THIS AGREEMENT INCLUDES A CLASS ACTION WAIVER AND AN ARBITRATION PROVISION THAT GOVERNS ANY DISPUTES BETWEEN YOU AND OTTER LEARNING.
Acceptance. To access, browse, or use our Site, you must agree to be unconditionally bound by these Terms. You can accept the Terms by clicking to accept or agree to the Terms where this option is made available to you in any agreement, electronic form, or the user interface for any service we offer, or by actually using the Site. These Terms will remain in effect while you use the Site. If you do not agree and accept these Terms, you may not use the Site, and you should immediately cease all usage of this Site. You must be of legal age and capacity to form a binding contract in order to accept the Terms. If you have any questions, comments, or concerns regarding these Terms or the Site, please contact us at firstname.lastname@example.org or at (865) 315-7458.
Consent to Do Business Online. By accessing our Site, registering with Otter Learning, or typing your name into any of our electronic forms and indicating your acceptance or submission of information by clicking a box, you consent to (a) Otter Learning communicating with you electronically; (b) receiving all applications, notices, disclosures and authorizations (collectively, “Records”) from us electronically; and (c) entering into agreements and transactions using electronic Records and signatures. Please note that federal law treats electronic signatures as having the same legal force and effect as if they were signed on paper by hand, and online contracts have the same legal force as signing an equivalent paper contract in ink. We will use electronic documents for all communications, agreements, disclosures, authorizations and other documents necessary to provide you with the Site. You must have a computer or other web-enabled device, connection to the internet, an active email account, and the ability to receive and read PDF files (such as Adobe® Acrobat® Reader) to conduct business with us electronically. You agree to be responsible for keeping your own Records. You may print or download Records from the Site and keep them for your own reference. If you require assistance with your Records or if you wish to receive records in paper format or to withdraw your consent to receiving electronic records from us, please contact us at email@example.com. Agreements and transactions executed prior to this request will remain valid and enforceable.
Communications from Otter Learning. We may use your contact information to communicate with you about your use of our Site. For example, we may send you service announcements or administrative communications by email, phone, mail, or other means. We may send you marketing communications by email, phone or mail. You understand that you receive these communications as part of your use of the Site. As part of our policy to provide you total privacy, we also provide you the option to opt out from receiving marketing communications from Otter Learning. However, you will not be able to opt out from receiving service announcements and administrative messages.
Texting Consent. By providing us with your wireless phone number, you consent to Otter Learning sending you informational text messages related to the products, services, or information you have requested from us. You can unsubscribe from text messages by replying STOP or UNSUBSCRIBE to any of these text messages. Messaging and data charges may apply to any text message you receive or send. Please contact your wireless carrier if you have questions about messaging or data charges.
Site Contents and Ownership. Unless otherwise expressly indicated, the information contained on this Site, including but not limited to all images, illustrations, designs, photographs, video clips, text, icons, designs, written information, and other materials that appear on the Site are copyrights, trademarks, trade dress or other intellectual property owned, controlled, or licensed (collectively, the “Contents”) by Otter Learning and its affiliates, or are the property of their respective owners and are protected by U.S. and international copyright laws and conventions. Some of the marks on our Site are registered trademarks or service marks owned by us or by our affiliates in the United States and other countries. Various other trademarks and service marks used on our Site are the property of their respective owners, and we use them with their consent. Otter Learning and the other licensors of the marks on our Site reserve all rights with respect to all Contents. The absence of a name or logo on the Site does not constitute a waiver of any intellectual property rights established in any of our Contents. The collection and compilation of the Contents are separately protected and copyrighted works owned exclusively by Otter Learning.
Reports. Otter Learning may, from time to time, deidentify the Personal Information (“Deidentified Information”) that we collect about you and combine it with others’ Deidentified Information in order to generate reports and studies. Otter Learning uses these reports and studies for internal purposes only. Any such reports or studies are the sole and exclusive property of Otter Learning. You hereby assign any rights you may have to such reports, studies, and your Deidentified Information contained therein to Otter Learning in perpetuity throughout the world for any and all present or future uses in any and all languages and for no compensation. All Deidentified Information will be treated as nonconfidential and nonproprietary. Otter Learning shall be under no obligation of any kind with respect to such Deidentified Information and shall be free to reproduce, make derivative works from, use, disclose, and distribute the Reports to others without limitation. Additionally, Otter Learning may use any ideas, concepts, know-how, or techniques contained in generating reports or studies for any purpose whatsoever, including but not limited to developing, manufacturing, or marketing products incorporating such information.
By using the Site and its features, you represent and warrant that (a) any information you submit to us is truthful and accurate; (b) you will maintain the accuracy of that information; and (c) your use of our Site and its features does not violate any applicable law, rule or regulation. Any information that you provide to us will also be subject to our Privacy Notice.
Otter Learning may grant third parties the right to “link” to the Site if the third party makes its request in writing. All third parties that have been granted rights to “link” to the Site must use the URL linking mechanism supplied by Otter Learning. Any alteration, change, modification, adjustment or revision to a “link” must be approved by Otter Learning in writing prior to implementation.
User Generated Material. If and to the extent that the Site accepts user generated material, Site visitors may have the opportunity to publish, transmit, submit or otherwise post comments, photos, or other materials on the Site (“User Generated Material”) that may be accessible and viewable by the public or other Site visitors. With respect to any User Generated Material posted by you, you represent that (i) you created and own the rights to the content, or you have the owner’s express permission to post such content; and (ii) the content does not infringe any other person’s or entity’s rights (including, without limitation, copyrights, trademarks or privacy rights) or violate any applicable laws, rules or regulations, these Terms, or any of our other posted policies. Additionally, User Generated Material must not:
contain any material that is false, defamatory, libelous, obscene, harassing, threatening, discriminatory, bigoted, hateful, violent, vulgar, profane, pornographic or otherwise offensive, inappropriate, damaging, unlawful, disruptive or harmful;
violate Otter Learning’s or any other person’s or entity’s legal rights, contain any material that could give rise to civil or criminal liability under applicable laws or regulations, or otherwise promote, advocate or assist any illegal activity or unlawful act;
create or threaten harm to any person or loss or damage to property;
include others’ Personal Information, such as their address, phone number, email address, social security number, financial information, or any other information that may be used to track, contact, or impersonate that individual;
infringe any patent, trademark, trade secret, copyright, contract, or other intellectual property or other proprietary rights of Otter Learning or any other person;
seek to harm or exploit children by exposing them to inappropriate content, asking for Personal Information or otherwise;
misrepresent your identity or affiliation with any person or organization, including Otter Learning;
seek to collect others’ email addresses, usernames, or passwords by any means for any purpose;
seek to transmit chain letters, bulk or junk email, whether automated or not, or to interfere with, disrupt or create an undue burden on Otter Learning or the networks or services connected to the Site, or to install or attempt to install or promote spyware, malware or other computer code on our computers or equipment or the computers or equipment of third parties;
relate to commercial activities such as contests, sweepstakes, or other sales promotions, barter, advertising or offers of sale or purchase of goods and services; or
be otherwise objectionable or nonfamily-friendly as determined by Otter Learning at our sole discretion.
Please choose carefully the information that you post on the Site and that you give to other users. We discourage you from publicly posting information that identifies you or allows strangers to find you or to steal your identity. You are solely responsible for your User Generated Material and the consequences of posting it online. You assume all risks associated with dealing with other users with whom you come in contact through the Site, and, to the extent that the law permits, you release us from any claims or liability related to any User Generated Material posted on the Site and from any claims related to the conduct of any other users.
We may refuse, alter, or remove User Generated Material without notice for any reason at our sole discretion, including our belief that the User Generated Material may violate these Terms or is otherwise objectionable. We do not endorse any User Generated Material, and the User Generated Material posted does not reflect our opinions, views or advice. We take no responsibility and assume no liability for any User Generated Material that you or any other user or third party posts or sends on or through the Site, nor do we assume any liability for any action or inaction regarding transmissions, communications or content provided by any user or third party.
We reserve the right but have no obligation to monitor, review, screen, post, remove, reject, modify or store User Generated Material at any time and for any reason without notice. We also reserve the right to take any action regarding disputes between you and any other user and shall have no liability for your interactions or any disputes with other users or for any user’s action or inaction. You are solely responsible for your conduct on the Site and your interactions with other users.
Site Security. You are strictly prohibited from violating or trying to violate the security features of the Site, such as by:
accessing data not intended for you or logging onto a server or an account that you are not authorized to access.
attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures unless we expressly authorize that you do so in writing.
attempting to interfere with service to any user, host or network, such as by means of submitting a virus to the Site, overloading, “flooding,” “spamming,” “mail bombing” or “crashing.”
sending unsolicited email, including promotions and/or advertising of products or services forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting.
You hereby agree not to use any device, software or routine to interfere or try to interfere with the proper working of this Site or any activity being conducted on this Site. You further agree not to use or try to use any engine, software, tool, agent, or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and search agents that we make available on this Site and other than the generally available third-party web browsers.
If you violate our system or network security, you may face civil or criminal liability. We will investigate occurrences that may involve such violations. We may involve or cooperate with law enforcement authorities in prosecuting users who are involved in such violations.
Links to Other Websites. Links to websites from the Site are provided solely for your convenience. Otter Learning is not responsible for the content of any other websites, nor do we make any representations about the content or accuracy of material on any other websites. Inclusion of any linked website on our Site does not imply Otter Learning’s approval or endorsement of the website. If you click through to another website, you do so at your own risk. Please be aware that when you click on links that take you to external websites, you will be subject to their privacy policies and practices and not ours. We strongly encourage you to read their privacy notices. Any concerns regarding any such service or resource, or any hyperlink thereto, should be directed to the website’s owner or operator.
Disclaimer of Warranty. OTTER LEARNING IS PROVIDING THIS SITE AND ITS CONTENT ON AN “AS IS” BASIS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT AS TO THE SITE OR ITS OPERATION OR CONTENT. ALTHOUGH WE BELIEVE THE CONTENT TO BE ACCURATE, COMPLETE, AND CURRENT, WE DO NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE ON THE SERVICES IS ACCURATE, COMPLETE, OR CURRENT. OTTER LEARNING CANNOT GUARANTEE OUR SITE’S AVAILABILITY AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM YOUR USE OF OUR SITE. WE MAKE NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR FREE OR VIRUS FREE. YOU USE OUR SITE AT YOUR OWN RISK.
USE OF ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH THE USE OF THE SITE SHALL BE AT YOUR OWN DISCRETION AND RISK. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM USE OF OUR SITE, FROM THE CONDUCT OF ANY USERS (WHETHER ONLINE OR OFFLINE), OR OTHERWISE. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, SOFTWARE, MODEM, TELEPHONE OR OTHER PROPERTY RESULTING FROM YOUR USE OF (OR INABILITY TO USE) OUR SITE. WE WILL NOT BE LIABLE TO YOU IF YOU ARE UNABLE TO ACCESS INFORMATION THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM OTTER LEARNING, ITS OFFICERS, ITS EMPLOYEES OR REPRESENTATIVES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
Limitation of Liability. IN NO EVENT SHALL OTTER LEARNING OR ANY OF ITS EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, SUPPLIERS OR THIRD-PARTY SERVICE PROVIDERS BE LIABLE TO YOU OR ANY OTHER PERSON RELATED TO OR ARISING OUT OF USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, FOR SPECIAL, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF USE, DATA, PROFITS OR GOODWILL, BUSINESS INTERRUPTION, OR COMPUTER FAILURE OR MALFUNCTION, WITHOUT REGARD TO THE FORM OF ANY ACTION, INCLUDING BUT NOT LIMITED TO CONTRACT, STRICT LIABILITY, NEGLIGENCE, OR OTHER TORTIOUS ACTIONS, ALL ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, COPYING, OR DISPLAY OF THE CONTENTS OF THIS SITE. THIS LIMITATION APPLIES TO ALL CLAIMS INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, STRICT LIABILITY, MISREPRESENTATION, PRODUCTS LIABILITY, VIOLATIONS OF LAW (INCLUDING REGULATIONS), NEGLIGENCE, AND OTHER TORTS, AS WELL AS THIRD-PARTY CLAIMS.
Without limiting the foregoing provisions or the provisions of our Privacy Notice or any other agreement between you and Otter Learning, the limit on total cumulative liability owed by Otter Learning to you or any person for any claims arising form or relating to the Site shall be limited to a maximum of the amount you have paid Otter Learning for our services in the last 12 months.
Indemnification. YOU AGREE TO INDEMNIFY AND HOLD US, OUR SUBSIDIARIES AND OUR AFFILIATES, AND THEIR RESPECTIVE MEMBERS, DIRECTORS, OFFICERS, AGENTS, PARTNERS AND EMPLOYEES HARMLESS FROM ANY LOSS, LIABILITY, COST, EXPENSE, CLAIM, DAMAGES, OR DEMAND, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS FEES, DUE OR RELATING TO OR ARISING OUT OF (I) YOUR USE OF OUR SITE IN VIOLATION OF OUR TERMS, (II) YOUR BREACH OF OUR TERMS, OR (III) ANY BREACH OF YOUR REPRESENTATIONS AND WARRANTIES SET FORTH IN OUR TERMS.
Privacy Notice. You acknowledge that you have read and understand our Privacy Notice. You may review our Privacy Notice at any time by visiting our Site and clicking on the Privacy Notice link on each Site.
Assignment. You may not assign, delegate, or transfer these Terms or your rights or obligations hereunder, or your Site accounts in any way (by operation of law or otherwise) without prior written consent from Otter Learning. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Governing Law. Otter Learning controls and operates this Site from its offices within the United States. Claims relating to, including the use of, this Site and the materials contained herein are governed by the laws of the United States and the State of Delaware. If you choose to access this Site from another location, you do so on your own initiative and are responsible for compliance with applicable local laws.
Dispute Resolution. Our Terms will be construed, and their performance enforced, under the laws of the State of Delaware without reference to conflicts of law principles. Any dispute relating to our Terms or the Site shall be litigated only in a court having jurisdiction and venue in Delaware, for state court causes of action and in the District of Delaware for federal court causes of action. By using our Site, each user expressly consents to the exclusive jurisdiction of those courts. We may assign our Terms, in whole or in part, to an affiliated entity or to a third party without notice to our users. Any dispute or claim relating to or arising out of the Terms must be submitted to nonbinding mediation prior to the commencement of arbitration, litigation, or any other proceeding before a trier of fact. The parties agree to act in good faith in any such mediation and to identify a mutually acceptable mediator. If a mediator cannot be agreed upon by the parties, each party shall designate a mediator, and those mediators shall select a third mediator who shall act as the neutral mediator to assist the parties in attempting to reach a resolution. All parties to the mediation shall share equally in its costs.
Class Action Waiver. YOU HEREBY WAIVE ANY RIGHT TO COMMENCE OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT AGAINST OTTER LEARNING RELATED TO ANY CLAIM, DISPUTE OR CONTROVERSY, AND, WHERE APPLICABLE, YOU HEREBY AGREE TO OPT OUT OF ANY CLASS PROCEEDING AGAINST OTTER LEARNING OTHERWISE COMMENCED.
Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.