Effective May 29, 2020
1. ELIGIBILITY. You must be at least eighteen (18) years of age to use the Services. By agreeing to these Terms, you represent and warrant to us: (i) that you are at least eighteen (18) years of age; (ii) that you have not previously been suspended or removed from the Services; and (iii) that your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms and that you agree to be bound by these Terms on behalf of such organization.
3. USE OF ONLINE CONTENT.
(a) The LEAP Learning Framework. You may print or download the LEAP Learning Framework™ (the “Framework”) for your own personal, non-commercial use. You may not reproduce, modify, or share with others (including distribute, publicly perform or display, publish, communicate, import or otherwise make available) the Framework. Notwithstanding the foregoing, administrators and teachers at districts and schools that are working directly with LEAP may reproduce and share (in hard copy only, not in any electronic format) the Framework with other administrators and teachers within their respective district or school for each such person’s own personal, noncommercial use; provided that, you and they do not modify the Framework in any way (including, without limitation, by removing any copyright or attribution notices). By printing or downloading the Framework, you agree to comply with the terms of this Section 3(a) and, if you provide the Framework to other administrators or teachers as permitted herein, to advise each such person of such terms. LEAP may rescind any or all permissions granted under this Section 3(a) at any time, in its sole and absolute discretion.
(b) Other Website Content. You may print or download any printable or downloadable materials (excluding the Framework) or videos available from the Services that are provided by LEAP or a third party and, unless otherwise expressly noted, LEAP or such third party licenses you to use such materials (“Licensed Content”) under the terms and conditions of the Creative Commons Attribution-NonCommercial-NoDerivatives 4.0 International Public License (the “CC BY-NC-ND License”) (available at https://creativecommons.org/licenses/). By downloading or accessing Licensed Content, you agree to comply with all the terms of the CC BY-NC-ND License or such other license terms and conditions as expressly noted on the Licensed Content. The CC BY-NC-ND License requires, among other things, attribution to LEAP or the relevant third party in association with your use of the Licensed Content. If you reproduce or share (including distribute, publicly perform or display, publish, communicate, import or otherwise make available) the Licensed Content then, unless expressly noted on the Licensed Content, you must retain the following if it is supplied by LEAP or the relevant third party with the Licensed Content: (i) identification of the creator(s) of the Licensed Content and any others designated to receive attribution, in any reasonable manner requested by LEAP or the relevant third party; (ii) a copyright notice; (iii) a notice that refers to the CC BY-NC-ND License; (iv) a notice that refers to the disclaimer of warranties in the CC BY-NC-ND License; and (v) a URL or hyperlink to the CC BY-NC-ND License to the extent reasonably practicable. The CC BY-NC-ND License does not permit you to modify or make derivative works from any of the Licensed Content or use any of the Licensed Content for commercial purposes.
(c) Content that You Share. Certain of the Services may permit you to upload and share content with other users. Unless otherwise specified in connection with a particular Service, You hereby (i) grant to LEAP and all other users of the Services a license under the CC BY-NC-ND License to all content that you may upload to the Services, and (ii) represent and warrant to LEAP that you have all rights to such content necessary to upload it and to grant such license without violating the rights of any third party.
4. RESTRICTIONS. You are solely responsible for the content of your transmissions through the Services. Your use of the Services is subject to all applicable local, state, national and international laws and regulations (including without limitation those governing account collection, export control, consumer protection, unfair competition, anti-discrimination or false advertising). By using the Services, you hereby agree not to:
(a) use the Services for any illegal purpose, or in violation of any local, state, national, or international law;
(b) violate, or encourage others to violate, the rights of third parties, including by infringing or misappropriating third party intellectual property rights (including, for example but without limitation, by uploading content for which you do not have permission to upload or grant rights to others under the CC BY-NC-ND License);
(c) interfere with security-related features of the Services, including without limitation by (i) disabling or circumventing features that prevent or limit use or copying of any content, or (ii) reverse engineering or otherwise attempting to discover the source code of the Service or any part thereof except to the extent that such activity is expressly permitted by applicable law;
(d) interfere with the operation of the Services or any user’s enjoyment of the Services, including without limitation by (i) uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code, (ii) making unsolicited offers or advertisements to other users of the Services, (iii) attempting to collect personal information about users or third parties without their consent; or (iv) interfering with or disrupting any networks, equipment, or servers connected to or used to provide the Services, or violating the regulations, policies, or procedures of such networks, equipment, or servers;
(e) perform any fraudulent activity including impersonating any person or entity, claiming false affiliations, accessing the Services accounts of others without permission, or falsifying your age or date of birth;
(f) except as expressly provided for herein, sell or otherwise transfer the access granted herein or any Licensed Materials or any right or ability to view, access, or use any Licensed Materials;
(g) post, upload, or submit any content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate; or
(h) attempt to do any of the foregoing or assist or permit any persons in engaging or attempting to engage in any of the activities described in this Section 4.
6. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND ALL MATERIALS, RESOURCES, AND CONTENT AVAILABLE THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. LEAP EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LEAP MAKES NO REPRESENTATION OR WARRANTY THAT: (I) THE SERVICES OR ANY MATERIALS, RESOURCES OR CONTENT WILL BE UNINTERRUPTED, TIMELY, RELIABLE, ACCURATE, OR ERROR-FREE; (II) DEFECTS WILL BE CORRECTED; (III) ANY PARTICULAR RESULTS MAY BE OBTAINED FROM YOUR USE OF THE SERVICES OR ANY MATERIALS, RESOURCES OR CONTENT; (IV) THE SERVICES, OR THE SERVERS THAT MAKE THE SERVICES AVAILABLE, ARE FREE OF VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL COMPONENTS; OR (V) THE SERVICES OR ANY MATERIALS, RESOURCES OR CONTENT WILL OTHERWISE MEET YOUR NEEDS, REQUIREMENTS, OR EXPECTATIONS. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL, RESOURCES OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SERVICES IS DONE AT YOUR OWN RISK, AND THAT YOU WILL BE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM OR IS CAUSED BY VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, MOBILE DEVICE, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE, ACCESS, OR DOWNLOADING OF THE SERVICES OR ANY MATERIALS, RESOURCES OR CONTENT. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LEAP OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
7. LIMITATION OF LIABILITY. IN NO EVENT SHALL LEAP BE LIABLE FOR ANY LOSS OF PROFITS, DATA, GOODWILL OR REVENUE OR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICES, EVEN IF LEAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY EXPRESSLY AGREE THAT LEAP’S TOTAL LIABILITY TO YOU OR ANY THIRD PARTY FOR ALL DAMAGES, CAUSES OF ACTION, LOSSES, AND COSTS ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES OR ANY MATERIALS, RESOURCES OR CONTENT, OR OTHERWISE UNDER THESE TERMS, IS LIMITED TO THE GREATER OF (I) THE AMOUNT YOU HAVE PAID LEAP FOR ACCESS TO AND USE OF THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM, AND (II) $100. THE FOREGOING REMEDY SHALL NOT BE DEEMED TO FAIL OF ITS ESSENTIAL PURPOSE, AND YOU HEREBY WAIVE ALL RIGHT TO MAKE ANY CLAIM THAT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
9. THIRD PARTY SERVICES. LEAP may provide tools through the Services that enable you to export information to third party services, including through our implementation of third party buttons (such as “like” or “share” buttons). By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third party services are not under our control, and we are not responsible for their use of your exported information. The Services may also contain links to third-party websites. Such linked websites are not under our control, and you agree that we are not responsible for their content.
11. DISPUTE RESOLUTION. Any controversy, claim or dispute arising out of or relating to the Terms (a “Dispute”) shall be resolved solely as provided in this Article 11. You hereby consent to the provisions of this Article 11, and shall institute proceedings only as permitted by this Article 11.
(a) Any Dispute shall be settled, if possible, through good faith negotiation between the parties. Such good faith negotiation shall commence upon a party’s receipt of notice of a Dispute from the other party. However, at any time before or during such negotiations, or following any unsuccessful negotiations, either party may by written notice to the other demand that the Dispute be submitted to arbitration proceedings under the Commercial Rules of the American Arbitration Association (“ADR Rules”), in which case such Dispute shall be finally settled by arbitration administered under the ADR Rules by one (1) arbitrator appointed in accordance with Section 11(b). The parties hereby waive any right to institute a court or other dispute resolution proceeding and acknowledge that private negotiation and arbitration in accordance with this Article 11 is the sole and exclusive means of resolving any Dispute hereunder.
(b) The arbitrator shall be selected by mutual agreement of the parties. In the event that the parties cannot agree on any arbitrator, such arbitrator shall be selected by the American Arbitration Association in accordance with the ADR Rules then in effect.
(c) The arbitration proceeding shall occur in Chicago, Illinois, each party shall bear its own costs relating to such arbitration, the parties shall equally share the arbitrators’ fees and expenses, and the arbitration and related proceedings and discovery shall be confidential and shall take place pursuant to a protective order entered by the arbitrators that adequately protects LEAP’s Confidential Information. The decision of the arbitrator shall be final and binding on the parties, may be enforced by any court of competent jurisdiction, and cannot be the subject of any appeal.
(d) Except as required by applicable Law, neither party shall make any public statement regarding any Dispute, arbitration, or arbitration decision without the prior written consent of the other party, which may be withheld in its sole discretion.
12. GOVERNING LAW. These Terms, and all matters arising out of or relating to these Terms or use of the Services, are governed by, and are to be construed in accordance with, the laws of the State of Illinois, without regard to the conflict of laws provisions thereof. By using the Services, you hereby agree to the exclusive jurisdiction and venue of the state and federal courts sitting in Cook County, Illinois.