1. User's Acknowledgment and Acceptance of Terms
'Affiliates' means our owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors or joint venturers. 'e2L', as used herein, includes e2L's Affiliates.
"Contribution" shall mean any original work of authorship, including any modifications or additions to an existing work that You submit to e2L for inclusion in, or documentation of, any of the products owned or managed by e2L, including but not limited to the Site. For the purposes of this definition, "submitted" means any form of electronic, verbal, or written communication sent or transmitted to e2L or its representatives, including but not limited to content edits, content submissions, communication on electronic mailing lists, source code control systems, and issue tracking systems that are managed by, or on behalf of, e2L.
3. Description of Services
E2L makes various services available on this site including, but not limited to, the eSUITE. Fees for the various services are set out in the agreement between e2L and your employer and as may be further described elsewhere in this site. You are responsible for providing, at your own expense, all equipment necessary to use the services, including a computer and modem, and your own Internet access.
You understand and agree that the services available on this site are provided 'AS IS' and that e2L assumes no responsibility for the timeliness, accuracy of material, deletion of material from the site, or failure to store any user communications or personalization settings.
4. Registration Data and Privacy
5. Conduct on Site
Your use of the site is subject to all applicable laws and regulations, including common netiquette, and you are solely responsible for the contents of your communications through the site. By posting information in or otherwise using any communications service, chat room, message board, newsgroup, software library, or other interactive service, including but not limited to the eSUITE features, that may be available to you on or through this site, you agree that you will not upload, share, post, or otherwise distribute or facilitate distribution of any content, including text, communications, software, images, sounds, data, or other information that:
- Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates our rules or policies;
- Victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- Infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party; Constitutes unauthorized advertising, junk or bulk email (also known as 'spamming'), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
- Contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; or
- Impersonates any person or entity, including any of our employees, representatives, or users.
In addition, you may not use your account to breach security of another account or attempt to gain unauthorized access to another network or server. Not all areas of this site may be available to you or other authorized users of this site. You shall not interfere with another user's use and enjoyment of the site or other similar services. Users who violate systems or network security may incur criminal or civil liability.
6. Third Party Sites and Information
This site may link you to other sites on the Internet or otherwise include references to information, documents, software, materials and/or services provided by other parties. These sites may contain information or material that some people may find inappropriate or offensive. These other sites and parties are not under e2L's control, and you acknowledge that e2L is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites, nor is e2L responsible for errors or omissions in any references to other parties or their products and services. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the site or party by e2L, or any warranty of any kind, either express or implied.
7. Intellectual Property Information
8. Use of Your Materials and License to e2L
The intent and design of the eSUITE is the creation and provision of a library of education materials for eSUITE users. You would like to use and contribute to the eSUITE library. For good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, You grant the following license to e2L for Your Contributions.
You represent that you are legally entitled to grant the above license. If your employer(s) has rights to intellectual property that you create that includes your Contributions, you represent that you have received permission to make Contributions on behalf of that employer, that your employer has waived such rights for your Contributions to e2L.
You represent that each of Your Contributions is Your original creation. You represent that Your Contribution submissions include complete details of any third-party license or other restriction (including, but not limited to, related patents and trademarks) of which you are personally aware and which are associated with any part of Your Contributions.
You agree to notify e2L of any facts or circumstances of which you become aware that would make these representations inaccurate in any respect. Please do not submit confidential or proprietary information to e2L unless e2L has mutually agreed in writing that such material will be treated otherwise than as stated above.
E2L respects the intellectual property of others, and e2L asks you to do the same. If you or any user of this site believes its copyright, trademark or other property rights have been infringed by a posting on this site, you or the user should send notification to our Designated Agent (as identified below) immediately. To be effective, the notification must include:
- A physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed;
- Information reasonably sufficient to permit e2L to contact the complaining party, such as address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
- Identification of the material that is claimed to be infringing and that is to be removed and information reasonably sufficient to permit e2L to locate that material;
- A statement that the complaining party has a good faith belief that use of the material in the complained of manner is not authorized by the copyright owner, its agent, or the law; and
- 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 the exclusive right that is allegedly infringed.
Pursuant to the Digital Millennium Copyright Act, 17 U.S.C.A. Sec. 512(c), our Designated Agent for Notice of claims of copyright infringement can be reached as indicated below. Access to the site by repeat infringers of copyright or by users about whom repeat claims of copyright infringement are received will be terminated. Designated Agent for Claimed Infringement: Matt Bachman
Engage! Learning, Inc.
8911 North Capital of Texas Highway, Suite 4200-1065
Austin, TX 78759
You acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, e2L may immediately remove the identified materials from our site without liability to you or any other.
9. Disclaimer of Warranties
ALL MATERIALS AND SERVICES ON THIS SITE ARE PROVIDED ON AN 'AS IS' AND 'AS AVAILABLE' BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, e2L MAKES NO WARRANTY THAT (A) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED BY YOU FROM THE SITE FROM e2L OR OUR AFFILIATES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.
THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. E2L MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY SERVICES OR PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND e2L MAKES NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.
THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY MATERIALS THROUGH THIS SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.
Through your use of the site, you may have opportunities to share materials with other users. E2L MAKES NO WARRANTY REGARDING ANY SHARED MATERIALS OR OTHER TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THIS SITE; AND YOU UNDERSTAND AND AGREE THAT SHARING OR USE OF SHARED MATERIALS OR OTHER TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SERVICES, MATERIALS OR INFORMATION AVAILABLE ON OR THROUGH THIS SITE FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY e2L OR ANY OTHER OF OUR AFFILIATES.
In addition, the materials on this site may include sample documents, audio/video materials, and other items ('Samples'). These Samples are provided solely as examples of typical materials of their kind, and the delivery and use of Samples does not constitute professional advice. Under no circumstances will e2L or its Affiliates be liable for any loss or damages caused by your reliance on information or advice obtained through this site, including your use of any of the Samples. It is your responsibility to evaluate the accuracy, completeness, or usefulness of any information, opinions, advice, Samples or other content available on or through this site.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
10. Limitation of Liability
IN NO EVENT SHALL e2L OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT e2L HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE OR OF ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE.
FURTHER, e2L SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY MATERIALS OFFERED THROUGH THIS SITE.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
UPON A REQUEST BY e2L, YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD e2L AND OUR AFFILIATES HARMLESS FROM ALL LIABILITIES, CLAIMS, AND EXPENSES, INCLUDING ATTORNEY'S FEES THAT ARISE FROM YOUR USE OR MISUSE OF THIS SITE INCLUDING BUT NOT LIMITED TO THE SHARING OF MATERIALS. E2L RESERVES THE RIGHT AT OUR OPTION TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE WITH e2L IN ASSERTING ANY AVAILABLE DEFENSES.
12. Use of Site and Storage of Material
You acknowledge that e2L may establish general practices and limits concerning use of the services available on our site, including without limitation the maximum number of days that uploaded content will be retained on the site, the maximum disk space that will be allotted to any user's materials, and the maximum number of times (and the maximum duration for which) you may access the services in a given period of time. You agree that e2L has no responsibility or liability for the deletion or failure to store any content maintained or transmitted on or through this site. You acknowledge that e2L reserves the right to log off accounts for which a subscription fee has not been paid or that are inactive for an extended period of time. You further acknowledge that e2L reserves the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
The accounts of our users operate on shared resources. Excessive use or abuse of these shared network resources by one user may have a negative impact on all other users. Misuse of network resources in a manner that impairs network performance, including excessive consumption of CPU time, memory, disk space, and session time, is prohibited and may result in termination of your account or limitation of your activities.
This site is not designed or intended to be used as a disaster recovery facility or as an emergency data storage facility. Although e2L takes reasonable precautions to preserve and protect the material you upload to the site, you should not rely on the site as your storage facility. You should preserve copies of any materials that you have uploaded. You agree not to hold e2L liable for any damage to or any deletion of your materials.
13. Security and Password
You are solely responsible for maintaining the confidentiality of your password and account name and for any and all statements made and acts or omissions that occur through the use of your password and account name. Therefore, you must take steps to ensure that others do not gain access to your password and account name. You may not transfer or share your account with anyone, and e2L reserves the right to immediately terminate your account in the event of any unauthorized transfer or sharing thereof.
14. International Use
Although this site may be accessible worldwide, e2L makes no representation that materials on this site are appropriate or available for use in locations outside the United States, and accessing them from locations where their contents are illegal is prohibited. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with this site is void where prohibited.
15. Termination of Use
You are further advised any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities.
16. Governing Law
This site (excluding any linked sites) is controlled by e2L from our offices within the State of Texas, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of Texas, by accessing this site both of us agree that the statutes and laws of the State of Texas, without regard to the conflicts of laws principles thereof will apply to all matters relating to the use of this site and the purchase of products and services available through this site. Each of us agrees and hereby submits to the exclusive personal jurisdiction and venue of the District Court of San Patricio County, Texas and the United States District Court for the Southern District of Texas with respect to such matters.
All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to e2L must be sent to the attention ofMatt Bachman at firstname.lastname@example.org, if by email, or at Engage Learning, Inc. dba engage2learn, 8911 North Capital of Texas Highway, Suite 4200-1065 Austin, TX 78759, if by conventional mail. Notices to you may be sent either to the email address supplied for your account or to the address supplied by you as part of your Registration Data. In addition, e2L may broadcast notices or messages through the site to inform you of changes to the site or other matters of importance, and such broadcasts shall constitute notice to you.
18. Entire Agreement
In addition to any excuse provided by applicable law, e2L shall be excused from liability for non-delivery or delay in delivery of services available through our site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, cyber-attack, computer virus and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
20. Contact Information