The Services are owned by 11326953 Canada Inc., d.b.a. Edusity (“Edusity”, “us”, “we”, or “our”). We operate the Services and provide them for use subject to compliance with this Agreement.
“Account” means an account of a Patent, Student or Instructor which has been registered with Edusity. “Course Content” means any data, information, content, records, files, text, images, video, audio or other multimedia, software or other information or material that is loaded, transmitted or accessible through the Services relating to courses or course materials. This includes, for example, any syllabi, curricula and test materials made available through the Services by Instructors. “Parent(s)” means a legal guardian of a Student who is under the age of 18 that has provided consent for said Student to use, view and access the Services, and has registered an Account with Edusity. “Student(s)” means an individual who has registered an Account with Edusity and has subscribed to one or more courses through the Services. “Instructor(s)” means an individual or entity who has registered an Account with Edusity and has taught one or more courses through the Services. “User(s)” means all individuals or entities that use, view or access the Services and includes Parents, Students and Instructors. “User Content” means any data, information, content, records, files, text, images, video, audio or other multimedia, software or other information or material that is loaded, accessible, or transmitted through the Services by Users. This includes Course Content.
Edusity provides an online learning platform that allows for classes to be conducted via the Internet, in real-time. Instructors can provide courses through the Apps to Students using a number of engaging teaching methodologies, such as an interactive whiteboard, active student participation, direct and group interaction, and examination, testing and grading functionality.
From time to time Edusity may make contests and promotions available through the Services. All contests and promotions are governed by this Agreement and the applicable contest rules. By participating in a contest or promotion through the Services, you signify your agreement and acceptance of this Agreement and the applicable contest rules.
As a condition of your use of the Services, you agree that:
If you wish to terminate your Account, please send an email to email@example.com and we will terminate your account and send you confirmation of same. To the extent that Users’ conduct, as judged by us in our sole discretion, does not comply with this Agreement, we may immediately terminate, without notice, refund or liability, your permission to use, view and access all or part of the Services, terminate your Account, remove any User Content and/or seek other remedies. Edusity may, in its sole discretion, modify, change, suspend or terminate, temporarily or permanently, the Services, or any part of it, at any time, for any reason, without any notice. If Edusity must terminate the Services, Edusity will only be liable to you for the amount associated with any courses for which you have registered that were unfulfilled, on a pro-rata basis, and to no other persons or entities and no other amounts. Violations of this Agreement, or system or network security may also result in civil or criminal liability. Edusity reserves the right to investigate occurrences and may involve and cooperate with law enforcement authorities in prosecuting any Users who are involved in such violations. All provisions of this Agreement which expressly or by its nature survives termination or expiration, or which contemplates performance or observance subsequent to termination or expiration of this Agreement, will survive expiration or termination of this Agreement for any reason, including, for example, ownership provisions, intellectual property, waiver of moral rights, indemnity, limitation of liability and warranties and representations.
Subject to your compliance with this Agreement, Edusity grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and view the Services and Course Content for the particular courses for which you are subscribed. As part of your license to access and view the Services and the Course Content, you may not screenshot, print, electronically copy and paste or otherwise reproduce any of the Course Content for commercial purposes.
The Services and all intellectual property rights in the Services are owned by us. We and our licensors, as applicable, reserve all our intellectual property rights, which include without limitation all copyright, trademark, domain names, design rights, database rights, patent, trade secrets and all other intellectual property rights of any kind, whether registered or unregistered anywhere in the world. Nothing in this Agreement grants you any rights in the Services, the User Content or both the Services and the User Content, other than as necessary to enable you to use, view and access the Services and the User Content in compliance with this Agreement. You agree not to adjust, circumvent or delete any intellectual property notices or bypass any software restrictions contained within the Services and the Course Content. EDUSITY, EDUSITY GROWING WITH KNOWLEDGE and the related words and logos are our trademarks or trade names. Nothing in this Agreement or within the Services should be construed as granting any license or right for you to use any such marks or names in any way. We expressly reserve all our trademark rights. Except as otherwise indicated, all trademarks, trade names, logos and other source-identifying features of the Services are the property of Edusity, whether registered or not. The Services and the User Content, including, but not limited to, any text, images, video, photographs, graphics and any other materials, the arrangement, the look and feel and the computer programs and software are protected by copyright. Edusity owns the copyright in and to the Services and the User Content, or has acquired the appropriate licenses, assignments or permissions to use them. Edusity hereby expressly reserves all copyright in and to the Services and the User Content. You shall not use, copy, adapt, modify, download, print, sell, prepare derivative works, reverse engineer, distribute, license, sell, transfer, publicly display, publicly perform, transmit, disseminate, broadcast or otherwise exploit the Services and the User Content, except as expressly permitted in this Agreement. While you retain your rights to your User Content, you grant us an exclusive, royalty-free, fully paid up, irrevocable, perpetual, sublicensable, worldwide licence to make, modify, enhance, improve, copy, use, sell, produce, reproduce, publish, republish, advertise, perform, display, transmit, distribute, translate, execute, operate and in any other way exploit the User Content, without obligation to obtain consent from the User. This includes the right for us to make your User Content available to other Users of the Service, who may also use your User Content subject to this Agreement. You further waive any moral rights that you may have in all User Content.
While access to the Website is free, a paid subscription to the Apps are required to obtain access to the Course Content. Payment is processed by a third-party service provider upon subscribing to a course and may be provided, for example, by valid credit or debit card. Except as otherwise provided in this Agreement, it is at the sole discretion of Edusity whether to issue any refunds, allow for any cancellations or changes to Students’ subscribed courses. If a class has been cancelled by a Instructor, Edusity may provide Students with an option to subscribe to another course. No refunds will be issued to Students for cancellations less than 15 days from the scheduled course start date and for courses that over 40% complete. All requests for refunds, cancellation or changes must be made in writing to the email address provided below.
The Services may contain advertisements, hyperlinks, references to third party websites or any of the preceding (“Third Party Materials”). Third Party Materials are solely provided as a convenience to you and Edusity has no control over Third Party Materials. Any such advertisement, hyperlink or reference does not constitute an endorsement of the Third-Party Materials by Edusity and Edusity is not responsible for the accuracy or reliability of any opinion, advice, information, or other statements contained within the Third Party Materials. Further, Third Party Materials may be governed by terms and conditions of those third-parties and Edusity assumes no responsibility for the practices of any third-party web sites or services. We strongly advise you to read the terms and conditions and privacy policies of any Third Party Materials. Edusity expressly disclaims any liability, damage or loss, directly or indirectly, alleged or derived from the reliance, use, viewing or availability of goods or services available on or through Third-Party Materials.
From time to time, we may screen, edit or review User Content before or once it is loaded to or transmitted through the Services. Please note, however, that when User Content is loaded to or transmitted through the Services, it does not necessarily reflect our views and we disclaim all responsibility and liability associated with any such User Content including, but not limited to, any losses, expenses or harm resulting from User Content. You acknowledge that by providing the ability to use, access and view User Content on the Service, we are merely acting as a passive conduit and we are not undertaking any obligation or liability relating to any User Content or activities on the Service.
THE SERVICES AND COURSE CONTENT ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATION, WARRANTY, GUARANTEE OR CONDITION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WITHOUT LIMITING THE FOREGOING, EDUSITY EXPLICITLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES OF: (I) QUALITY, MERCHANTABILITY, OR FITNESS OF THE SERVICES AND USER CONTENT FOR A PARTICULAR PURPOSE; (II) NON-INFRINGEMENT OF THE SERVICES AND USER CONTENT; OR (III) CORRECTNESS, ADEQUACY, ACCURACY, RELIABILITY, COMPLETENESS OR CURRENCY OF THE SERVICES AND USER CONTENT. EDUSITY ALSO EXPLICITLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, GUARNATEES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
EDUSITY MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE SERVICES AND USER CONTENT WILL BE AVAILABLE ON A TIMELY, UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS, THAT ANY DEFECTS OR ERRORS WITH THE SERVICES AND COURSE CONTENT WILL BE CORRECTED, OR THAT THE SERVER(S) THAT MAKE THE SERVICES AND COURSE CONTENT AVAILABLE ARE FREE FROM VIRUSES, MALWARE OR OTHER SIMILAR HARMFUL SOFTWARE CODE. THE SERVICES AND USER CONTENT ARE NOT INTENDED TO BE A COMPREHENSIVE OR DETAILED ACCOUNT OF ANY MATTERS ADDRESSED AND REFERENCE TO ANY INFORMATION, BY TRADENAME, TRADEMARK OR OTHERWISE, SHOULD NOT BE USED OR CONSTRUED AS AN ENDORSEMENT, RECOMMENDATION, OR SPONSORSHIP. YOU SHOULD APPLY YOUR OWN JUDGMENT TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF THE SERVICES AND USER CONTENT INCLUDING, WITHOUT LIMITATION, THE USE OF OR RELIANCE ON ANY INFORMATION, OPINION OR ADVICE CONTAINED THEREIN. YOU BEAR THE SOLE RESPONSIBILITY FOR YOUR RESEARCH AND DECISIONS REGARDING THE PURCHASE AND USE OF THE SERVICES AND USER CONTENT. EDUSITY DOES NOT PROVIDE OR GUARANTEE THE SUITABILITY OF THE SERVICES OR USER CONTENT. EDUSITY EXPRESSLY EXCLUDES ALL OTHER TERMS, CONDITIONS, WARRANTIES OR OTHER STIPULTAIONS CONCERNING THE SERVICES AND USER CONTENT, WHETHER EXPRESS OR IMPLIED BY COMMON LAW OR UNDER STATUTE ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.
IN NO EVENT WILL EDUSITY AND/OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUBSIDIARIES, OTHER AFFILIATES, SUCCESSORS, ASSIGNEES, AGENTS, REPRESENTATIVES, ADVERTISERS, MARKETING PARTNERS, LICENSORS, INDEPENDENT CONTRACTORS, RECRUITERS, CORPORATE PARTNERS OR RESELLERS BE LIABLE FOR DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, MONETARY LOSSES, LOST REVENUE OR PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, REPUTATION, AND/OR ANY OTHER DAMAGES, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY AND/OR CONSEQUENTIAL, ARISING OUT OF OR RELATING TO THE USE OF, ACCESS TO OR RELIANCE ON THE SERVICES AND USER CONTENT.
NOTWITHSTANDING THE FOREGOING, UNDER NO CIRCUMSTANCES SHALL OUR AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS EXCEED THE AMOUNT YOU PAID US FOR YOUR SUBSCRIPTION TO THE SERVICES AND USER CONTENT. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THIS AGREEMENT WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.
You agree to indemnify, defend, release and hold harmless Edusity, its officers, directors, employees, agents, affiliates, licensors and suppliers from and against all losses, liabilities, expenses, damages and costs, including reasonable legal fees, arising out of or in any way connected with: (a) any violation of this Agreement; (b) User Content submitted by you to Edusity, whether through the Services or otherwise, that violates any intellectual property, proprietary, contract, or other right of any third party; or (c) use of and access to the Services or User Content by you or any other person accessing the Services or User Content using your Account. You further agree that you will fully cooperate in the defense of such claims.
If any term or condition of this Agreement should be determined to be illegal, invalid or otherwise unenforceable, then to the extent such term or condition is illegal, invalid or unenforceable, it shall be severed and deleted from this Agreement and the remaining Agreement shall survive, remain in full force and effect and continue to be binding and enforceable.
You may not assign or transfer this Agreement, by operation of law or otherwise, without Edusity’s prior written consent. Any attempt by you to assign or transfer this Agreement, without such consent, will be null and of no effect. Edusity may assign or transfer this Agreement, at its sole discretion, without restriction. Subject to the foregoing, this Agreement will bind and inure to the benefit of the Edusity and the Users’ respective heirs, administrators, executors, legal personal representatives, successors and permitted assigns.
No waiver of any provision of this Agreement shall be binding on either party unless consented to in writing by such party. No waiver of any provision of this Agreement shall constitute a waiver of any other provision, nor shall any waiver constitute a continuing waiver unless consented to in writing by such party.
Edusity shall not be liable for any breach of this Agreement to the extent that such breach arises from any act of God, war, national emergency, act of terrorism, riot, civil commotion, fire, explosion, flood, storm, epidemic, power outage, fuel shortage or any other similar cause beyond the reasonable control of Edusity.
This Agreement is governed by and interpreted and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. By agreeing to this Agreement, you hereby irrevocably consent to the exclusive jurisdiction of the Courts of the Province of Ontario in the City of Toronto.