2. COMMUNICATIONS. When you visit the Website or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Company is free to use any suggestions, ideas, concepts, know-how, or techniques contained in any communication you send to Company for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products using such information or ideas, without compensation or any other obligations to anyone, including you.
3. DESCRIPTION OF SERVICES AND PRODUCTS. Company may provide users with a collection of services through the Website that may allow users to enter information related to the personal strengths, weaknesses, and other characteristics of a user (together the Personal Profile Information or PPI) and to process and access the Personal Profile Information (collectively and individually, the Services). For purposes of clarity, the term Services includes, all functionality made available through the Website, including any help desk system, connectivity APIs, and related support services. Use of any or all of the Services requires agreement to and compliance with the Terms. The Services made to any individual or institutional user shall depend on the Services for which such user subscribes and pays, where applicable. Any new features which augment or enhance the current Services, including the release of new features or products, is also governed by the Terms. Company reserves the right at any time to change or discontinue the Services with or without notice. You agree that Company shall not be liable to you or to any third party for any modification, suspension, or discontinuance of any of the Services. You are responsible for any taxes imposed on the sale or use of Services and applicable taxes may be added to the amount charged for Services purchased on the Website.
4. RULES GOVERNING USE OF SERVICES. Users who enter Personal Profile Information will have an opportunity to designate how he or she wishes his or her PPI to be used. Use of the PPI may be made in three manners: (1) by the individual entering the PPI when such individual desires to share the PPI with others, (2) the institution or school that has licensed the Services for the purposes of facilitating the entry and use of the PPI, and (3) governmental or other community organizations. Use of PPI for subsections (1) and (2) of this section shall only be made with the approval of the individual entering the PPI. PPI may be provided to governmental or other community organizations under subsection (3) of this section without specific permission from the individual entering the PPI, but only in an aggregate, non-personally identifiable format. In addition, the following rules apply:
(a). All media content created or produced by Company, in any form (the Company Content) is protected by United States and international intellectual property law and belong to Company, except where credit otherwise is shown.
(b). A user who accesses the Personal Profile Information of a different user (hereinafter Accessing User) shall do so only upon the consent of the user whose PPI is being accessed. In addition, the Accessing User shall be responsible for agreeing to and complying with the following:
(i). The Accessing User acknowledges that its use of the PPI does not create any partnership, joint venture, or other agency relationship between Accessing User and Company. Accessing User may not make any representations on Company behalf.
(ii). Accessing User is responsible to ensure that its use of the PPI is done in a professional and appropriate way in a manner that complies with all legal requirements. The PPI and other Services have not been evaluated for conformance with the EEOC Uniform Guidelines on Employee Selection Procedures. Therefore, Accessing User is responsible to comply independently with such Guidelines and may not rely on the Services for such purposes.
(iii). Accessing User shall terminate the use of the PPI of a given user at any time upon the request of that user or Company, and all PPI shall belong exclusively to such user.
(iv). Accessing User shall accurately create and maintain records of all use made of the PPI and make such records to the user upon request.
(v). All PPI shall be treated confidentially and shall be used only for the purposes agreed by the user whose PPI is being accessed. Any disclosure of the PPI, other than in aggregate, non-personally identifiable form, shall be done only with the consent of the user whose PPI is to be disclosed.
(c). All PPI belongs exclusively to the user who entered the PPI, subject to the uses expressly designated in the Terms.
(d). The Services are intended to be used by individuals aged 14 and over. If you are a teacher, administrator, or principal and intend to have students participate in the Services, you agree to take all necessary actions to comply with applicable student privacy laws, including, without limitation, the Child Online Privacy Protection Act (COPPA) and the Family Educational Rights and Privacy Act of the United States, and amendments thereto.
5. ACCESS TO THE WEBSITE. You are responsible for obtaining access to the Services, which may require transacting with third parties, such as internet providers.
6. LICENSE AND SITE ACCESS. Company hereby grants you, subject to the Terms, a limited non- exclusive, non-sublicensable, non-transferable, license to use the Website and Services. You may not download any portion of the Website or use of any Services other than for your own personal use. You may not use any data mining, robots, or similar data gathering tools or otherwise exploit your access to the Services for any commercial purpose. You may not use any of the trademarks, logos, or other proprietary graphics without express written permission, which may denied in Company absolute discretion. Company logos product and service names are trademarks of Company. All other trademarks appearing on the Website or in connection with the Products or Services are trademarks of their respective owners, and our reference to them does not imply or indicate any approval or endorsement by their owners unless such approval or endorsement is expressly made. You may not attempt to disassemble, decompile, reverse engineer, or otherwise modify or attempt to access the software, related code, or any portion of the Services.
8. LINKS. Company may provide links to other websites or resources. Because Company has no control over such sites and resources, you acknowledge and agree that Company is not responsible for the availability or content of such external sites or resources. You may create a link to the Website so long as the link does not portray Company or its products or services in a false, misleading, derogatory, otherwise offensive manner. You may not use any of Company logos, trademarks, or other proprietary graphics as part of your link.
10. WARRANTY. Company warrants that the Website and software related thereto do not infringe the intellectual property rights of any third party and agree to hold you harmless and indemnify you with respect to any final judgment obtained by a third party based on a claim that the Services infringe on the intellectual property rights of such third party.
11. DISCLAIMER OF WARRANTY. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 10 OF THIS AGREEMENT, THE SERVICES AND PRODUCTS, ARE PROVIDED "AS IS" AND AS AVAILABLE WITHOUT WARRANTY OF ANY KIND, ORAL, WRITTEN, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF PERFORMANCE OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, OR TRUTHFULNESS OF THE WEBSITE, THE SERVICES, OR ANY INFORMATION PROVIDED BY OR WITH RESPECT TO THE SERVICES, AND YOU AGREE TO HOLD COMPANY FROM AND AGAINST ANY SUCH CLAIMS. WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT WARRANT THAT ALL ERRORS CAN BE CORRECTED, OR THAT OPERATION OF THE WEBSITE AND/OR DELIVERY OF THE SERVICES SHALL BE UNINTERRUPTED OR ERROR-FREE. IN ADDITION, COMPANY DOES NOT MAKE ANY REPRESENTATION OR WARRANTY AS TO THE CORRECTNESS OF ANY INFORMATION PROVIDED AS PART OF ANY PROJECT BY A SERVICE PROVIDER. Because some jurisdictions may not allow the exclusion of implied warranties, such limitation may not apply in its entirety to a user. Any warranties made in this Agreement are for your benefit only.
12. LIMITATION ON LIABILITY. IN NO EVENT WILL COMPANY, ITS SUPPLIERS, SHAREHOLDERS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF OR RELIANCE UPON THE SERVICES OR PRODUCTS, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL COMPANY TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE SERVICES (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNT OF $500.00. THE PARTIES AGREE THAT THIS SECTION SHALL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PRICES HAVE BEEN SET AND THE AGREEMENT ENTERED INTO IN RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. BECAUSE SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SUCH LIMITATIONS MAY NOT APPLY.
13. GOVERNING LAW AND JURISDICTION. This Agreement shall be governed by and construed in accordance with the laws of the State of Utah, without reference to the United Nations Convention on the International Sales of Goods. The Parties hereby submit to the exclusive personal jurisdiction of the state and federal courts located in the State of Utah.
14. ATTORNEY FEES. In case of an action to enforce any rights or conditions of the Terms, or appeal from said proceeding, it is mutually agreed that the losing party in such suit, action, proceeding or appeal shall pay the prevailing partys reasonable attorney fees and costs incurred.
15. ENTIRE AGREEMENT; AMENDMENT. The Terms are a binding contract and constitute the entire agreement and understanding of the parties, whether oral or written, relating to the subject matter hereof; are intended as the parties final expression and complete and exclusive statement of the terms hereof, superseding all prior or contemporaneous agreements, representations, communications, and understandings, whether written or oral; and may be amended or modified only by an instrument in writing signed by both parties.
16. NON-WAIVER. No waiver of any provision of the Terms shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. Failure to enforce any provision of the Terms shall not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision.
17. NO THIRD-PARTY BENEFICIARIES. Nothing in the Terms, express or implied, is intended to confer on any person, other than the parties to the Terms, any right or remedy of any nature whatsoever. Notwithstanding the foregoing, in the event of a dispute between a Service Requester and a Service Provider, these Terms shall be deemed binding on both parties.
18. SEVERABILITY; BINDING EFFECT. If any provision of the Terms shall be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms shall not be impaired. The Terms shall be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and assigns
19. FORCE MAJEURE. Company will not be liable for, or be considered to be in breach of or default under the Terms on account of, any delay or failure to perform as required by the Terms as a result of any cause or condition beyond Company reasonable control.
21. LINKING POLICY. If you link to this Website, we require that you follow these guidelines. You may link only to the home page, and the link must be in plain text, unless otherwise approved in writing by an authorized representative of Company. The link to this website must not damage, dilute or tarnish the goodwill associated with any company names and/or intellectual property, nor may the link create the false appearance that your website and/or organization is sponsored, endorsed by, affiliated and/or associated with Company. You may not "frame" this Website or alter its intellectual property or material in any other way. You may not link to the Website from a site that is unlawful, abusive, racist, indecent or obscene, that promotes violence or illegal acts, that is libelous, defamatory, scandalous, or inflammatory, or that is otherwise deemed inappropriate, as determined by Company in its sole discretion. You agree that if Company requests that you remove a link to the Website, you will do so immediately without charge to Company. If you fail to remove any such link after request, you agree to pay Company's costs incurred in enforcing this provision.
When you visit this website you may provide us with two types of information: personal information you knowingly choose to disclose that is collected on an individual basis, and website use information collected on an aggregate basis as you and others browse our website.
When you register for any of our services, you will provide us with information about yourself, such as your e-mail address. We may retain the content of your e-mails, and we protect the confidentiality of that information in the same manner as we protect other information received via telephone or regular mail. When you register or correspond with us, you are forming a commercial relationship and implying consent for us to convey information to you regarding our services, including special offers and promotions. You can always opt out of these communications.
Just like other websites, we use a standard technology called cookies and web server log files to collect information about how people use our website. Information gathered may include the date and time of visits, the pages viewed, time spent at the Site, and the websites visited just before and just after our Site.
We encrypt any sensitive information that is transmitted via our Site (such as credit card numbers) using secure socket layer technology (SSL). When credit card details are collected, we simply pass them on in order to be processed as required. We never permanently store complete credit card details unless you expressly authorize it.
We follow generally accepted industry standards to protect the personal information submitted to us, both during transmission and once we receive it.
We use personal information for our business purposes, such as tracking the use of our services, marketing to you, and attempting to improve our services, such as by customizing our Site. We may also aggregate information about use of our Site, in which case personally identifiable information is only shared with other parties as required by law.
Cookies can help differentiate you from other users and keep you from having to log in repeatedly. Cookies do not allow us to gather any personal information about you and we do not intentionally store any personal information that your browser provided to us in your cookies. We may allow ad exchanges, web analytics vendors, social networking platforms and other third parties to collect certain data and other non-personally identifiable information when you visit our Site. These companies may use non- personally identifiable information (e.g., search and click stream information, browser type, time and date, the identity or type of advertisements clicked or scrolled over) during your visits to this and other web sites in order to provide advertisements about goods and services likely to be of interest to you. By way of example, these companies may use a cookie or web beacon to collect this information.
We do not knowingly collect any personal information from anyone who we know to be under the age of 13. If we discover that a person under the age of 13 has provided us with personal information, we will use commercially reasonable efforts to delete such person's personal information from our system.
We do not share, sell, lend or lease any of the information that uniquely identify a subscriber (such as email addresses or personal details) with anyone except to the extent it is necessary to process transactions or provide services that you have requested. However, if you participate in the Community Features, which include social media elements, and provide personal information, the information you provide will by nature be made public.
We allow visitors to unsubscribe so that they will not receive future messages. After unsubscribing we will discontinue sending the particular messages as soon as technically feasible. Our system takes time to update, so understand that you may continue to receive communication from us for a limited time after you have unsubscribed.
In consideration for your use of the Site's Community Features and functionality, you agree to (i) comply with the Community Guidelines set forth below. Users who violate the community guidelines, may, in our sole discretion, be permanently banned from using the Site.
Entering any Community Feature will constitute acceptance of the Community Guidelines. If you do not agree to abide by the Community Guidelines, please do not enter any Community Features.
You are entirely responsible and liable for all activities conducted by you within the Community Features, including the transmission, posting, or other provision of Community Content to any portion of the Community Features. listed below are some, though not all, violations that may result in us terminating or suspending your access to Community Features on a temporary or permanent basis, as determined by us in our sole discretion. You agree not to do any of the following actions while using any of the Community Features:
Information disclosed in Community Features is by design revealed to the public. The Site is not responsible for any information you choose to disclose to others. The Site reserves the right, but not the obligation, to remove any posts for any reason. We do not endorse the Community Content in the Community Features and specifically disclaim any responsibility or liability to any person or entity (including, without limitation, persons who may use or rely on such material) for any loss, damage (whether actual, consequential, punitive or otherwise), injury, claim, liability or other cause of any kind or character based upon or resulting from any Community Content provided through a Community Feature. By posting or uploading Community Content to any Community Feature or submitting any other Community Content to us, you automatically grant (or warrant that the owner of such rights has expressly granted) us a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, sub license, create derivative works from and distribute such materials or incorporate such Community Content into any form, medium, or technology now known hereafter devised throughout the universe in perpetuity. In addition, you warrant that the content as uploaded or posted by you does not violate any person's so-called "moral rights" or other similar or analogous rights under any applicable laws in any country or region of the world.
You understand that the uploading to and/or posting of any Community Content in any Community Feature shall not be subject to any obligation of confidence on our part, and we shall not be liable for any use or disclosure of any Community Content. Without limitation of the foregoing, we shall exclusively own all now known or hereafter existing rights to the Community Content of every kind and nature, in perpetuity, throughout the universe and shall be entitled to unrestricted use of the Community Content in any and all media, now known or hereafter devised, throughout the universe, in perpetuity for any purpose whatsoever, commercial or otherwise, without compensation or credit to the provider, author or owner of the Community Content.
You agree to indemnify us for any and all third party claims, damages, losses, and causes of action arising as a result of your posting or uploading any Community Content to any Community Feature or submitting any Community Content to us, or your failure to comply with the Community Guidelines. We do not and cannot review every message posted by users on the Site, and are not responsible for the content of these messages or the views or opinions expressed by the users of the Site. We reserve the right to, but are not obligated to, delete, move or edit Community Content, in whole or in part, submitted by you to the Site and/or us for any reason. In no event do we assume any obligation to monitor the Community Features or remove any specific material.
The Site may offer you the possibility to connect your accounts from third party social media sites, such as Facebook and Twitter, through an application programming interface (API) or other software. By allowing the Site to connect with your accounts on such third party sites, you consent to our accessing the information in those accounts, which information may include personal information. You likewise consent to our publishing on the Site any such information or actions you take on such third party sites. Additionally, you understand that by accessing the Site via your social media account, activity you engage in through the Site may be published on the third party site. It is your choice whether to use any such third party sites.
If you are a copyright owner and believe that any Community Content appearing on the Site or in any Community Feature has been copied in a way that infringes upon your copyrights, you may submit a notification to us pursuant to the Digital Millennium Copyright Act ("DMCA") by providing the following information in writing (see 17 U.S.C. 512(c)(3) for further detail) to the copyright agent named below:
Shae Taylor (Email: firstname.lastname@example.org)
Upon receipt of the written notification as outlined above, we will use good faith, reasonable efforts to remove the material that is alleged to be infringing and forward a copy of the written notification to the alleged infringer. The alleged infringer has the right to file a counter-notification by providing the designated agent with the following information: (1) a physical or electronic signature; (2) identification of the material that has been removed the location at which the material appeared before it was removed; (3) a statement under penalty of perjury that he/she has a good faith belief that the material was removed as a result of mistake or misidentification of the material to be removed; (4) his/her name, address, and telephone number, and a statement that he/she consents to the jurisdiction of federal district court for the judicial district in which the address is located, or if his/her address is outside of the United States, for any judicial district in which the service provider may be found, and that he/she will accept service of process from the person who provided notification under subsection (c)(1)(c) or an agent of such person.