Content License Agreement (for memberships)
( Last Updated: February 6, 2015)
This Content License Agreement ("Agreement") governs the terms and conditions by which clients of Pareto Corporation, doing business as eLearningART.com ("eLearningART"), obtain certain rights to use Licensed Materials (as defined below) that are provided by eLearningART through its web site(s) located at http://www.elearningart.com, http://my.elearningart.net, http://blog.elearningart.com and other URLs identified in writing by eLearningArt (collectively, the “Site”) or by other means (such as via software or physical media).
Please carefully read this Agreement before accessing, downloading or using the Licensed Materials. You must indicate your acceptance of this Agreement in order to be able to access, download or use the Licensed Materials, such as by clicking “I Agree” (or similar) when you first sign-in to eLearningArt’s membership Site. If applicable, when you enter a password “iagree” to access certain Licensed Materials (or some other similar text as directed by eLearningART), you are indicating your acceptance of this Agreement. By indicating your acceptance of this Agreement, you are indicating that you have carefully read and that you understand the terms and conditions of this Agreement, are of legal age to enter into this Agreement, and agree to be legally bound by this Agreement, on behalf of yourself and, if you are acting as a representative of a legal entity, on behalf of such entity (you and any such entity, the “Licensee”). If you are accepting on behalf of an entity, you represent and warrant that you have full legal authority to bind such entity.
If you do not accept any of the terms and conditions of this Agreement, or you do not have the power and authority to bind the entity on behalf of which you are acting, you are not permitted to access, download or use the Licensed Materials.
eLearningART reserves the right to change this Agreement, in whole or in part, from time to time at its sole discretion, and to provide Licensee with notice of such changes by any reasonable means, including, without limitation, by making the revised version of this Agreement available through the Site. You can determine when this Agreement was last revised by referring to the “Last Updated” legend at the top of this Agreement. Licensee’s continued use of the Licensed Materials following our making available any revised version of this Agreement will mean that Licensee accepts that revised version of this Agreement, provided that any material change to this Agreement will not apply retroactively to any claim or dispute between Licensee and eLearningART that arose prior to the “Last Updated” date applicable to that version of this Agreement in which eLearningART included such material change. If you do not agree to any changes made to this Agreement, you may not access, download or use the Licensed Materials.
eLearningART may, at any time, modify or discontinue all or part of the Licensed Materials; charge, modify or waive fees required to access, download or use the Licensed Materials; or offer opportunities to some or all Licensed Materials users.
1.Definition. "Licensed Materials" refers to any and all images, illustrations, animations, digital files, templates, fonts, photographs, audio files, video files, sound clips, or other products that are protected by copyright or other intellectual property right, that are licensed to Licensee by eLearningART under the terms of this Agreement, including any updates, upgrades, revisions, new versions, supplements, add-on components, and Internet-based services components thereof that eLearningART elects to provide or make available to Licensee, or any samples of the foregoing.
2.Grant of Rights. Subject to Licensee's payment in full of the License Fee (defined below, if applicable) and compliance with all terms and conditions of this Agreement, eLearningART grants to Licensee the non-exclusive, non-transferable, non-sublicensable, worldwide right to reproduce the Licensed Materials an unlimited number of times, solely in training and course materials such as e-learning, brochures, manuals, slides, and any other specific uses designated in writing by eLearningART (collectively, "Licensed Uses"), solely during the applicable License Period (defined below). If eLearningArt agrees to permit any such other specific uses as Licensed Uses, Licensee may not use any Licensed Material for such other uses in any resolution exceeding 1024 pixels by 768 pixels.Without limiting the foregoing, eLearningArt may notify Licensee from time to time of additional terms and conditions, such as additional license restrictions and fees, that will apply to such other uses. For clarification as to whether a proposed use is a Licensed Use, contact eLearningART's Customer Support at email@example.com. Licensee may alter, crop, manipulate, and create derivative works of the Licensed Materials solely for the Licensed Uses and solely during the License Period. Licensee may transfer files containing the Licensed Materials to clients, printers, or an Internet Service Provider, solely for Licensed Uses, provided that such third parties shall have no additional or other rights to use the Licensed Materials.
The “License Fee” and the number of Licensee's employees permitted to access and use the Licensed Materials for the Licensed Uses will be, throughout the License Period, the fee amount and number of permitted employees as set forth, at the beginning of the License Period, in the license plan selected by Licensee from among those plans offered by eLearningArt at https://www.elearningart.net, unless and until Licensee selects a different license plan from among those plans then-currently offered by eLearningArt. The “License Period” means, unless terminated by eLearningArt in accordance with this Agreement: (1) collectively: (a) the period, if any, for which Licensee pays the applicable License Fee (a “Paid License Period”) and (b) the period, if any, designated by eLearningArt in its discretion as a free trial period (a “Trial License Period”); or (2) for sample License Materials that eLearningArt has in its discretion provided to a prospective paying Licensee at no charge: a perpetual period (“Free Sample License Period”).
Upon expiration or termination of any License Period, Licensee may not use, reproduce, distribute, transfer or otherwise make available or create derivative works of the Licensed Materials. In addition, upon expiration or termination of any Trial License Period or termination of any Paid License Period, Licensee may not use, reproduce, distribute, transfer, sell, license or otherwise make available any derivative works of any Licensed Materials. Upon termination of any Free Sample License Period, Licensee may not use, reproduce, distribute, transfer, sell, license or otherwise make available any derivative works of the affected Licensed Materials Notwithstanding the foregoing, upon expiration of any Paid License Period, subject to the terms and conditions of this License Agreement, Licensee may continue to use, reproduce, distribute, transfer, sell and/or license, for Licensed Uses, any such derivative works that were developed and created in accordance with this Agreement during such Paid License Period and/or any preceding Trial License Period.
Licensee may make one (1) copy of the Licensed Materials solely for back-up purposes, as long as Licensee maintains a copy of this Agreement with the back-up copy.
3.Restrictions. Licensee may not download or otherwise access any Licensed Materials using any automated or semi-automated means, including, without limitation, any robot, spider or site search/retrieval/scraping application.
Licensee may not sublicense, sell, rent, lease, assign, convey or transfer this License Agreement or the Licensed Materials, or otherwise make available the Licensed Materials, but Licensee may sell or license derivative works incorporating the Licensed Materials as set forth herein.
Licensee may not sell, license, distribute or otherwise make available any derivative work containing the Licensed Materials in a way that would allow a third party to download, extract, or access the Licensed Materials as a standalone file or work, except to the extent necessary to sell or license such derivative work in a file format that is standard and widely-accepted in Licensee’s industry.
Licensee may not post the Licensed Materials on the Internet, Intranet, or a company server, unless access is restricted, such as through the use of unique user accounts with password protection, to Licensee' employees as identified in Section 2 above.
The Licensed Materials may not be used, whether directly or in conjunction with other materials, in any manner that may harm, offend or depict in a bad light (as determined by eLearningART in its sole discretion) eLearningART or any of its licensors, or any of the persons or products contained in the Licensed Materials. Without limiting the foregoing, the Licensed Materials may not be used, whether directly or in conjunction with other materials (a) in any manner that involves politics, firearms, alcohol, tobacco, controlled substances, pharmaceutical products, supplements, personal hygiene products, birth control products, gambling, adult entertainment, dating services, and/or illegal activities, or that implies that any person depicted in the Licensed Materials suffers from any physical or mental infirmity, ailment or condition, (b) in a pornographic, defamatory, or otherwise illegal manner; and/or (c) in any manner that infringes or violates any third-party trademark, copyright or other intellectual property, privacy or publicity right.
Licensee may not remove, alter or obscure any copyright, trademark, trade name or other proprietary notices, legends, symbols, labels or other information, including without limitation the name “eLearningART”, that may appear in the Licensed Materials or may otherwise be embedded in the electronic file containing the Licensed Materials.
4.Proprietary Rights.The Licensed Materials incorporate and are protected by various intellectual property rights, including, without limitation, copyrights, trademarks, patents, trade secrets, moral rights and database rights and other intellectual property and proprietary rights (collectively, “Intellectual Property Rights”). eLearningART does not transfer title to the Licensed Materials to Licensee; this license shall not be considered a “sale” of the Licensed Materials. Licensee agrees that the Licensed Materials, including all Intellectual Property Rights therein, belong to eLearningART and its affiliates and licensors, unless otherwise specified. eLearningART reserves all rights not expressly granted to Licensee in this Agreement. PLEASE NOTE THAT UNAUTHORIZED USE OF THE LICENSED MATERIAL MAY SUBJECT LICENSEE TO MONETARY DAMAGES AND OTHER CIVIL AND CRIMINAL PENALTIES, INCLUDING, WITHOUT LIMITATION, FOR COPYRIGHT INFRINGEMENT.
5.No Further Obligations.eLearningART has no obligations to Licensee hereunder except as expressly set forth herein; for the avoidance of doubt, and without limiting the foregoing, eLearningART has no obligation to furnish any maintenance or support services with respect to the Licensed Materials.
6.Warranty.ELearningART warrants that: (i) it has all the necessary rights and authority to enter into and perform this Agreement; (ii) the Licensed Materials will be free from defects in material and workmanship for 30 days from delivery (Licensee's sole and exclusive remedy for a breach of this warranty being the replacement of the Licensed Materials); and (iii) Licensee's use of the Licensed Materials in their original form and when used in accordance with this Agreement will not infringe on any U.S. copyright and will not violate any right of privacy or publicity under U.S. law.
7.DISCLAIMERS OF WARRANTY.
EXCEPT AS EXPRESSLY SET FORTH OTHERWISE HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ELEARNINGART AND ITS AFFILIATES AND LICENSORS PROVIDE THE LICENSED MATERIALS “AS IS” AND WITH ALL FAULTS, AND HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF LACK OF VIRUSES, OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, AND OF LACK OF NEGLIGENCE OR LACK OF WORKMANLIKE EFFORT, ALL WITH REGARD TO THE LICENSED MATERIALS. EXCEPT AS EXPRESSLY SET FORTH OTHERWISE HEREIN, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, OR NON-INFRINGEMENT, WITH REGARD TO THE LICENSED MATERIALS. THE ENTIRE RISK AS TO THE QUALITY, OR ARISING OUT OF USE OR PERFORMANCE, OF THE LICENSED MATERIALS, REMAINS WITH LICENSEE.
WITHOUT LIMITING THE FOREGOING, ELEARNINGART AND ITS AFFILIATES AND LICENSORS MAKE NO REPRESENTATION OR WARRANTY (A) REGARDING ANY STATEMENTS, ACTS OR OMISSIONS OF ANY THIRD PARTY, (B) THAT ACCESS TO THE LICENSED MATERIALS WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, (C) THAT DEFECTS OR ERRORS WILL BE CORRECTED, OR (D) THAT THE SERVERS OR NETWORKS THROUGH WHICH THE LICENSED MATERIALS ARE MADE AVAILABLE ARE SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ANY REPRESENTATIONS OR WARRANTIES MADE BY ELEARNINGART IN THIS AGREEMENT APPLY ONLY TO THE LICENSED MATERIALS AS DELIVERED TO LICENSEE BY ELEARNINGART, AND WILL BE INVALID IF THE LICENSED MATERIALS ARE USED IN ANY MANNER NOT SPECIFICALLY AUTHORIZED IN THIS AGREEMENT OR IF LICENSEE OTHERWISE BREACHES THIS AGREEMENT. APPLICABLE LAW MAY NOT ALLOW FOR LIMITATIONS OF CERTAIN IMPLIED WARRANTIES; SOLELY TO THE EXTENT THAT SUCH LAW APPLIES TO LICENSEE, SOME OR ALL OF THE ABOVE LIMITATIONS OR DISCLAIMERS MAY NOT APPLY TO LICENSEE, AND LICENSEE MAY HAVE ADDITIONAL RIGHTS.
8.LIMITATIONS OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ELEARNINGART AND/OR ITS AFFILIATES, LICENSORS AND/OR SERVICE PROVIDERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, NEGLIGENCE, AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE LICENSED MATERIALS, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT, OR OTHERWISE IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF ELEARNINGART AND/OR ITS AFFILIATES, LICENSORS AND/OR SERVICE PROVIDERS, AND EVEN IF ELEARNINGART AND/OR ITS AFFILIATES, LICENSORS AND/OR SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY DAMAGES THAT LICENSEE MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF ELEARNINGART AND/OR ITS AFFILIATES, LICENSORS AND/OR SERVICE PROVIDERS ARISING OUT OF OR IN ANY WAY RELATED TO ANY PROVISION OF THIS AGREEMENT, AND LICENSEE’S EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING, WILL BE LIMITED TO THE AMOUNT ACTUALLY RECEIVED BY ELEARNINGART FROM LICENSEE, DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE DATE ON WHICH THE APPLICABLE CLAIM AROSE, FOR THE USE OF THE LICENSED MATERIALS HEREUNDER.
SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO LICENSEE.
9.Unauthorized Use.Any use of Licensed Materials in a manner not expressly authorized by this Agreement or in breach of this Agreement constitutes copyright infringement, entitling eLearningART to exercise all rights and remedies available to it under this Agreement and/or any applicable copyright or other laws. In addition and without prejudice to such rights and remedies, eLearningART reserves the right to charge, and Licensee agrees to pay, a fee equal to five times eLearningART's normal license fee.
10.Compliance with Laws. Licensee agrees to comply strictly with all applicable laws, rules and regulations in respect of use of the Licensed Materials.
11.Termination.Without prejudice to any other rights or remedies eLearningART may have, if Licensee fails to comply with any of the terms or conditions set forth in this Agreement, this Agreement (including the rights granted herein) will automatically terminate, whereupon Licensee will immediately (a) cease using and making available the Licensed Materials and any derivative works thereof; (b) destroy or, upon the request of eLearningART, return the Licensed Materials to eLearningART; and (c) delete or remove the Licensed Materials from Licensee's premises, computer systems and storage (both electronic and physical copies). Sections 1, 3, 4, 5 and 7–24 shall survive any termination or expiration of this Agreement.
12.Indemnification.Licensee agrees to indemnify, defend and hold eLearningART, its affiliates and their respective directors, officers, employees, shareholders, partners and agents harmless from and against any and all claims, liability, losses, damages, costs and expenses (including reasonable attorneys' fees) incurred by eLearningART as a result of or in connection with any breach of this Agreement by Licensee and/or anyone acting on Licensee’s behalf.
13.Severability.If one or more of the provisions contained in the Agreement is found to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected. Such provisions shall be revised only to the extent necessary to make them enforceable.
14.Return Policy.All licenses of the Licensed Materials are final. While eLearningART cannot provide refunds on Licensed Materials, eLearningART strives to provide complete customer satisfaction. Please contact eLearningART by email at firstname.lastname@example.org with any questions or concerns.
15.Sales tax.Licensee is solely responsible for all sales taxes, use taxes, value-added taxes and duties imposed by any jurisdiction as a result of the license granted to Licensee or for Licensee’s use of the Licensed Materials.
16.Applicable Law. This Agreement shall be governed by the internal laws of the State of California without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California. The choice of law rules of any jurisdiction, and the United Nations Convention on Contracts for the International Sale of Goods, will not apply.
17.Arbitration.Except as otherwise provided below, Licensee and eLearningART agree to first attempt to negotiate any and all disputes, controversies and/or claims that arises out of or relates to this Agreement (“Dispute”) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Negotiations will begin upon receipt of written notice from the party bringing the Dispute.eLearningART will send its notice to Licensee’s billing address and will email Licensee a copy to the email address Licensee has provided to us. Licensee will send its written notice to eLearningART at 145 Marvin Avenue, Los Altos, California 94022. If a Dispute cannot be resolved through negotiations, either Licensee or eLearningART may elect to have the Dispute (except as set forth below) finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other. You should review this provision carefully. This arbitration provision limits Licensee’s and eLearningART’s ability to litigate claims in court, and Licensee and eLearningART each agree to waive their respective rights to a jury trial. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (the “AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (the “AAA Consumer Rules”), both of which are available at the AAA website (www.adr.org). This arbitration provision is made pursuant to a transaction involving interstate commerce, and the Federal Arbitration Act (the “FAA”) shall apply to the construction, interpretation, and enforceability of this Agreement notwithstanding any other choice of law provision contained in this Agreement. The arbitrator shall determine the scope and enforceability of this arbitration agreement, including whether a Dispute is subject to arbitration. Licensee’s arbitration fees and Licensee’s share of arbitrator compensation shall be governed by the AAA Commercial Arbitration Rules and, where appropriate, limited by the AAA Consumer Rules. If the arbitrator determines such fees and share of arbitrator compensation to be excessive, eLearningART will pay all arbitration fees and arbitrator compensation. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by a party.The arbitrator must follow applicable law. The decision of the arbitrator shall be final and binding on Licensee and eLearningART, and any award of the arbitrator may be entered in any court of competent jurisdiction. If Licensee is a resident of the United States, any arbitration will take place at any reasonable location within the United States convenient for Licensee. For residents outside the United States, any arbitration shall be initiated in Los Altos, State of California, United States of America. Any Dispute not subject to arbitration shall be decided by a court of competent jurisdiction within Los Altos, State of California, United States of America, and Licensee and eLearningART agree to submit to the personal jurisdiction of that court.
Licensee and eLearningART agree that the following Disputes are not subject to the above provisions concerning negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of Licensee’s or eLearningART’s intellectual property rights; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; (c) any claim for injunctive relief; and (d) any claim within the jurisdictional limits of the small claims courts.
18.CLASS ACTION WAIVER. ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE ARISING OUT OF AND/OR RELATING TO THE LICENSED MATERIALS IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER LICENSEE NOR ELEARNINGART WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
19.Assignment. Licensee may not assign, transfer or sublicense any of its rights or obligations under this Agreement without eLearningART’s express prior written consent. eLearningART may assign, transfer and/or sublicense any or all of its rights and/or obligations under this Agreement without notice or consent.
20.No Third-Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to or will confer on any person (other than the parties and their respective successors or permitted assigns) any rights, remedies, obligations or liabilities.
21.No Waiver.No waiver of any breach of any term of this Agreement shall be construed to be, or shall be, a waiver of any other breach of this Agreement. No waiver shall be binding unless it is in writing and signed by the party or parties waiving the breach.
22.Section Headings.The section headings used in this Agreement are intended solely for convenience and reference and shall not in any manner amend, limit, modify, or otherwise be used in the interpretation of any of the provisions of this Agreement.
23.Notices. Notices to Licensee may be made by posting a notice (or a link to a notice) on the Site, by email, or by regular mail, at our discretion. Notices to eLearningART may be made by sending an email to support@eLearningArt.com.
24.Entire Agreement.This Agreement constitutes and contains the entire agreement of the parties with respect to the subject matter hereof, and there are no other agreements, understandings or representations with respect to this subject matter that are not expressly set forth herein. Without limitation, Licensee agrees that a printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
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The Website is offered and available to users who are 13 years of age or older. By using the Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, then you must not access or use the Website.
Accessing the Website and Account Security
We reserve the right to withdraw or amend the Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
You are responsible for:
· Making all arrangements necessary for you to have access to the Website.
If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer, so that others are not able to view or record your password or other personal information.
Intellectual Property Rights
The Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
· Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
· You may store files that are automatically cached by your Web browser for display enhancement purposes.
· You may print one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication or distribution.
· If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by the CLA for such applications.
· If we provide social media features with certain content, you make take such actions as are enabled by such features.
You must not:
· Modify copies of any materials from the Website.
· Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
· Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from the Website.
You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website, except if you are bound by, and in accordance with, the CLA.
If you wish to make any use of material on the Website other than that set out in this section, then please address your request to: email@example.com.
The Company name, the terms eLearningArt, the Company logo and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Website are the trademarks of their respective owners.
· In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
· For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
· To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.
· To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
· To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability.
Additionally, you agree not to:
· Use the Website in any manner that could disable, overburden, damage, or impair the Website or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website.
· Use any robot, spider or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
· Use any manual process to monitor or copy any of the material on the Website or for any other unauthorized purpose without our prior written consent.
· Use any device, software or routine that interferes with the proper working of the Website.
· Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
· Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website.
· Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
· Otherwise attempt to interfere with the proper working of the Website.
The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, " Interactive Services "), that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, " post") content or materials (collectively, "User Contributions") on or through the Website.
Any User Contribution you post to the Website will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose.
You represent and warrant that:
· You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.
We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Website.
Monitoring and Enforcement; Termination
We have the right to:
· Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
· Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
· Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we cannot review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:
· Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
· Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
· Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
· Be likely to deceive any person.
· Promote any illegal activity, or advocate, promote or assist any unlawful act.
· Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
· Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
· Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
· Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
If you believe that any User Contributions violate your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement. It is the policy of the Company to terminate the user accounts of repeat infringers.
Reliance on Information Posted
The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
The Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Website
We may update the content on the Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Visits to the Website
Online Purchases and Other Terms and Conditions
Linking to the Website and Social Media Features
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.
The Website may provide certain social media features that enable you to:
· Link from your own or certain third-party websites to certain content on the Website.
· Send e-mails or other communications with certain content, or links to certain content, on the Website.
· Cause limited portions of content on the Website to be displayed or appear to be displayed on your own or certain third-party websites.
You may use these features solely as they are provided by us, solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
· Establish a link from any website that is not owned by you.
· Cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice in our discretion.
Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
The owner of the Website is based in the state of California in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Website for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Governing Law and Jurisdiction
Limitation on Time to File Claims
Waiver and Severability
Your Comments and Concerns
The Website is operated by Pareto Corporation, 145 Marvin Ave, Los Altos, CA 94022.
All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set forth therein.
All other feedback, comments, requests for technical support and other communications relating to the Website should be directed to: firstname.lastname@example.org.
Thank you for visiting the Website.
Last modified: February 3, 2014
Pareto Corporation ("Company" or "We") respects your privacy and is committed to protecting it through our compliance with this policy.
This policy describes the types of information that we may collect from you or that you may provide when you visit the websites eLearningArt.com, eLearningArt.net, my.eLearningArt.net and blog.eLearningArt.com (collectively, the " Website"), and our practices for collecting, using, maintaining, protecting and disclosing that information.
This policy applies to information we collect:
· On the Website.
· In e-mail, text and other electronic messages between you and the Website.Through mobile and desktop applications you download from the Website, which provide dedicated non-browser-based interaction between you and the Website.
· When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
It does not apply to information collected by:
· us offline or through any other means, including on any other website operated by Company or any third party (including our affiliates and subsidiaries); or
· any third party (including our affiliates and subsidiaries), including through any application or content (including advertising) that may link to or be accessible from or on the Website.
Children Under the Age of 13
The Website is not intended for children under 13 years of age. No one under age 13 may provide any personal information to or on the Website. We do not knowingly collect personal information from children under 13. If you are under 13, do not use or provide any information on the Website or on or through any of its features, register on the Website, make any purchases through the Website, use any of the interactive or public comment features of the Website or provide any information about yourself to us, including your name, address, telephone number, e-mail address or any screen name or user name you may use. If we learn we have collected or received personal information from a child under 13 without verification of parental consent, then we will delete that information. If you believe we might have any information from or about a child under 13, please contact us at email@example.com.
Information We Collect About You and How We Collect It
We collect several types of information from and about users of the Website, including information:
· by which you may be personally identified, such as name, postal address, e-mail address, telephone number, how you heard about us, or any other identifier by which you may be contacted online or offline (" personal information");
· that is about you but individually does not identify you; and/or
· about your internet connection, the equipment you use to access the Website and usage details.
We collect this information:
· Directly from you when you provide it to us.
· Automatically as you navigate through the Website. Information collected automatically may include usage details, IP addresses and information collected through cookies, web beacons and other tracking technologies.
· From third parties, for example, our business partners.
Information You Provide to Us. The information that we collect on or through the Website may include:
· Information that you provide by filling in forms on the Website. This includes information provided at the time of registering to use the Website, subscribing to our service, posting material or requesting further services. We may also ask you for information when you enter a contest or promotion sponsored by us, and when you report a problem with the Website.
· Records and copies of your correspondence (including e-mail addresses), if you contact us.
· Your responses to surveys that we might ask you to complete for research purposes.
· Details of transactions you carry out through the Website and of the fulfillment of your orders. You may be required to provide financial information before placing an order through the Website.
· Your search queries on the Website.
You also may provide information to be published or displayed (hereinafter, " posted") on public areas of the Website, or transmitted to other users of the Website or third parties (collectively, " User Contributions"). Your User Contributions are posted on and transmitted to others at your own risk. Although we limit access to certain pages, please be aware that no security measures are perfect or impenetrable. Additionally, we cannot control the actions of other users of the Website with whom you may choose to share your User Contributions. Therefore, we cannot and do not guarantee that your User Contributions will not be viewed by unauthorized persons.
Information We Collect Through Automatic Data Collection Technologies . As you navigate through and interact with the Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions and patterns, including:
· Details of your visits to the Website, including traffic data, location data, logs and other communication data and the resources that you access and use on the Website.
· Information about your computer and internet connection, including your IP address, operating system and browser type.
We also may use these technologies to collect information about your online activities over time and across third-party websites or other online services (behavioral tracking). Click here for information on how you can opt out of behavioral tracking on the Website and how we respond to web browser signals and other mechanisms that enable consumers to exercise choice about behavioral tracking.
The information we collect automatically is statistical data and does not include personal information, but we may maintain it or associate it with personal information we collect in other ways or receive from third parties. It helps us to improve the Website and to deliver a better and more personalized service, including by enabling us to:
Ă‚Â· Estimate our audience size and usage patterns.
Ă‚Â· Store information about your preferences, allowing us to customize the Website according to your individual interests.
Ă‚Â· Speed up your searches.
Ă‚Â· Recognize you when you return to the Website.
The technologies we use for this automatic data collection may include:
· Flash Cookies. Certain features of the Website may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from and on the Website. Flash cookies are not managed by the same browser settings as are used for browser cookies. For information about managing your privacy and security settings for Flash cookies, see below Choices About How We Use and Disclose Your Information.
· Web Beacons. Pages of our the Website and our e-mails may contain small electronic files known as web beacons (also referred to as clear gifs. pixel tags and single-pixel gifs) that permit the Company, for example, to count users who have visited those pages or opened an e-mail and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).
We do not collect personal Information automatically, but we may tie this information to personal information about you that we collect from other sources or you provide to us.
We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly. For information about how you can opt out of receiving targeted advertising from many providers, see below Choices About How We Use and Disclose Your Information.
How We Use Your Information
We use information that we collect about you or that you provide to us, including any personal information:
· To present the Website and its contents to you.
· To provide you with information, products or services that you request from us.
· To fulfill any other purpose for which you provide it.
· To provide you with notices about your account, including expiration and renewal notices.
· To carry out our obligations and enforce our rights arising from any contracts entered into between you and us, including for billing and collection.
· To notify you about changes to the Website or any products or services we offer or provide though it.
· To allow you to participate in interactive features on the Website.
· In any other way we may describe when you provide the information.
· For any other purpose with your consent.
We may also use your information to contact you about our own and third-parties' goods and services that may be of interest to you. If you do not want us to use your information in this way, please check the relevant box located on the form on which we collect your data (the order or registration form). For more information, see below Choices About How We Use and Disclose Your Information.
We may use the information that we have collected from you to enable us to display advertisements to our advertisers' target audiences. Even though we do not disclose your personal information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
Disclosure of Your Information
We may disclose aggregated information about our users, and information that does not identify any individual, without restriction.
· To our subsidiaries and affiliates.
· To contractors, service providers and other third parties we use to support our business and who are bound by contractual obligations to keep personal information confidential and use it only for the purposes for which we disclose it to them.
· To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution or other sale or transfer of some or all of the Company's assets, whether as a going concern or as part of bankruptcy, liquidation or similar proceeding, in which personal information held by the Company about the Website users is among the assets transferred.
· To third parties to market their products or services to you if you have not opted out of these disclosures. For more information, see below Choices About How We Use and Disclose Your Information .
· To fulfill the purpose for which you provide it.
· For any other purpose disclosed by us when you provide the information.
· With your consent.
We may also disclose your personal information:
· To comply with any court order, law or legal process, including to respond to any government or regulatory request.
· If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of the Company, our customers or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
Choices About How We Use and Disclose Your Information
We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
· Disclosure of Your Information for Third-Party Advertising. If you do not want us to share your personal information with unaffiliated or non-agent third parties for promotional purposes, then you can opt-out by sending us an e-mail stating your request to firstname.lastname@example.org
· Promotional Offers from the Company. If you do not wish to have your contact information used by the Company to promote our own or third-parties' products or services, then you can opt-out by sending us an e-mail stating your request to email@example.com. If we have sent you a promotional e-mail, you may send us a return e-mail asking to be omitted from future e-mail distributions. This opt out does not apply to information provided to the Company as a result of a product purchase, warranty registration, product service experience or other transactions.
· Targeted Advertising. If you do not want us to use information that we collect or that you provide to us to deliver advertisements according to our advertisers' target-audience preferences, then you can opt-out by sending us an e-mail stating your request to firstname.lastname@example.org.
We do not control third parties' collection or use of your information to serve interest-based advertising. However these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (" NAI") on the NAI's website.
Accessing and Correcting Your Information
To the extent that you are a member of [provide relevant details here], you can review and change your personal information by logging into the Website and visiting your account profile page.
Your California Privacy Rights
California Civil Code Section Ă‚Â§ 1798.83 permits users of the Website that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an e-mail to email@example.com.
We have implemented measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration and disclosure.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of the Website, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information in public areas of the Website like message boards. The information you share in public areas may be viewed by any user of the Website.
Unfortunately, the transmission of information via the internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to the Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.