Edusight, Inc. Terms of Service
BY SELECTING "I AGREE", YOU ARE DEEMED TO HAVE READ, AND YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU ARE NOT ALLOWED TO USE THE SERVICES.
Wherever used in these Terms of Service, "you", "your", "user" or similar terms mean the person or legal entity utilizing or accessing the Services. YOUR ACCESS AND USE OF THE SERVICES AND YOUR HANDLING OF CONTENT MUST BE IN ACCORDANCE WITH THESE TERMS OF SERVICE. If you violate these Terms of Service, you are no longer permitted to use the Services and Edusight may (but has no obligation to) terminate these Terms of Service and/or your ability to access or use the Services at any time. You represent and warrant that you can form a binding contract with Edusight, that your use of the Services is in full compliance with the laws of the jurisdiction(s) to which you are subject, and that you are not prohibited from using the Services or providing your Content (including any personal information contained therein) under any applicable laws.
Changes to the Terms of Service
Edusight may change these Terms of Service from time to time without notice to you. Your continued use of the Services after any such change shall constitute your acceptance of such change. You are responsible for regularly reviewing the most current version of the Terms of Service which are currently available at: https://edusight.co/terms.
Edusight's Proprietary Rights and User License
Subject to these Terms of Service and the payment of any applicable fees, Edusight grants to you a revocable, worldwide, limited, non-exclusive, personal, non-transferable and non-assignable license to access and use the Services remotely through the Internet ("User Licence").
Except for User Content (as defined below), you acknowledge and agree that, as between you and Edusight, Edusight and its licensors have and retain all right, title and interest (including copyright, trade-mark, patent, trade secret and all other intellectual property rights) in and to the Services, including any materials contained therein. Except for the User License, you acquire no rights whatsoever in or to the Services or any materials contained therein. All rights not expressly granted to you in these Terms of Service are reserved for Edusight and its licensors.
Certain words, phrases, names, designs, or logos used in the Services may constitute trademarks, service marks or trade names of Edusight, its affiliates or third parties. The display of any such marks or names does not imply that a license has been granted to you or any third party by Edusight or other entities. Any unauthorized use or display of the trademarks or trade names belonging to Edusight, its affiliates, related companies, and third parties and their licensors is strictly prohibited.
You may choose to submit comments, corrections, recommendations, suggestions or other ideas to Edusight about the Services, including about how to improve the Services ("Feedback"). By providing Feedback to Edusight you agree that: Edusight may use such Feedback in the Services or in any other Edusight products or services (collectively, "Edusight Offerings"). Accordingly, you agree that: (a) Edusight is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of you or any third party and you have all of the necessary rights to disclose the Feedback to Edusight, (c) Edusight (including all of its successors and assigns and any successors and assigns of any of the Edusight Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Edusight Offerings, and (d) you are not entitled to receive any compensation or re-imbursement of any kind from Edusight or anyone else.
You retain ownership in and to any content (including student grades, marks, scores and personal information) you submit, post or display on or through the Services ("User Content"). By submitting, posting or displaying User Content on or through the Services, you hereby grant to Edusight (and its agents) a non-exclusive, worldwide, royalty-free license (with the right to sublicense) to use, copy, reproduce, modify, analyze, transmit, display, distribute and otherwise make available such User Content (the "Content License"). You represent and warrant that you have the right and authority to grant the license rights you are granting herein.
You understand that the User Content may be processed and transferred, unencrypted, and may involve: (i) transmissions over various networks both within and outside of Canada; and (ii) changes to such User Content to conform and adapt to technical requirements of connecting networks or devices.
Edusight has the right (but not the obligation) in its sole discretion to remove any User Content and terminate accounts for any reason whatsoever. Edusight also reserves the right to access, read, preserve, and disclose any information as Edusight reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of our users and the public.
Use and Your Account
Edusight shall make the Services available to you through the Internet. You acknowledge that Edusight may use third party service providers and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Services.
When you complete the account creation and registration process, you will create a login and password for your account. You are responsible for maintaining the security of your password and account. You are solely responsible and liable for your account and for any use of the Services and any User Content made available through your account (even if such User Content is accessed, or made available, by others). Edusight is not, and will not, be responsible for any loss or damages resulting from your failure to comply with the foregoing obligations. Edusight encourages you to use a strong password (passwords that use a combination of upper and lower case letters, numbers and symbols) for your account. You agree to immediately notify Edusight if you become aware of any unauthorized use of your account or your account login or password. You shall aid Edusight and its third party service providers in any investigation or legal action taken by such third parties or any government authority in connection with any security breach.
Restrictions on Use
Your use of the Services is subject to the acceptable use policy of Edusight's third party hosting provider available online at http://aws.amazon.com/service-terms, and you are bound by such policy.
You must not use the Services: (i) to engage in any illegal or unauthorized purpose, including in any way that violates other laws applicable in Canada or other laws applicable to you, or in any manner that is inconsistent, or could be inconsistent, with applicable local, provincial/state, and national laws and regulations; (ii) in any way that violates or infringes the copyrights, rights of privacy or publicity, or any other rights of any person; (iii) to impersonate or misrepresent your affiliation with any person or entity; (iv) to engage in verbal, physical, written or other abuse (including threats of abuse or retribution) of any Edusight customer, employee, member, or officer or any user of the Services; or (v) to upload, post or submit User Content, or otherwise make available to others using the Services: (A) any material that, in Edusight's discretion, is libelous, defamatory, pornographic, obscene, offensive, harassing, abusive or otherwise actionable or objectionable material; (B) any unsolicited message or unauthorized advertising or promotional material or any junk mail, spam or chain letters, mail bombs, or messages through e-mail, or any short message service or multimedia service; (C) any worms, viruses, malware, Trojan horses, scripts, spiders, botnets or similar means to harvest or collect information, or any computer code or files of a destructive, disabling or interfering nature, or any User Content that contains any of the foregoing; or (D) any material that is detrimental to the operation of the Services or that could damage, disable or overburden the Services, or that is detrimental to the access or use of the Services by anyone else, which restriction applies to any use that interferes or attempts to interfere with the normal operations of the Services, including by hacking, deleting, augmenting or altering the Services or any User Content.
You must not, without Edusight's prior written permission (including the permissions granted by these Terms of Service): (i) access or search, or attempt to access or search, the Services by any means (automated or otherwise) except through Edusight's available Services interfaces and your account; (ii) copy, distribute (including by framing any of the Services on any web site), modify, enhance, translate, reproduce, alter, tamper with, repair, sell, sublicense, rent, lease, make derivative works of, or otherwise attempt to exploit the Services; (iii) decompile, disassemble, reverse engineer, or otherwise attempt to discover the source code (except to the extent that this restriction is expressly prohibited by law) underlying the Services; (iv) make derivative works of the Services; or (v) modify another website so as to falsely imply that it is associated with the Services, Edusight or any other Edusight products or services.
We will fully cooperate with any law enforcement authorities or court order requiring us to disclose the identity or other details or any person posting materials on our Services in breach of the this Section.
You shall not use our Services while distracted or preoccupied, such as when operating a motor vehicle. You should access our Services only with due regard for your own safety and the safety of others.
Changes to the Services
Edusight may change the Services at any time and from time to time without giving you notice. Any changes to the Services, including releases of new features, tools or resources, shall be subject to these Terms of Service, unless indicated otherwise. Edusight may also stop (temporarily or permanently) providing the Services (or any part of the Services) to you or to anyone else without notice. Edusight is not, and will not, be liable to you or to any third party for any change to the Services, including suspension or discontinuance of the Services.
Termination and Suspension of Your Use of the Services
Edusight, in its sole discretion, has the right to terminate these Terms of Service, or to suspend, terminate or restrict your account or access to any of the Services, or any other Edusight service, for any reason and at any time without notice. If Edusight decides to terminate your access to any of the Services, Edusight may deactivate, suspend or delete your account or your access to your account, and may delete all User Content associated with your account. For greater certainty, if you engage in any behaviour Edusight considers, in its sole discretion, to be in violation of these Terms of Service, Edusight may, in its sole discretion, terminate your access to the Services and your account without notice in addition to pursuing any other rights Edusight may have at law.
Links & Third-Party Websites
The Services (including User Content) may contain links to websites that are not owned or controlled by Edusight. In no event shall any reference to any third party, third party product or service be construed as an approval or endorsement by Edusight of that third party, third party product or service. Edusight is also not responsible for the content of any linked websites. Any third-party websites or services accessed through the Services are subject to the terms and conditions of those websites and you are responsible for determining those terms and conditions and complying with them. The presence on the Services of a link to any other website(s) does not imply that Edusight endorses or accepts any responsibility for the content or use of such websites, and you hereby release Edusight from all liability and/damages that may arise from your use of such websites or receipt of services or products from any such websites.
THE SERVICES AND ANY MATERIALS CONTAINED THEREIN ARE PROVIDED TO YOU "AS IS" AND ON AN "AS AVAILABLE" BASIS, WITH ALL FAULTS AND WITHOUT ANY WARRANTIES, REPRESENTATIONS OR CONDITIONS OF ANY KIND, INCLUDING WITH RESPECT TO AVAILABILITY, COMPATIBILITY, VIRUSES, DISABLING DEVICES OR OTHER CODE THAT MANIFESTS DESTRUCTIVE PROPERTIES.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EDUSIGHT MAKES NO, AND DISCLAIMS ANY AND ALL, WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO QUALITY, ACCURACY, USEFULNESS, SUITABILITY, SECURITY, RELIABILITY, COMPLETENESS, QUIET ENJOYMENT, CURRENCY, OR TIMELINESS OF THE SERVICES OR ANY EDUSIGHT CONTENT, WHETHER EXPRESS, STATUTORY, IMPLIED,COLLATERAL, BY USAGE OF TRAADE, COURSE OR DEALING INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE SERVICES ARE OR WILL BE SECURE, COMPLETE OR FREE OF ERRORS, VIRUSES, BUGS, PROBLEMS OR OTHER LIMITATIONS OR WILL OPERATE WITHOUT INTERRUPTION.
Limitation of Liability and Indemnification
YOUR USE OF THE SERVICES AND ANY INFORMATION CONTAINED THEREIN IS ENTIRELY AT YOUR OWN RISK. YOU ACKNOWLEDGE SERVICES ARE PROVIDED OVER THE INTERNET AND THAT THE INTERNET IS NOT A SECURE MEDIUM AND PRIVACY AND CONFIDENTIALITY CANNOT BE GUARANTEED.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EDUSIGHT AND ITS AFFILIATES AND LICENSORS ARE NOT LIABLE, WHETHER BASED ON STATUTE, WARRANTY, CONTRACT, TORT, LAW, EQUITY, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, GROSS NEGLIGENCE OR WILFUL MISCONDUCT, PRODUCT LIABILITY, STRICT LIABILITY, STATUTORY LIABILITY, BREACH OF A FUNDAMENTAL TERM, FUNDAMENTAL BREACH, OR ANY OTHER LEGAL THEORY, FOR ANY LOSS OR DAMAGES OF ANY KIND, WHETHER OR NOT EDUSIGHT IS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES, INCLUDING, WITHOUT LIMITATION ANY: (I) DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE LOSS OR DAMAGE; (II) LOST PROFITS OR SAVINGS; (III) BUSINESS INTERRUPTION; (IV) LOSS OF PROGRAMS OR DATA (INCLUDING ANY CONTENT); (V) LOST REVENUE OR FAILURE TO REALIZE EXPECTED SAVINGS; (VI) LOSS OF USE; (VII) PERSONAL INJURY; (VIII) FINES, FEES, PENALTIES; (IX) ANY AND ALL LOSS OR LIABILITY IN CONNECTION WITH YOUR CONTENT; (X) ANY INCOMPLETENESS, ERRORS, SECURITY, VIRUSES, BUGS, PROBLEMS, OMISSIONS, INACCURACIES OR OTHER LIMITATIONS OF THE SERVICES OR ANY EDUSIGHT CONTENT, OR INTERRUPTIONS IN THE AVAILABILITY OF THE SERVICES; (XI) ANY OTHER LOSSES OR DAMAGES WHETHER OR NOT EDUSIGHT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM YOUR USE OF, OR THE INABILITY TO MAKE USE OF, THE SERVICES OR EDUSIGHT CONTENT; AND (XII) ANY DAMAGES, LOSSES OR LIABILITY A THIRD PARTY MAY SUFFER AS A RESULT OF YOUR USE OF THE SERVICES, ANY USE OF YOUR CONTENT OR OTHER MATERIALS OR INFORMATION YOU PROVIDE THROUGH THE SERVICES OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN THE EVENT EDUSIGHT IS LIABLE FOR DAMAGES, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EDUSIGHT EXCEED ONE (1) CANADIAN DOLLAR. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF DAMAGES IN CONTRACTS WITH CONSUMERS AND TO THE EXTENT YOU ARE A CONSUMER THE LIMITATIONS OR EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU.
You hereby agree to indemnify the Edusight and its licensors, subsidiaries, affiliates, and related companies, and each of their respective officers, directors, employees, shareholders, agents, representatives, business partners, information providers and licensors and their respective successors and assigns (together "Edusight Entities") harmless from and against all losses, expenses, damages, liabilities, expenses and costs, including reasonable legal fees, suffered by any of the Edusight Entities, in connection with: (i) your use of the Services, User Content or otherwise; and (ii) your violation of these Terms of Service or any applicable law or regulation.
YOU EXPRESSLY ACKNOWLEDGE AND CONFIRM THAT THESE TERMS OF SERVICE ARE FAIR AND REASONABLE IN THE CIRCUMSTANCES, AND THAT EDUSIGHT WOULD NOT HAVE ENTERED INTO THESE TERMS OF SERVICE AND LICENSED THE SERVICES TO YOU BUT FOR YOUR AGREEMENT TO THESE TERMS OF SERVICE.
The provisions of these Terms of Service regarding "Edusight's Proprietary Rights and User License", "Your Content", "Restrictions on Use", "Cancellation", "Termination and Suspension of Your Use of the Services", "Disclaimers", "Limitation of Liability and Indemnification" and "General" and any provisions which by their nature survive, shall survive the termination of these Terms of Service.
The failure of Edusight to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision, and no waiver of any right or provision of these Terms of Service shall be deemed a further or continuing waiver of such right or provision.
You may not assign these Terms of Service or any of your rights or obligations under these Terms of Service to a third party without the prior written consent of Edusight. Edusight may assign the Terms of Service or its rights or obligations under these Terms of Service to any party at any time without notice to you. Subject to the foregoing, these Terms of Service shall ensure to the benefit of and be binding upon you and Edusight, and its/your respective successors (including any successor by reason of amalgamation) and assigns.
If any provision of these Terms of Service is determined by a court of competent jurisdiction to be void, illegal, invalid or otherwise unenforceable by a court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms of Service and such determination shall not affect the remaining provisions contained in these Terms of Service.
These Terms of Service are to be governed, interpreted and construed in accordance with the laws of the Province of Ontario and the applicable laws of Canada, without giving effect to any principles of conflicts of laws contained therein, and you hereby consent and submit to the exclusive jurisdiction of the Courts of Ontario. To the extent permitted under applicable law, these laws apply to your access to, or use of, the Services, notwithstanding your domicile, residency or physical location. The Services are intended for use only in jurisdictions where they may lawfully be offered for use.
It is the express wish of the parties to these Terms of Service that these Terms of Service and all related documents be drawn up in English. C'est la volonté expresse des parties que la présente convention ainsi que les documents qui s'y rattachent soient rédigés en anglais.
If you have any questions or concerns about these Terms of Service, the practices of Edusight or your dealings with Edusight, you may contact a representative of Edusight by e-mail at firstname.lastname@example.org or by regular mail to:
20 Maud St, Unit B3
Toronto, ON, Canada
Terms of Service last updated: February, 2015