Effective as of: February 1, 2017
The StraighterLine web site (the “Site”), including the platform (the “Professor Direct Platform”) that includes software tools, learning tools, course content and other educations services and is made available to qualified subject matter experts, faculty, professors, professionals and other qualified parties (each an “Instructor”) to augment or supplement the StraighterLine Baseline Courses (as defined below) in order to created and offer a customized course(s) on the StraighterLine site, the Courses (defined below), and the educational services made available on our through the Site (the “Services”), are owned, operated, licensed and maintained, as applicable, by StraighterLine, Inc. (“we,” “our,” “us,” or the “Company”). The Services include, without limitation, facilitating and hosting Instructor Courses (defined below), and taking feedback from Users (defined below).
The Site, including the Professor Direct Platform, the Courses and Services are, collectively, the "Company Products."
THESE TERMS, INCLUDING THIS INTRODUCTORY SECTION, CREATE A BINDING LEGAL CONTRACT BETWEEN YOU AND THE COMPANY. BY USING THE COMPANY PRODUCTS, YOU REPRESENT AND WARRANT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, YOU MUST NOT USE - AND ARE NOT AUTHORIZED TO USE - ALL OR ANY PORTION OF THE COMPANY PRODUCTS.
For the purposes of this agreement, "you" means a parent who pays for access to the Company Products as well as the student, Instructor (as defined below), or other User (as defined below) who accesses or uses the Company Products. If you are a parent, guardian, or other person who enables a child to access the Company Products, you agree to stand in the shoes of such child for the purposes of making us whole in case of damages or indemnification that could properly lie against a child, if not for his or her age. This Site is intended for use by you only if you are 13 years of age or older.
If you are using or opening an account to use the Company Products on behalf of a company, entity or organization (each a "Subscribing Entity"), then you represent and warrant that you: (i) are an authorized representative of that Subscribing Entity with the authority to bind such entity to these Terms, and (ii) agree to be bound by these Terms on behalf of such Subscribing Entity.
You are solely responsible for all service, telephony and/or other fees and costs associated with your access to and use of the Company Products, including, but not limited to, any data charges imposed by a wireless carrier or Internet service provider, and for obtaining and maintaining all telephone, computer hardware, webcams and other equipment required for such access and use.
Joining the Site and browsing for Courses is free. Company may change its fee policies at any time in its sole discretion, including charging for access to the Site, but no fee change will be binding upon you until you agree to such fee changes.
Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees and applicable taxes associated with the Site in a timely manner with a valid payment method that is accepted by the Company in its sole discretion. If your payment method fails or your account is past due, then we may collect fees owed using other collection mechanisms. This may include charging other payment methods on file with us and/or retaining collection agencies and legal counsel. We may also block your access to any Company Products pending resolution of any amounts due by you to Company.
The Professor Direct Platform is a marketplace for Instructors and Users. We do not hire or employ Instructors nor are we responsible or liable for any interactions involved between the Instructors and their respective Users. We are not responsible for disputes, claims, losses, injuries, or damage of any kind that might arise out of or relate to conduct of Instructors or Users, including, but not limited to, any User's reliance upon any information provided by an Instructor.
We do not control Submitted Content and Services (as defined below) posted or offered on the Site and, as such, do not guarantee in any manner the reliability, validity, accuracy or truthfulness of such Submitted Content and Services. You also understand that by using the Site you may be exposed to Submitted Content and Services that is offensive, indecent, or objectionable. You hereby agree to hold Company harmless from and against any and all claims that you may have arising out of your access or use of any Submitted Content and Services.
The Company Products are controlled and operated by Company from its offices in the State of Maryland, United States of America. Company makes no representation that materials made available through Company Products are appropriate or available for use in other locations. Those who choose to access or use the Company Products from other locations, including from outside the United States of America, do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Access to or use of the Company Products from jurisdictions where the contents or practices of the Company Products are illegal, unauthorized or penalized is strictly prohibited.
You may only access the Company Products for lawful purposes. You are solely responsible for the knowledge of and adherence to any and all laws, rules, and regulations pertaining to your use of the Company Products. You agree not to use the Company Products, including the Courses or other Company Content, to recruit, solicit, or contact in any form Instructors or potential Users for employment or contracting for a business not affiliated with us without our advance written permission, which may be withheld in our sole discretion. You assume any and all risks from any meetings or contact between you and any Instructors or other Users of Company Products. You should be careful before meeting any Instructor or other User in person and should only do so in public. Remember to always be safe.
If you are an Instructor registering for use of the Site, then you hereby agree that:
As a User in search of Courses and/or engaging Instructors, you agree that:
You also agree that you will not do any of the following on or through the Company Products:
StraighterLine and Instructors of the Courses reserve the right to cancel, interrupt or reschedule any Course or modify its content as well as the point value or weight of any assignment, exam or other evaluation of progress. Courses offered are subject to the Warranty Disclaimer and Limitation of Liability sections below.
Except as set forth below, you acknowledge that neither StraighterLine nor any Instructor will be involved in any attempts to get the Course recognized by any educational or accredited institution.
The format of the StraighterLine transcript will be determined at the discretion of StraighterLine, and may vary by class in terms of formatting, e.g., whether or not it reports your detailed scores or grades in the class, and in other ways.
You acknowledge that the Courses will not stand in the place of a course taken at an accredited institution, and do not convey academic credit until or unless recognized by an accredited college or university.
StraighterLine Articulation Agreements. StraighterLine has entered into articulation agreements (“StraighterLine Articulation Agreements”) with accredited colleges and universities which set forth the specific course equivalencies for Courses at those institutions. Terms of the StraighterLine Articulation Agreements that are applicable to whether the applicable institution will recognize a Course upon your admission for academic credit and how it would fit within such institution’s degree plans are set forth on the Site. In no instance is any college or university that is a party to an Articulation Agreement (each, a “Partner College”) required to admit you into any program at that institution as a result of you taking or completing any Course. In all cases, Partner Colleges make all decisions on admission to those institutions. A Partner College may recognize some Courses for academic credit upon admission but not recognize other Courses. You must confirm directly with the applicable Partner College for any Course not specifically subject to a StraighterLine Articulation Agreement how and whether such Course may be recognized for Credit.
ACE Credit. All Courses have been evaluated and recommended for credit by the American Council of Education’s ACE CREDIT Recommendation Service (“ACE Credit”). The ACE Credit College and University Network is a group of more than 2,000 higher education institutions that consider ACE credit recommendations for transfer to degree programs. Ultimately, every college and university has the discretion to accept credit for ACE CREDIT recommendations as they see fit, so you must contact the college where you intend to apply before starting the application process to find out their policies beforehand.
To use certain Company Products, you will need to register for a personal account on the Site (a “MyLine Account”) by providing an email address and password for your MyLine Account. You agree that you will never divulge or share access or access information to your MyLine Account with any third party for any reason. You also agree to that you will create, use, and access only one MyLine Account, and that you will not access the Site using multiple accounts.
You must notify us (a) immediately of any unauthorized use of your MyLine Account and any other breach of security, and (b) ensure that you exit from your MyLine Account at the end of each Course. We cannot and will not be responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of use of your MyLine Account, either with or without your knowledge, prior to your notifying us of unauthorized access to your MyLine Account. However, you agree that you will be liable for any losses incurred by us or another party due to any use of your MyLine Account, excluding only uses following your notification to us of unauthorized access to your MyLine Account.
In consideration of your use of Company Products, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by Company's registration form (such information being "Your Data"), (b) maintain and promptly update Your Data to keep it true, accurate, current and complete; and (c) comply with these Terms. If you provide any information that is untrue, inaccurate, not current, incomplete or misleading, or if we believe that such information is untrue, inaccurate, not current incomplete or misleading, then we reserve the right to suspend or terminate your account and refuse or restrict any and all current or future use of the Company Products, without any liability to you.
All of your Submitted Content and Services will be treated as non-confidential and subject to the license below, and may be reproduced, distributed, publicly performed, publicly distributed, communicated to the public, and otherwise used and exploited by us for any purpose related to the delivery, marketing, promoting, demonstrating or operating the Company Products, including, but not limited to, for quality control, redistribution or display to Users, and professional development. Notwithstanding the foregoing, you have the right to remove all or any portion of your Submitted Content and Services at any time, with such removal terminating the grant of rights to StraighterLine in Section 13(1) below with respect to such Submitted Content and Services within 60 business days of such removal (the "Submitted Content and Services Effective Termination Date"), but such removal shall not terminate the grant of rights given to any Users who paid any required fees to access or use any removed Submitted Content and Services prior to the Submitted Content Effective Termination Date. For the avoidance of doubt, removal of some, but not all, Submitted Content and Services shall serve as a termination with respect only to such removed Submitted Content and Services but not any other Submitted Content and Services.
You agree that we may record all or any part of any Courses (including voice chat communications) for quality control and delivering, marketing, promoting, demonstrating or operating the Company Products. We reserve the right to review the Courses for any purpose.
You acknowledge that we may screen Submitted Content and Services, and that we shall have the right (but not the obligation), in our sole discretion, to remove any Submitted Content and Services, including terminating Courses, from the Services without any liability to you. Without limiting the foregoing, we have the right to remove any Submitted Content and Services that violates these Terms or is otherwise objectionable in our sole and absolute discretion. You agree and acknowledge that we may preserve Submitted Content and Services and may disclose Submitted Content and Services if required to do so by law or in the good faith belief that any such preservation or disclosure is reasonably necessary to comply with legal process, enforce these Terms, respond to claims that any Submitted Content and Services violates the rights of third parties or protect our rights, property or personal safety or that of our Users and the public.
You acknowledge that the Professor Direct Platform, the technology underlying the Services, and all other software, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, and other data or copyrightable materials, including the selection and arrangements thereof, provided or made available to you in connection with the Company Products (collectively, the "Company Content") are the proprietary property of Company and its affiliated and/or third party providers and suppliers (the "Third Parties") and are protected, without limitation, pursuant to U.S. and foreign copyright and other intellectual property laws.
In using the Company Products, you further agree not to:
Any unauthorized or prohibited use of the Company Products or Company Content may subject the offender to civil liability and criminal prosecution under applicable federal and state laws.
You may download and print a reasonable number of copies of documentation provided or available in connection with the Company Content for noncommercial personal or educational use only and we grant you a limited, non-perpetual, revocable, nontransferable, non-assignable, non-exclusive, royalty-free license to access and utilize the Services, the Professor Direct Platform and the other Company Content for noncommercial personal or educational purposes while these Terms are in full force and effect; provided that (a) any permitted copies of documentation provided or available in connection with the Company Content contain, in an unmodified form, (i) all language designations contained in the materials originally provided to you by us and (ii) all copyright or other proprietary rights notices contained in the materials originally provided to you by us and an original source attribution to us and/or the applicable Third Parties; and (b) you will not modify any of the Company Content except as approved by us in advance in writing. You acknowledge that we and/or Third Parties, as applicable, hold all right, title and interest in and to all tangible and intangible aspects of the Company Content and the Company Products, including without limitation, all patents, copyrights and trade secrets pertaining thereto, and that, except for the limited rights set forth above, you do not acquire any intellectual property right or license in any of the foregoing by downloading or printing the Company Content or otherwise, including, without limitation, by accessing or using the Company Products or the Company Content. These rights granted to you are revocable by us in accordance with these Terms and shall expire upon the termination of these Terms.
There are no implied licenses granted in these Terms.
You can access and manage your MyLine Account, which includes your StraighterLine billing account, at any time by visiting www.straighterline.com. Sign in to:
We offer a 1-month membership(“Monthly Membership”), 4-month membership (“Semester Membership”) and 12-month membership(“Annual Membership”) for certain services. You must have an active membership to purchase or access a Course.
You’re automatically charged once a month if you selected a monthly membership. If you select the Semester Membership or Annual Membership, your access expires at the end of that term unless you purchase another membership at that time. You can update your billing information or cancel your membership at any time. For those Company Products that are subject to a one-time (or non-recurring) fee, such as Courses, Tests and E-Books, you’ll be charged this fee at the time you order these Company Products.
If a charge to the payment method on your MyLine Account is declined, your membership will be canceled.
If you cancel your membership, your cancellation takes effect on your next billing cycle. This means we won’t be able to refund you for any unused portion of your access to Company Products. For example, you chose a Monthly Membership on July 1. On December 1, your credit card is charged for $99 as usual. On December 12, you decide to cancel your Monthly Membership. No further charges will be made to your credit card, but you will not receive a refund for the period of December 13 through December 31. This cancellation policy applies whether you’ve chosen a Monthly Membership, Semester Membership or Annual Membership.
You may cancel at any time during the month. Any amounts paid prior to your cancellation are not refundable. To cancel your Monthly Membership, sign in to your MyLine.
It may take up to a few days for StraighterLine to process your cancellation or plan change, but all cancellations and changes will be effective as of the date that we receive your change request.
We may periodically amend this policy for any reason. Please review this policy periodically.
The following Refund Policy applies to all paid Company Products, including Memberships and Course Enrollment Fees.
IMPORTANT NOTE: You will not be entitled to any refund if a membership or other Company Product has been canceled or is no longer accessible due to a violation of these Terms.
Courses. StraighterLine Course Enrollment Fees are non-refundable.
Please note that if we believe that you are abusing our refund policy in our sole discretion, we reserve the right to suspend or terminate your MyLine Account and refuse or restrict any and all current or future use of the Company Products, without any liability to you. Tests, EBooks, Proctoring and Other Services. Purchases of Tests, EBooks, Proctoring and other Services are non-refundable.
Bundles. From time to time, Company may offer Users bundled memberships and Courses at a discount to the then available full aggregate retail prices of those items (“Bundles”). For Bundles, the total price paid will first be allocated to the then full retail price of the applicable membership. The remainder will be allocated on a pro-rata basis to the Courses.
For example, the Company offers a Freshman Year Plan for $1299 from time to time that includes a 12-month annual membership and 10 Courses. In this case, $899 is allocated to the 12-month annual membership and $40 is allocated to each Course ($400 total for the Courses in total). A User requesting a refund of any of the 10 courses within the thirty (30)-day, no-questions-asked money back guarantee period would receive a refund of $40 for each requested course refund. Any refund requested related to the Annual Membership would be subject to the policy set forth above.
Instructors. You, as an Instructor, acknowledge and agree that Users have the right to receive a refund under certain circumstances as set forth in this section. Instructors shall not receive any payments, fees or commissions for any transactions for which a refund has been granted. In the event that a User requests a refund after Company has sent a payment for that Instructor Premium and/or Referral Fee, StraighterLine reserves the right to either (1) deduct the amount of that payment from the next payment to be sent to that Instructor, or (2) require that Instructor to refund any amounts so paid to the extent no additional payments are due from Company to Instructor or such payments due Instructor are insufficient to cover the previous payment of that Instructor Premium and/or Referral Fee.
Additional Notes. Recurring payment systems run on a specific schedule. Please cancel your membership at least 24-hours before you expect your renewal to take place to prevent un-wanted charges.
Modification. StraighterLine reserves the right to revise the terms of this Refund Policy. Any changes made will apply to all memberships created or renewed after the date such change was implemented.
Users. StraighterLine accepts these forms of payment: credit cards issued by U.S. banks and payments through your PayPal account (though this option may not be available for purchase of a Monthly Membership that requires recurring billing set-up). If a credit card or your PayPal account is being used for a transaction, StraighterLine may obtain pre-approval for an amount up to the amount of the order. Billing occurs at the time of or shortly after your transaction.
You agree that you will pay for all Company Products you purchase via the Site, and that StraighterLine may charge your credit card or PayPal account for any product or service purchased and for any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with your account. You agree and acknowledge Monthly Membership fees are non-refundable and are charged automatically on each renewal date (i.e. monthly) until you cancel. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING STRAIGHTERLINE WITH A VALID CREDIT CARD OR PAYPAL ACCOUNT DETAILS FOR PAYMENT OF ALL FEES. All fees will be billed to the credit card or PayPal account you designate during the MyLine Account registration process. If you want to designate a different credit card or if there is a change in your credit card or PayPal account status, you must change your information online in your MyLine Account on the Site; this may temporarily disrupt your access to Company Products while StraighterLine verifies your new payment information.
Your total price will include the price of the Company Product and may include any applicable sales tax; such sales tax is based on the bill-to address and the sales tax rate in effect at the time you purchase. We will charge tax only in states where digital goods are taxable.
All purchases are final.
Prices for Company Products may change at any time and you are not entitled to any price protection or refunds in the event of a price reduction or promotional offering.
If a Company Product becomes unavailable following a transaction, your sole remedy is a refund. If technical problems prevent or unreasonably delay delivery of your Company Product, your exclusive and sole remedy is either replacement or refund of the price paid, as determined by StraighterLine.
StraighterLine reserves the right to close accounts and request alternative forms of payment if discount codes or other promotional codes or coupons are fraudulently obtained or used for Company Products.
Company will issue payment for any amounts due to Instructors for Instructor Premiums and/or Referral Fees by the last day of the month following the month in which such payment was earned. Payment shall be made in U.S. Dollars unless otherwise agreed to in writing by Company, and shall be remitted via check or PayPal. You are responsible for providing Company with all identifying and tax information necessary for the payment of amounts due.
Company's intellectual property policy is to (a) remove material that Company believes in good faith, upon notice from an intellectual property owner or their agent, is infringing the intellectual property of a third party by being made available through the Company Products, and (b) remove any Submitted Content posted to the Site by "repeat infringers." Company considers a "repeat infringer" to be any User that has uploaded Submitted Content and Services to the Site and for whom Company has received more than two takedown notices compliant with the provisions of 17 U.S.C. 512(c) with respect to such Submitted Content and Services. Company has discretion, however, to terminate the account of any User after receipt of a single notification of claimed infringement or upon Company's own determination. Infringing activity on or through the Company Products is strictly prohibited.
Procedure for Reporting Claimed Infringement. If you believe that any content made available on or through the Company Products has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a "Notification of Claimed Infringement" containing the following information to the Designated Agent identified below. Your communication must include substantially the following:
You should consult with your own lawyer and/or see 17 U.S.C. 512 to confirm your obligations to provide a valid notice of claimed infringement.
Designated Agent Contact Information. Company's Designated Agent for notices of claimed infringement can be contacted at:
Counter Notification. If you receive a notification from Company that material made available by you on or through the Company Products has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Company with what is called a "Counter Notification." To be effective, a Counter Notification must be in writing, provided to Company's Designated Agent through one of the methods identified above, and include substantially the following information:
A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. 512 to confirm the party's obligations to provide a valid counter notification under the Copyright Act.
False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides that:
[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, shall be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer, by any copyright owner or copyright owner's authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [Company] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.
17 U.S.C. 512(f).
Company reserves the right to seek damages from any party that submits a notification of claimed infringement or counter notification in violation of the law.
For the avoidance of doubt, only notices submitted under the Digital Millennium Copyright Act and the procedures set forth in this section should be sent to the Designated Agent at firstname.lastname@example.org or to the postal address identified above. Any other comments, compliments, complaints or suggestions about Company, the operation of the Company Products or any other matter should be sent to email@example.com.
As you use the Company Products you may notice links to third-party websites ("Third Party Sites"). This may include Instructors sending links to Third Party Sites and/or causing Third Party Sites (such as tutoring, proctoring, study resources or online education pages) to pop-up for your review. These links are for convenience only. If you use these links, you will leave the Site. Certain of these Third-Party Sites may make use of Company proprietary intellectual property rights (such as copyrights, trademarks, service marks, logos and trade names) under license from Company. Company is not responsible for the availability or content of these Third Party Sites or for any viruses or other damaging elements encountered in linking to a Third Party Site, whether or not Company is affiliated with the owners of such Third Party Sites. In addition, the provisioning of these links to Third Party Sites is not an endorsement or approval by Company of the organizations sponsoring such Third Party Sites or their products or services, and you may be subjected to offensive, harmful, or damaging content on such Third Party Sites. These Terms do not apply to Third Party Sites, and you should review applicable terms and policies, including any relevant privacy policies, associated with any Third Party Sites, applications, software or services.
YOU AGREE THAT COMPANY WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS YOU MAY HAVE ON OR THROUGH A THIRD PARTY SITE OR AS THE RESULT OF THE PRESENCE OF ANY CONTENT OR ADVERTISING ON THE THIRD PARTY SITES.
The trademarks, service marks, and logos (the "Trademarks") used and displayed on the Site or in any Company Content are registered and unregistered Trademarks of us and others and are protected, without limitation, pursuant to U.S. and foreign trademark laws. Nothing on the Company Products or otherwise should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Company Products or in connection with the Company Products or Company Content, without the written permission of the applicable Trademark owner. We aggressively enforce our intellectual property rights to the fullest extent of the law. You may not use the Trademarks, either ours or others, in any way without the prior written permission of the applicable Trademark owner. We prohibit use of our logo as a "hot" link to any other World Wide Web site unless approved by us in advance in writing.
YOU UNDERSTAND THAT WHEN USING THE COMPANY PRODUCTS, PARTICIPATING IN OR OBTAINING INFORMATION FROM A COURSE, OR ACCESSING COMPANY CONTENT OR SUBMITTED CONTENT AND SERVICES, YOU MAY BE EXPOSED TO PRODUCTS, PHOTOGRAPHS, MUSIC, ARTWORK, MESSAGES, INSTRUCTIONAL INFORMATION, AND OTHER MATERIALS FROM A VARIETY OF SOURCES, AND THAT COMPANY IS NOT RESPONSIBLE FOR THE ACCURACY, INTEGRITY, QUALITY, LEGALITY, USEFULNESS, SAFETY OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO SUCH PRODUCTS, CONTENT OR MATERIALS. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO PRODUCTS, CONTENT OR MATERIALS THAT ARE INACCURATE, HARMFUL, DANGEROUS, OFFENSIVE, INDECENT, OR OBJECTIONABLE, AND YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST COMPANY WITH RESPECT THERETO. THE SITE, PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, SERVICES AND COMPANY PRODUCTS ARE PROVIDED "AS IS," "WHERE IS," "AS AVAILABLE," "WITH ALL FAULTS" AND, TO THE FULLEST EXTENT PERMITTED BY LAW, WITHOUT WARRANTY OF ANY KIND. COMPANY AND ITS LICENSORS DISCLAIM ALL WARRANTIES WITH RESPECT TO THE PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, SERVICES AND COMPANY PRODUCTS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE, AND ANY WARRANTIES REGARDING QUIET ENJOYMENT, QUALITY OF INFORMATION, SECURITY, RELIABILITY, TIMELINESS, AVAILABILITY OF BACKED-UP DATA AND PERFORMANCE OF THE SITE, PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, SERVICES AND COMPANY PRODUCTS. COMPANY DOES NOT WARRANT THAT THE SITE, PROFESSOR DIRECT PLATFORM,SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT,SERVICES AND COMPANY PRODUCTS WILL MEET INSTRUCTOR’S OR USER’S REQUIREMENTS, OR THAT THE OPERATION OF THE SITE, PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, SERVICES AND COMPANY PRODUCTS WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT,SERVICES AND COMPANY PRODUCTS WILL BE CORRECTED, OR THAT ENCRYPTION ALGORITHMS, ASSOCIATED KEYS AND OTHER SECURITY MEASURES WILL BE SECURE OR EFFECTIVE.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL COMPANY, OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS, OR ANY OTHER CONTRACTORS OR THIRD PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OR RELATING TO THE USE, OR THE INABILITY TO USE, THE SITE, PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, SERVICES, COMPANY PRODUCTS, OR ANY PORTION THEREOF, EVEN IF COMPANY OR AN AUTHORIZED REPRESENTATIVE OF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL COMPANY OR ITS LICENSORS OR SUPPLIERS BE LIABLE IN THE AGGREGATE FOR ANY DAMAGES INCURRED BY YOU THAT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS OR (B) THE AMOUNT YOU HAVE PAID TO COMPANY IN CONNECTION WITH YOUR USE OF COMPANY PRODUCTS IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.
BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN SUCH STATES COMPANY’S LIABLITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. NEITHER COMPANY, NOR THIRD PARTIES WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER ITEMS CONTAINED IN THE SITE, PROFESSOR DIRECT PLATFORM, SUBMITTED CONTENT AND SERVICES, SERVICES, COMPANY PRODUCTS, COMPANY CONTENT, OR ANY PORTION THEREOF OR IN ANY REPORTS OF VERIFICATION SERVICES. YOU AGREE NOT TO HOLD COMPANY (OR ITS AGENTS, EMPLOYEES OR INSTRUCTORS) LIABLE FOR ANY INSTRUCTION, ADVICE OR SERVICES DELIVERED THAT ORIGINATED THROUGH THE COMPANY PRODUCTS, THROUGH ANY VERIFICATION SERVICE OR IN CONNECTION WITH THE SUBMITTED CONTENT AND SERVICES, COMPANY CONTENT, OR ANY PORTION THEREOF. WE ARE NOT RESPONSIBLE FOR DISPUTES, CLAIMS, LOSSES, INJURIES, OR DAMAGE OF ANY KIND THAT MIGHT ARISE OUT OF OR RELATE TO CONDUCT OF INSTRUCTORS OR USERS.
You agree to indemnify, defend and hold harmless us, and our affiliates, officers, directors, agents, partners, employees, licensors, representatives and third party providers (including our affiliates' respective officers, directors, agents, partners, employees, licensors, representatives, and third party providers), from and against all losses, expenses, damages, costs, claims and demands, including reasonable attorneys' fees and related costs and expenses, due to or arising out of any Submitted Content and Services you submit, post to, email, or otherwise transmit to us or through the Site, Professor Direct Platform or Company Products, your use of the Company Products, the Submitted Content and Services, the Company Content or any portion thereof, your connection to the Site, Professor Direct Platform or Company Products, or your breach of these Terms. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to fully cooperate with such defense and in asserting any available defenses.
We may add, change or eliminate features, pricing, nomenclature and other aspects of the Company Products and make other changes at any time and these Terms will continue to apply to the Company Products as modified. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Company Products (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any such modification, suspension, or discontinuance of all or any portion of the Company Products.
We may terminate your use of the Company Products immediately without notice for any breach by you of these Terms or any of our applicable policies, as posted on the Site from time to time. Furthermore, we may terminate your rights to use the Company Products for any reason or no reason.
In the event of termination or expiration of these Terms, the following sections of these Terms shall survive: all provisions regarding ownership of intellectual property, disclaimer; warranty disclaimer, limitation of liability, dispute resolution, any other provisions of these Terms which, by their nature, apply after termination, and the miscellaneous provisions below. You agree that upon the termination, we may delete all information related to you on the Company Products and may bar your access to and use of the Company Products. Upon the termination, you will immediately destroy any downloaded or printed Company Content. You are free to cancel your membership and terminate your use of the Company Products at any time. To cancel your Monthly Membership, sign in to your MyLine Account.