1.1 Your use of InsertLearning’s products, software, services and web sites (referred to collectively as the "Services" in this document) is subject to the terms of a legal agreement between you and InsertLearning. “InsertLearning” means InsertLearning Inc., whose principal place of business is at 1312 S. 2nd St. Stillwater MN, 55082, United States. This document explains how the agreement is made up, and sets out some of the terms of that agreement.
1.2 These Terms of Service form a legally binding agreement between you and InsertLearning in relation to your use of the Services. It is important that you take the time to read them carefully. This legal agreement is referred to below as the "Terms".
IMPORTANT NOTE REGARDING CHILDREN
1.3 Generally. Our Site offers certain Services to schools for the benefit of the schools and their students. In providing such educational Services, we may collect personal information from students. In order to collect, use, or disclose personal information from users under 13 years of age ("Children"), we are required to comply with the Children’s Online Privacy Protection Act of 1998 (“COPPA”). Please read this Children’s Privacy Policy carefully as it explains (a) our practices regarding the collection, use, and disclosure of personal information from Children who use the Service, (b) the Child’s parent’s or guardian’s (“Parent’s”) ability to limit the collection, use and disclosure of personal information collected from their Children, and (c) the role of the Child’s school (“School”) in this process.
1.4 Parents. If your Child wants to use our Services, he/she must first get an Account from her school. Please contact your Child’s school for an Account. Please also review InsertLearning’s Children’s Privacy Policy.
1.5 Schools. If you are accepting this Agreement on behalf of a School:
(a) You represent and warrant that: (i) you have read InsertLearning’s Privacy Policy; and (ii) with respect to students at your School who are Children and are using this Site ("Child Students"), the School has the authority to act as the agent of the Child Students’ Parents, for the purposes of COPPA compliance, including the following purposes: (1) for receiving notice of our policies regarding the collection, use and disclosure of personal information from their Children through the Service, and any changes to such policies; (2) for providing consent to such collection, use and disclosure; (3) for revoking the foregoing consent; (4) for requesting to review the personal information collected from their Children; and (5) for requesting to delete the personal information collected from their Children.
(b) You agree to use the Service solely for the benefit of your School and the students in your School, and not for commercial purposes. If at any time your School does not have the authority to act as the agent of a Child Student’s Parent, you agree to notify us immediately.
(c) You, on behalf of the School (on behalf of each Child Student’s Parent), hereby (i) consent to the collection, use and disclosure of personal information of Child Students, through the Site, in accordance with the Children’s Privacy Policy and (ii) agree that the Child Student’s online activities are subject to these Terms of Use.
2.1 In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms.
2.2 You can accept the Terms by:
(A) clicking to accept or agree to the Terms, where this option is made available to you by InsertLearning in the user interface for any Service; or
(B) by actually using the Services. In this case, you understand and agree that InsertLearning will treat your use of the Services as acceptance of the Terms from that point onwards.
2.3 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with InsertLearning, or (b) you are a person barred from receiving the Services under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.
2.4 Before you continue, you should print off or save a local copy of the Terms for your records.
3.1 Where InsertLearning has provided you with a translation of the English language version of the Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms will govern your relationship with InsertLearning.
3.2 If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.
4.1 InsertLearning is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which InsertLearning provides may change from time to time without prior notice to you.
4.2 As part of this continuing innovation, you acknowledge and agree that InsertLearning may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at InsertLearning’s sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform InsertLearning when you stop using the Services.
4.3 You acknowledge and agree that if InsertLearning disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account.
4.4 You acknowledge and agree that while InsertLearning may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services or on the amount of storage space used for the provision of any Service, such fixed upper limits may be set by InsertLearning at any time, at InsertLearning’s discretion.
5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to InsertLearning will always be accurate, correct and up to date.
5.2 You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).
5.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by InsertLearning, unless you have been specifically allowed to do so in a separate agreement with InsertLearning. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.
5.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
5.5 Unless you have been specifically permitted to do so in a separate agreement with InsertLearning, you agree that you will not reproduce, duplicate, copy, attempt to create a substitute or similar service through use of or access to, sell, trade or resell the Services for any purpose.
5.6 You agree that you are solely responsible for (and that InsertLearning has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which InsertLearning may suffer) of any such breach.
5.7 You agree that you will not, and will use commercially reasonable efforts to make sure a third party does not, use the Services to store or transfer any data that is controlled for export under any export or reexport control law or regulation. You are solely responsible for any compliance with the Health Insurance Portability and Accountability Act of 1996 and any regulations thereunder, as may be amended from time to time.
5.8 You agree that you are responsible for your own conduct and Content while using the Services and for any consequences thereof. You agree to use the Services only for purposes that are legal, proper and in accordance with these Terms.
7.1 You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services.
7.2 Accordingly, you agree that you will be solely responsible to InsertLearning for all activities that occur under your account.
7.3 If you become aware of any unauthorized use of your password or of your account, you agree to notify InsertLearning immediately at support@insertlearning.com.
8.1 For information about InsertLearning’s data protection practices, please read InsertLearning’s privacy policy at http://www.insertlearning.com/privacy. This policy explains how InsertLearning treats your personal information, and protects your privacy, when you use the Services.
8.2 You agree to the use of your data in accordance with InsertLearning’s privacy policies.
9.1 You understand that all information (such as data files, fonts, written text, computer software, music, audio files, image files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the "Content".
9.2 You should be aware that Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services may be protected by intellectual property rights which are owned by the sponsors or advertisers who provide that Content to InsertLearning (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by InsertLearning or by the owners of that Content, in a separate agreement.
9.3 InsertLearning reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service.
9.4 You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.
9.5 You agree that you are solely responsible for (and that neither InsertLearning nor the third party provider through whom you purchased InsertLearning has any responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which InsertLearning may suffer) by doing so.
10.1 You acknowledge and agree that InsertLearning (or InsertLearning’s licensors) and its resellers own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by InsertLearning or its resellers and that you shall not disclose such information without InsertLearning’s prior written consent.
10.2 Unless you have agreed otherwise in writing with InsertLearning, nothing in the Terms gives you a right to use any of InsertLearning’s or its resellers' trade names, trade marks, service marks, logos, domain names, and other distinctive brand features.
10.3 If you have been given an explicit right to use any of these brand features in a separate written agreement with InsertLearning, then you agree that your use of such features shall be in compliance with that agreement, and any applicable provisions of the Terms.
10.4 Other than the limited license set forth in Section 13, InsertLearning acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with InsertLearning, you agree that you are responsible for protecting and enforcing those rights and that InsertLearning has no obligation to do so on your behalf.
10.5 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
10.6 Unless you have been expressly authorized to do so in writing by InsertLearning, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
11.1. If you have a paid or educational InsertLearning account, you agree that InsertLearning may include your company name and logo in a list of InsertLearning customers. Within thirty (30) days of receiving your written request, InsertLearning will remove such information from its web site and make no further reference to you as a customer of the Services.
12.1 InsertLearning gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by InsertLearning as part of the Services as provided to you by InsertLearning (referred to as the "Software" below). This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by InsertLearning, in the manner permitted by the Terms.
12.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by InsertLearning, in writing.
12.3 Unless InsertLearning has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.
13.1 You retain copyright and any other rights you already hold in Content which you submit, share, upload post or display on or through, the Services. By submitting, sharing, uploading, posting or displaying the content you give InsertLearning a worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, share, upload, post or display on or through, the Services, solely for the purpose of enabling InsertLearning to provide you with the Services in accordance with the InsertLearning Privacy Policy.
13.2 You understand that InsertLearning, in performing the required technical steps to provide the Services to our users, may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit InsertLearning to take these actions.
13.3 You confirm and warrant to InsertLearning that you have all the rights, power and authority necessary to grant the above license. You agree that you will not submit, share, upload, post or display Content on or through, the Service that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit, share, upload, post or display the Content and to grant InsertLearning all of the license rights granted in this Section.
14.1 The Software which you use may automatically download and install updates from time to time from InsertLearning. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit InsertLearning to deliver these to you) as part of your use of the Services.
15.1 The Terms will continue to apply until terminated by either you or InsertLearning as set out below.
15.2 If you want to terminate your legal agreement with InsertLearning, you may do so by (a) notifying InsertLearning at any time and (b) closing your accounts for all of the Services which you use, where InsertLearning has made this option available to you. Your notice should be sent, in writing, to InsertLearning’s address which is set out at the beginning of these Terms.
15.3 InsertLearning may at any time, terminate its legal agreement with you:
(A) if you have breached any provision of the Terms (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
(B) if InsertLearning is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
(C) if InsertLearning is transitioning to no longer providing the Services to users in the area in which you are resident or from which you use the service; or
(D) if the provision of the Services to you by InsertLearning is, in InsertLearning’s opinion, no longer commercially viable.
15.4 Nothing in this Section shall affect InsertLearning’s rights regarding provision of Services under Section 4 of the Terms.
15.5 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and InsertLearning have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 23.6 shall continue to apply to such rights, obligations and liabilities indefinitely.
16.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 16 AND 17, SHALL EXCLUDE OR LIMIT InsertLearning’s WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
16.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."
16.3 IN PARTICULAR, InsertLearning AND ITS LICENSORS AND RESELLERS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
16.4 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
16.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM InsertLearning OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
16.6 InsertLearning AND ITS LICENSORS AND RESELLERS FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
17.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 16.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT InsertLearning AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
(I) ANY CHANGES WHICH InsertLearning MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);
(II) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;
(III) YOUR FAILURE TO PROVIDE InsertLearning WITH ACCURATE ACCOUNT INFORMATION;
(IV) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
17.2 THE LIMITATIONS ON InsertLearning’s LIABILITY, AND THAT OF ITS LICENSORS AND RESELLERS, TO YOU IN PARAGRAPH 17.1 ABOVE SHALL APPLY WHETHER OR NOT InsertLearning, ITS LICENSORS OR RESELLERS HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
18.1 InsertLearning does not permit infringement of intellectual property rights on its Services. InsertLearning may remove Content if it believes or has reason to believe such Content infringes on another’s copyright. Without prior notice and at any time at its sole discretion, InsertLearning reserves the right to remove any Content, disable your ability to share or upload Content within the Service, or terminate your access to the Service (a) for uploading or sharing such Content in violation of these Terms of Service; or (b) if, under appropriate circumstances, you are determined to be a repeat infringer.
18.2 InsertLearning reserves the right in its sole discretion to decide whether your conduct is inappropriate and whether it complies with these Terms of Service for violations other than copyright infringement, such as, but not limited to, pornography, obscene or defamatory material, etc. InsertLearning may terminate your access for such inappropriate conduct in violation of these Terms of Service at any time and remove any such objectionable Content, without prior notice and at its sole discretion.
19.1 The Services may include hyperlinks to other web sites or content or resources. InsertLearning may have no control over any web sites or resources which are provided by companies or persons other than InsertLearning.
19.2 You acknowledge and agree that neither InsertLearning nor its licensors or resllers are responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
19.3 You acknowledge and agree that neither InsertLearning nor its licensors or resellers are liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
21.1 InsertLearning may make changes to the Terms from time to time. When these changes are made, InsertLearning will make a new copy of the Terms available at http://www.insertlearning.com/terms.
21.2 You understand and agree that if you use the Services after the date on which the Terms have changed, InsertLearning will treat your use as acceptance of the updated Terms.
22.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
22.2 The Terms constitute the whole legal agreement between you and InsertLearning and govern your use of the Services (but excluding any services which InsertLearning may provide to you under a separate written agreement), and completely replace any prior agreements between you and InsertLearning in relation to the Services.
22.3 You agree that InsertLearning may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
22.4 You agree that if InsertLearning does not exercise or enforce any legal right or remedy which is contained in the Terms (or which InsertLearning has the benefit of under any applicable law), this will not be taken to be a formal waiver of InsertLearning’s rights and that those rights or remedies will still be available to InsertLearning.
22.5 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
22.6 The Terms, and your relationship with InsertLearning under the Terms, shall be governed by the laws of the State of Iowa without regard to its conflict of laws provisions. You and InsertLearning agree to submit to the exclusive jurisdiction of the courts located within Iowa City, Iowa to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that InsertLearning shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.