve it, or reasonably anticipate needing it, in connection with a legal claim. We keep only what is needed for those purposes, and only for as long as it is needed. This applies notwithstanding any deletion request made under our Privacy Policy.

(c) Sections 4, 5(b) and (c), 6, 7, 8(b) and (c), 9, 10, 11(a) and (b), and 12 shall survive any termination of these Terms.

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9. INDEMNIFICATION

(a) Client shall indemnify, hold harmless, and defend Titan and its managers, officers, directors, employees, agents, affiliates, successors, and assigns ("Indemnitee") against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees (collectively, "Losses") that are incurred by Indemnitee arising out of any third-party claim alleging: (i) any negligent or more culpable act or omission of Client (including any reckless or willful misconduct) in connection with the performance of its obligations under these Terms; or (ii) any failure by Client to materially comply with any applicable federal, state, or local laws, regulations, or codes in the performance of its obligations under these Terms; or (iii) any breach of a third party’s Intellectual Property Rights or other rights.

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10. LIMITATION OF LIABILITY

(a) IN NO EVENT SHALL TITAN BE LIABLE TO THE CLIENT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, PROFIT, LOSS OF DATA, DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT TITAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

(b) IN NO EVENT SHALL TITAN’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNTS PAID OR PAYABLE TO TITAN IN RELATION TO CLIENT’S USE OF OUR SERVICES IN THE 6 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

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11. GOVERNING LAW AND DISPUTE RESOLUTION

(a) These Terms and all related documents including the Order Form and all exhibits attached hereto, and all matters arising out of or relating to these Terms, whether sounding in contract, tort, or statute are governed by, and construed in accordance with the laws of the State of New York, without giving effect to its conflicts of law principles. The Parties hereto agree that any dispute, claim or controversy arising out of or relating to these Terms, including the determination of the scope or applicability of these Terms to arbitrate, shall be determined by final and binding arbitration in city of New York, New York (except for an action for interim equitable relief that may be sought in any court of competent jurisdiction), before a sole arbitrator in NYC. The arbitration shall be administered by JAMS (or its successor) pursuant to its Streamlined Arbitration Rules and Procedures. All decisions of the arbitrator shall be final and binding.

(b) To the fullest extent of applicable law, (i) the Parties will pay their own costs (including, without limitation, attorneys’ fees) and expenses in connection with such arbitration, (ii) no arbitration or claim under these Terms shall be joined to any other arbitration or claim, including any arbitration or claim involving any other current or former user of our Services, and (iii) no class arbitration proceedings shall be permitted. You agree to waive any right you may have to commence or participate in any class action against us related to any claim and, where applicable, you also agree to opt out of any class proceedings against us.

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12. MISCELLANEOUS

(a) Entire Agreement. These Terms and any Order Form entered into by and between you and us constitute the sole and entire agreement by and between you and Titan with respect to your use of our Services. No agreement or understanding you enter into with a Coach shall in any way bind Titan to any liability or obligation beyond what is included in these Terms.

(b) Order of precedence. These Terms govern. Where an Order Form addresses commercial terms - the fees, the coach, and the start and end dates of the engagement - the Order Form governs those terms, except that where you change coach during a prepaid Initial Engagement, Section 4(g) governs the end date and displaces the date stated in the Order Form. Where our Privacy Policy addresses the handling of personal information, the Privacy Policy governs.

(c) Relationship of Parties. Each Party is an independent contractor with regard to these Terms. Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Parties.

(d) Assignment. You cannot assign these Terms to another person as we are entering into an agreement only with you. Any such assignment shall be void. We may assign our rights and obligations under these Terms to any person at our discretion.

(e) Severability. If any term or provision of these Terms, including with respect to arbitration or limitation of liability, is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.

(f) Waiver. No waiver of these Terms by Titan shall be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure of Titan to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

(g) No Third-Party Beneficiaries. These Terms benefit solely the Parties to these Terms and their respective permitted successors and assigns and nothing in these Terms, express or implied, confers on any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

(h) Interpretation. "Including" means including without limitation. Headings are only included for ease of use and are not determinative.

(i) No oral modification; no reliance. These Terms may only be changed in a written document signed by an authorised officer of Titan, or by us publishing an updated version on withtitan.com. No statement made in conversation, on a call, or in correspondence changes these Terms, and no employee, contractor or Coach has authority to vary them. You confirm that in accepting these Terms you are not relying on any statement, promise or assurance that is not written in these Terms or in an Order Form.

Contact Information: support@withtitan.com