Last Updated: May 3, 2021
1. Introduction to this Agreement
”) and all the documents expressly referred to in them (the “Agreement
”) are the terms and conditions of the agreement which you enter into with Edgi Learning, Inc. (“Edgi Learning”, “we
”), when you
1.1.1 Access our website https://edgilearning.com/
(which includes any webpage containing this domain name, including any page, application or interface that is enabled for use by a mobile device or any webpage redirected from another domain name to this domain name and any service provided on the website) (“Website
” or “Site
1.1.2 use any Services
(as defined in Section 9.1 below) including enrolling in an online course of study offered by us (a “Course
1.2Please read these Terms, together with all the documents referred to in it, carefully before you start to use our Website and/or the Services. By accessing and using our Website and/or the Services, including by registering a student account, you indicate that you have read, understand and accept the terms and conditions of this Agreement and that you agree to abide by them each time you access and use our Website and/or the Services.2. Your Status
2.1 By requesting us to provide you with the Services through our Website, you warrant that:
2.1.1 you are legally capable of entering into binding contracts;
2.1.2 you are at least 18 years old; and
2.1.3 if the student is a minor and you are registering on his/her/their behalf, you have authority to register on behalf of the student and you are legally responsible for all payment obligations and conduct of the student in connection with the Website and the Services.3. Our Status
3.1. The Website and the Services are operated by Edgi Learning, Inc., a Massachusetts corporation with a business address of 180 Elm Street, Suite I #184, Pittsfield, Massachusetts 01201.4. How The Agreement Is Formed Between You And Us FOR SERVICES
By using our Site, you agree to be bound by these Terms. With respect to Services, after registering for a Course in accordance with Section 5 and directing that the Course Fee (as defined in Section 6 below) be paid, you will receive an email from us acknowledging that we have received your order for the Services. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us for the Services. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an email which confirms your registration and directs you to create login credentials. The Services contract between us will be formed when we send you this confirmation. 5. Enrollment in a course
5.1 To enroll for a Course you need to register for a program on our website https://www.edgilearning.com/sign-up
. For questions, contact us at firstname.lastname@example.org
. After registering for a Course you are formally accepting these Terms. From time to time we may update certain Course materials. During the enrollment process we will let you know when we will provide the Course to you. You accept that we may suspend any provision of a Course if you fail to make the Payment (Section 6) in accordance with this Agreement. 6. Payment
6.1 When you register for a Course you agree to pay the fees applicable to that Course, as set out in our registration form at the time of registration (the “Course Fee”)
. This forms part of your offer to us under Section 4.7. Website Registration
7.1 You need to have a Website user account with us in order to use any of the Services and to do this you need to register with us by registering for a Course (Section 5) and paying the Course Fee in accordance with Section 6 (Payment) of these Terms.
7.2 When registering as a user of the Website, you must provide us with accurate, complete and up-to-date information as requested at registration. You agree that the information supplied with at registration will be truthful, accurate and complete and to promptly update the information you provide to us it changes.
8. Access and account security
The Website is password protected and following registration and payment you will be assigned user verification data including a student login and password (“User Verification Data
”) to permit access to and use of the Website. You can access your course at https://edgilearning.com/student
8. 1.1 You agree to keep all User Verification Data strictly confidential. We have the right to disable, suspend or restrict any user identification name or password, whether chosen by you or allocated by us, at any time, at our discretion, including if, in our opinion, you have failed to comply with any of the provisions of this Agreement.
8.2 If you choose, or you are provided with a 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 third party. You may not: (i) enter, select or use an email address owned or controlled by another person with the intent to impersonate that person, or, (ii) use a name without appropriate authorization. We reserve the right in our sole discretion to refuse registration of, suspend or cancel a user identification name without notice, or to test the veracity of email addresses provided at any time. You shall be responsible for maintaining the confidentiality of your password and are fully responsible for all activities that occur under your student login and password. Any user identification name and password chosen or provided to you for your access to the Services shall be for your personal use only and is non-transferable.
8.3 You are responsible for all uses of User Verification Data and for any acts or omissions during such use (including, without limitation, the entry into any transactions) and we shall be entitled to treat any access to or use of the Website (including without limitation the entry into any payment transactions) as having been duly authorized by you.
8.4 You agree to promptly notify us (i) of any loss or theft ofUser Verification Data; (ii) if you believe the confidentiality of any User Verification Data has been compromised; and (iii) of any actual or threatened unauthorized use of User Verification Data or the Website.
8.5 You agree to immediately notify us of any unauthorized use of your User Verification Data; or any other breach of security and (b) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
8.6 You shall comply with any security procedures specified by Edgi Learning or its nominees from time to time and, if access to the Website is through a third party server, any security procedures specified by that third party from time to time;
8.7 If you forget or lose your password, you should request a new password by emailing email@example.com
.9. The Services
9.1 The online services and related documentation which are available on the Website include but are not limited to: training curriculum for Discussion Leaders; course curriculum; links to remote discussion sessions; lecture videos; discussion sessions, calendars; and Course study materials (the “Services
”). You acknowledge that all intellectual property rights in the Services throughout the world belong to the Edgi Learning, that rights in the Services (including lectures and tutorials) are licensed (not sold) to you solely for your use in connection with the Site, and that you have no rights in, or to, the Services other than the right to use them in accordance with the terms of this Agreement.
9.2 You acknowledge and agree that the Services, Site and its contents, including, but not limited to, all photographs, information, data, text, product descriptions, software, music, sound, graphics, video, messages, tags and/or other materials (collectively, the “Content”) are proprietary or confidential information that belongs exclusively to Edgi Learning and is protected by applicable copyright, trademark, trade secret, patent or other proprietary rights and laws. You are not authorized to reproduce, republish, distribute, transmit, modify, sell or otherwise use the Content, or to create derivative works based on the Content, in whole or in part, without Edgi Learning express written authorization. This includes, but is not limited to, a prohibition on aggregating information on our Site that is in the public domain and publishing it elsewhere. Without limiting the above, you are not authorized to use the Content in order to gain a competitive advantage for marketing purposes (including third-party solicitations), to harass, abuse or harm others, or in a way that otherwise exceeds the scope of your authorized access to this Site. In addition, you are not authorized to use, access, search or obtain data from the Content of this Site by using any deep-link, framing, page scrape, robot, spider or other automatic device, program, algorithm or similar methodology.
9.3 All logos, slogans and trade dress, including the look and feel of the Site (“Trademarks”) are trademarks owned by Edgi Learning to uniquely identify our Site and the services offered. You agree not to use these Trademarks anywhere without our prior written consent. In other words, by accepting this Agreement, you cannot use the Trademarks for any purpose.
9.4 Copyright Agent:
We respect the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please contact our Copyright Agent under the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2),Joshua Shapiro, Copyright Agent
Edgi Learning, Inc.
180 Elm Street, Suite I #184
Pittsfield, Massachusetts 01201
So that we can respond to your concerns, please send along the following in your notice to us:
• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works.
• Identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material.• Your contact information, such as an address, telephone number, and, if available, an electronic mail address.
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
9.5 We shall:
9.5.1 supply the Services to you with reasonable skill and care. However, we shall not be liable to the extent of any non-conformance which is caused by use of the Services contrary to our instructions, or modification or alteration of the Services by any party other than Edgi Learning or its duly authorized agents or staff. Notwithstanding the foregoing, the Edgi Learning:
(a) does not warrant that use of the Services will be uninterrupted or error-free; nor that the Services, documentation and/or the information obtained by you through the Services will meet your requirements; and
(b) is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
9.5.2 will deliver the Services associated with the Course to you until the Course is completed or cancelled or we terminate the Agreement as set out in Section 14.10. DISCLAIMER, LIMITATION ON LIABILITY AND INDEMNITY
10. 1 EDGI LEARNING IS NOT RESPONSIBLE FOR THE CONTENT PRODUCED BY OR THE SERVICES RENDERED BY ANY THIRD PARTY THAT MAY BE REFERENCED ON THE SITE OR TO WHICH ACCESS MAY BE PROVIDED VIA THE SITE. EDGI LEARNING MAY PROVIDE LINKS AND POINTERS TO INTERNET SITES MAINTAINED BY THIRD PARTIES (“THIRD PARTY SITES”) AND MAY FROM TIME TO TIME PROVIDE THIRD PARTY MATERIALS ON THE SITE. EDGI LEARNING DOES NOT OPERATE OR CONTROL IN ANY RESPECT, ANY INFORMATION, PRODUCTS OR SERVICES ON THESE THIRD PARTY SITES. THE SITE, THE MATERIALS AND PRODUCTS AVAILABLE IN OR ACCESSIBLE THROUGH THE SITE, AND ANY THIRD PARTY SITES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EDGI LEARNING DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING. EDGI LEARNING DOES NOT PROMISE THAT THE FUNCTIONS CONTAINED IN SUCH MATERIALS AND PRODUCTS, OR IN THE SITE, WILL BE UNINTERRUPTED OR ERROR-FREE, WILL BE AVAILABLE FOR USE, THAT DEFECT WILL BE CORRECTED, OR THAT THE SERVICE, INCLUDING THE STORAGE SERVICES AND THEIR CONTENTS, OR THE SERVER THAT MAKES THEM AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. EDGI LEARNING DOES NOT PROMISE OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF THE MATERIALS IN THE SITE OR IN THIRD PARTY SITES OR THE SERVICES PROVIDED BY THIRD PARTIES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY, COMPLETENESS OR OTHERWISE.
10.2 YOU ASSUME ALL RISK OF ERROR AND/OR OMISSIONS IN THE SITE, INCLUDING THE TRANSMISSION OR TRANSLATION OF INFORMATION. YOU ASSUME FULL RESPONSIBILITY FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKS TO SATISFY YOUR REQUIREMENTS FOR THE ACCURACY AND SUITABILITY OF THE SITE, INCLUDING INFORMATION, AND FOR MAINTAINING ANY MEANS THAT YOU MAY REQUIRE FOR THE RECONSTRUCTION OF LOST DATA OR SUBSEQUENT MANIPULATIONS OR ANALYSES OF THE INFORMATION PROVIDED HEREUNDER. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITE, AND ANY INFORMATION SENT OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES.
10.3 IN NO EVENT WILL EDGI LEARNING, ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU, OR ANY THIRD PARTY FOR ANY LOSSES OR DAMAGES, INCLUDING ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL OR SIMILAR DAMAGES, ALLEGED UNDER ANY LEGAL THEORY IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICE, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT.
10.4 YOU AGREE TO DEFEND, INDEMNIFY AND HOLD US AND OUR REPRESENTATIVES HARMLESS FROM ANY CLAIMS BY YOU OR ANY THIRD PARTY WHICH MAY ARISE FROM OR RELATE TO THIS AGREEMENT OR THE PROVISION OF OUR SERVICE TO YOU, INCLUDING ANY DAMAGES CAUSED BY YOUR USE OF THE SITE, THEIR CONTENT AND ANY SERVICES AVAILABLE ON OR THROUGH THE SITE OR ACCEPTANCE OF THE OFFERS CONTAINED ON IT. YOU ALSO AGREE THAT YOU HAVE A DUTY TO DEFEND US AGAINST SUCH CLAIMS, AND WE MAY REQUIRE YOU TO PAY FOR AN ATTORNEY(S) IN SUCH CASES. HOWEVER, WE RESERVE, AND YOU GRANT TO US, THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU HEREUNDER. YOU AGREE THAT THIS INDEMNITY EXTENDS TO REQUIRING YOU TO PAY FOR OUR REASONABLE ATTORNEYS' FEES, COURT COSTS, AND DISBURSEMENTS. IN THE EVENT OF A CLAIM SUCH AS ONE DESCRIBED IN THIS PARAGRAPH, WE MAY ELECT TO SETTLE WITH THE PARTY/PARTIES, AND YOU SHALL BE LIABLE FOR THE DAMAGES AS THOUGH WE HAD PROCEEDED WITH A TRIAL.
10.5 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, malicious or impairing computer programs or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our Website and/or Services or to your downloading of any material posted on it, or on any website linked to it.
10.6 We do not guarantee the security of the online services or any systems connected with the use of the Website (including the internet and your hardware and software) used in accessing the Services, or any information passed through such systems. We do not guarantee access to the Website or any systems used in accessing our services will be continuous or virus or error free.
10.7 Any material downloaded or otherwise obtained through the use of the Website is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material. No advice or information, whether oral or written, obtained by you from us or through or from the Website shall create any warranty not expressly stated in this Agreement.11. ACCESSING OUR WEBSITE, CONTENT and the Services
11.1 Subject to this Agreement, you may use the Website for your own personal and non-commercial use to write, create, upload, share, change, edit and browse content related to your Course, interact with other users and with us on the Website, including by exchanging messages with other users and submit feedback in relation to the Website and the Services as well as on any other content that we may decide to make available on the Website which offers the option of posting comments, participate in surveys, web polls and content syndication made available on the Website as well as in any other activity that results in the ranking, rating, classification, categorisation and evaluation of Content made available on the Website, use the Services to educate yourself on a particular subject, search our database for a particular subject, theme or topic and download or copy portions of the information, data, text, sound, photographs, graphics, video, messages and other materials available via the Services.
11.2 All of these online services can be accessed in areas of the Website including but not limited to the Website homepage, private messages, user profiles, user comments and any other areas of the Website not listed here, that will or may be created in the future.
11.3 We do not control Content posted by third parties (including other registered users) via the Services, including, but not limited to, the content of any comments or private messages, and we do not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Website and/or the Services, you may be exposed to Content that is offensive, indecent or objectionable. You are responsible for complying with all laws applicable to the Content you submit to the Website via the Services. We may refuse any Services without prior notice to any user for any reason or no reason or may terminate or suspend their registered user status.
11.4 As a condition of your access and use of our Website and/or the Services, you warrant to us that you have the right, authority and capacity to enter into and be bound by this Agreement.
11.5 We have no obligation to monitor or moderate any user’s activity or use of our Website and/or the Services, however we retain the right at all times to monitor, retain and disclose any information as necessary to satisfy any applicable law, regulation, legal process or regulatory authority request.
11.6 Without any admission of liability, we may from time to time assess any possible risks for users from third parties when they use the Website and/or the Services, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. We may appoint certain users of the Website to act as moderators. We expressly exclude our liability for any loss or damage arising from the use of the Website and/or the Services by a user in contravention of our Terms (including our Content standards), whether the service is moderated or not. Any action that we might take in respect of a user or regarding Content is neither an admission of liability on our part nor an indication of the breach or otherwise of any standard or term by a user of particular Content. Where we do moderate the Website and/or the Services, we will normally provide you with a means of contacting the administrator, should a concern or difficulty arise.
11.7 We encourage the use by you of the contact information which we have placed on the Website which allows you to report any Content that is in breach of this Agreement or is in any other way objectionable and to notify moderators of any abuses or breaches of this Agreement.
11.9 You are responsible for making all arrangements necessary for you to have access to our Website and/or the Services.12. RIGHT TO USE and restrictions
12.1 You agree that you shall not (and you agree not to allow any third party to):
12.1.1 use or remove any copyright, trade mark or other proprietary rights notices contained in or on the Website and/or the Services or in or on any Content or other material obtained via the Website and/or the Services;
12.1.2 use any robot, spider, website search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Website and/or the Services;
12.1.3 collect any information about other users (including usernames) for any purpose other than to share Content with other registered users;
12.1.4 create user accounts by automated means or under false or fraudulent pretences or create multiple log ins;
12.1.5 create or transmit unwanted electronic communications such as “spam”, or make excessive challenges or invitations, to other users and/or the Services or otherwise interfere with other users’ enjoyment of the Website and/or the Services;
12.1.6 transmit any malware, ransomware, spyware, viruses, worms, defects, Trojan horses or other items of a destructive nature to other users or on the Website;
12.1.7 use the Website or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that are deemed threatening or obscene;
12.1.8 use any device, software or routine that interferes with the proper working of the Website and/or the Services, or otherwise attempt to interfere with the proper working of the Website and/or the Services;
12.1.9 take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our IT infrastructure;
12.1.10 use the Website and/or the Services, intentionally or unintentionally, to violate any applicable law;
12.1.11 collect or store personal data about other users in connection with the prohibited activities described in this paragraph;
12.1.12 engage in or promote any contests, pyramid schemes, chain letters, unsolicited e-mailing or spamming via the Website;
12.1.13 use the Website and/or the Services for advertising, marketing, charitable, campaigning, for public relations or political purposes of any kind;
12.1.14 impersonate any person or entity; or
12.1.15 upload, post, e-mail, transmit or otherwise make available using the Website any material that you do not have a right to make available under any law or contractual obligation which includes a breach of third party intellectual property rights.13. CONTENT STANDARDS AND LICENSE
13.1 These provisions apply to any and all Content which you contribute to our Website and/or the Services, and to any interactive services associated with it. You are solely responsible for any Content that you submit, publish or display on the Website or transmit to other users.
13.2 You are solely responsible for your posts, private messages, comments, feedback, communications and other Content published on our Website or by email. You understand that all information publicly posted or privately transmitted through the Website or by email is the sole responsibility of the person from which such Content originated and that we will not be liable for any errors or omissions in any Content or as a result of any user’s use of the Website. You understand that we cannot guarantee the identity of any other users with whom you may interact in the course of using the Services. Additionally, we cannot guarantee the authenticity of any data which users may provide about themselves or relationships they may describe.
13.3 By posting Content on the Website, you agree to and do grant, and you represent and warrant that you have the right to grant us, our contractors, and the users of the Website an irrevocable, perpetual, royalty-free, fully sub-licensable, fully paid up, worldwide licence to use, copy, publicly perform, digitally perform, publicly display, and distribute such Content and to prepare derivative works of, or incorporate into other works, such Content. You understand that this licence allows us and other users of the Website and/or the Services to reformat, excerpt, or translate any materials submitted by you.
13.4 We reserve the right to limit the amount or number of posts, comments, feedback or other Content postings that you may make on a particular topic.
13.5 The following is a list of the criteria that Content must comply with. Content must:
13.5.1 be accurate (where they state facts).
13.5.2 be genuinely held (where they state opinions).
13.5.3 comply with applicable law in any country from which they are posted.
13.6 The following is a list of the type of Content that is prohibited on the Website. Content must not:
13.6.1 defame, abuse, bully, harass, stalk, threaten or otherwise offend others;
13.6.2 be unlawful, obscene, defamatory, seditious, indecent, offensive, liable to incite racial hatred, liable to incite violence, discriminatory, menacing, scandalous, inflammatory, be in breach of confidence, be in breach of privacy or be inappropriate;
13.6.3 breach any applicable laws or regulations;
13.6.4 promote sexually explicit material or violence;
13.6.5 deceive or mislead any person and/or entity;
13.6.6 falsely state, impersonate, or otherwise misrepresent your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
13.6.7 upload, post, email, transmit or otherwise make available any Content or initiate communications which include information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
13.6.8 upload, post, email, transmit or otherwise make available any content or initiate communication that infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
13.6.9 promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
13.6.10 upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,
” “chain letters,
” “pyramid schemes,
” or any other form of solicitation;
13.6.11 promote or assist any illegal activity such as (by way of example only) copyright infringement or computer misuse;
13.6.12 be likely to deceive any person;
13.6.13 be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
13.6.14 upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; and/or
13.6.15 interfere with or disrupt the Website or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website.14. TERMINATION
14.1 You have a legal right to change your mind within 14 days after the day you register for a Course prior to commencing a Course, without charge as set out herein. Once you have started the Course, it is non-refundable.
14.2 If you cancel your enrollment on the Course after 14 days from the date of registration you shall may be entitled to a partial refund of the Course Fee paid at our discretion.
14.3 We reserve the right to terminate this Agreement immediately without notice to you if you fail to pay the Course Fee. We may also terminate this Agreement with you by written notice to you if you breach any of the provisions of this Agreement. Courses may be cancelled by us in our sole discretion.15. COMPLAINTS
15.1 If you believe that Content posted on the Website breaches this Agreement or is in any other way objectionable, please notify us through firstname.lastname@example.org
specifying the full details of such Content and identifying all postings of such Content and specifying the reasons for your objections. If you do not provide us with sufficient information, we may be unable to process your complaint. We reserve the right to investigate and we will determine, in our discretion, what action (if any) to take. You are solely responsible for your interactions with other users of the Website. While we reserve the right to monitor or to intervene in disputes between you and other users, we have no obligation to do so.16. DISPUTES WITH THIRD PARTIES
16.1 You must tell us immediately if anyone makes or threatens to make any claim or issue legal proceedings against you relating to your use of the Website and/or the Services. You will, at our request, immediately stop the act complained of. If we ask you to, you must confirm the details of the claim in writing. If you fail to stop the act or acts complained of we reserve the right to take any and all appropriate action against you under the terms of the Agreement.17. UPLOADING CONTENT TO OUR WEBSITE
. You warrant that any such Content does comply with this Agreement, and you indemnify us for any breach of that warranty.
17.2 Any Content you upload to our Website will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such material for any purpose. We also have the right, at our discretion, to disclose your identity to any third party who is claiming that any Content posted or uploaded by you to our Website constitutes a violation of their intellectual property rights, or of their right to privacy.18. LINKS FROM OUR WEBSITE
18.1 Where our Website contains links to other websites and resources provided by our partners or other third parties, these links are provided for your information only. We have no control over the contents of those websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you link to any such websites you leave our Website and do so entirely at your own risk.19. CONTACT FROM US
19.1 In the course of providing you services and in respect of your use of the Website, we may need to communicate with you via email or the other details that you have submitted to us. You agree to receive emails which are specific to your account and necessary for the normal functioning of the Website, including emails which help inform users about functionality of the Website.20. JURISDICTION AND APPLICABLE LAW
20.1 This Agreement shall be governed by the laws of the Commonwealth of Massachusetts. The offer and acceptance of this contract is deemed to have occurred in the Commonwealth of Massachusetts.
20.2 By using the Site, you agree to submit to the personal and exclusive jurisdiction of the courts located within Berkshire County in the Commonwealth of Massachusetts with respect to any claims arising from these Terms or your use of the Site.
20.3 The rights and remedies contained in this Agreement are cumulative and not exclusive of rights or remedies provided by law.
21. YOU HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A JURY TRIAL IN ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT AND THE MATTERS CONTEMPLATED HEREBY.22. AMENDMENTS
22.1 We may revise this Agreement at any time by amending the pages upon which they appear on our Website without giving notice of such modifications. Such modifications become effective immediately upon posting of the modified terms on the Website. You agree to review the Agreement periodically so that you are aware of any modifications. Your continued use of the Website and/or Services after any modifications indicates your acceptance of the modified Agreement.23. WAIVER
23.1 A failure to exercise or delay in exercising a right or remedy provided by this Agreement or by law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies. No single or partial exercise of a right or remedy provided by this Agreement or by law prevents further exercise of that right or remedy or the exercise of another right or remedy.24. SEVERABILITY
24.1 In the event that any clause or any part of any clause in this Agreement is declared invalid or unenforceable, by the judgment or decree by consent or otherwise of a court of competent jurisdiction from whose decision no appeal is or can be taken, all other provisions contained in this agreement shall remain in full force and effect and shall not be affected by such finding for the term of this Agreement.25. ASSIGNMENT AND ENTIRE AGREEMENT
25.1 We may assign or subcontract any or all of our rights and obligations of our Agreement with you to a third party at any time, at our discretion. You may not, without our prior written consent, assign or dispose of any of your rights or obligations arising under this Agreement.
26.1 You acknowledge and agree that any questions, comments, suggestions, ideas, feedback and other information about the Website and/or the Service provided by you to us are non-confidential and may be used by us at our discretion.27. PRIVACY NOTICE
28. Notice for California Users
28.1 Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at Edgi Learning, Inc. 180 Elm St., Ste. I #184, Pittsfield, MA 01201.29. Questions
29.1 If you have any questions regarding the Site or this Agreement, please email email@example.com