1. Preamble

The following terms and conditions are entered into by PopScholar, LLC., a limited liability company organized under the laws of the state of Illinois, U.S.A. ("we or us"), any individual student (“student”) or individual supporter (“supporter”) that has registered and created a user account to access and use all features and services made available through our PopScholar online academic forum and platform offered through www.popscholar.com ("website"), as may exist from time to time (“services”). Students and supporters will be collectively referred to hereinafter as “you” or “your” or “member” when appropriate. These Terms of Service ("Terms") are effective as of March 1, 2016.

By registering to use our services, you agree to be bound by the terms and conditions contained in this agreement, which governs your access and use of the services at all times. By entering into this agreement, you acknowledge that you have read this agreement in its entirety, that you understand this agreement and that you are entering into a legally binding agreement with us.

You agree that by accepting the terms of this agreement, you also agree to the terms and conditions contained in PopScholar’s DMCA Policy, Privacy Policy, and Child Privacy Policy if applicable.

In the event of any inconsistency between this agreement and PopScholar’s DMCA Policy, Privacy Policy, and Child Privacy Policy, the terms of this agreement shall supersede and control.

Your rights and privileges pursuant to this agreement are being provided to you subject to your acceptance of PopScholar’s Terms of Service.

 

2. Notice and consent to our information collection from children under 13

This website attracts children under the age of 13.  The operators of this website collect certain personal information from children under the age of 13. Verified parental consent is required before we may collect or use any information we collect from your child under 13.

Please see our separate Privacy Policy and Child Privacy Policy, which disclose the personal information we collect from children under 13, how we use such information and other important information and notices.

 

3. Non-exclusive limited license

Subject to your continued compliance with the terms and conditions of this agreement, you are hereby granted a non-exclusive, non-transferable and revocable license and right to access and use the services and all features made available there under, from time to time, including the right to access and use  the user profile control page located on the password-protected secure area of our website (“profile page”) in order to upload a user profile and user content and interact and exchange messages with students or supporters, and including the right to access and use the online portfolio (“portfolio”) made available to both students and supporters in order to post accomplishments and other materials consistent with our policies, and also including the right to use and access all online content, video or audio files, graphics, images or any other materials or applications (including any mobile applications) made available to you ("materials"), for your personal use.

The limited right of access of the public portion of our website displaying individual student user profiles and all materials made available thereon is also hereby granted concurrently to any  employees or any third-party administrators of any bona-fide academic institution or vocational training or educational organization.

You are not authorized to: (i) resell or sublicense, outsource, time-share or rent the services or materials; (ii) distribute, transmit, or publish any portions of the website to the public or download (other than page caching) or modify any portion of the website in any form, format, or method; (iii) modify, create derivative works from or reverse engineer, reverse assemble, disassemble or decompile the services or any materials or otherwise attempt to discover any source code or use unauthorized versions of the services or any materials for purposes including (without limitation) building a product or service similar to or competitive with the services or to gain unauthorized access to the services; or (iv) otherwise use the services or any materials as part of a product or service for any commercial use or purpose whatsoever or in any way exploit any of the services, in whole or in part, except as otherwise expressly permitted in this agreement and any other agreement applicable to your use of the services.

The services and all materials are being licensed and not sold to you pursuant to the terms and conditions of this agreement. Except as expressly stated herein, this grant of license does not convey any other rights in and to the services or any materials contained on restricted portions of this website, express or implied, or ownership of any applicable materials or any intellectual property rights. All rights not expressly granted herein are reserved by us. You may not use the services or any materials contained on this website in any manner that infringes on the copyrights or proprietary interests of any third party or that is in violation of any law, as more fully stated in our content policy contained in these terms.

 

4. Limited license to use this website

You are granted a single, non-exclusive and revocable license to view and access the content contained on this website, any logos, text, graphics, headers, banners, images, coding, tags, videos, audio recordings, podcasts and similar recordings, applications, files or any other separate website element made available to you appearing on the public portion of this website available to all visitors in general (collectively referred to as "materials"). You agree that no joint venture, partnership, employment or agency relationship exists between you and us as a result of this agreement or your use of this website. You are responsible for obtaining and maintaining all equipment and services needed for your access to and use of this website and are responsible for all related charges. The license rights and other terms governing your use of our PopScholar platform are wholly contained in our separate terms of service.

 

5. Restrictions on profile page use

You acknowledge and agree that any unauthorized use, copying or distribution of our website including the profile page and all other separate website elements, the services or materials (as defined in our terms of use) is expressly prohibited by law. Without limitation, you agree not to do any of the following: (i) attempt to gain unauthorized access to any portion of the website or to other accounts, computer systems or networks connected to the website, whether through hacking, password mining or any other means; (ii) falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations, or labels of the origin or source of software or other material contained in a file that is uploaded; (iii) obtain or attempt to obtain any materials or information through any means not intentionally made available through the website; (iv) engage in any systematic extraction of data or data fields, including without limitation e-mail addresses; (v) disrupt, interfere with or inhibit any other person's use and enjoyment of the services; (vi) violate our rights or any third party rights, including without limitation abuse, defame, defraud, harass, stalk, threaten or otherwise violate our legal rights (such as rights of privacy and publicity) or any third party legal rights; (vii) use our domain name as a false or pseudonymous return e-mail address; (viii) use our business or domain name to market or sell any goods or services (including advertising and making offers to buy or sell goods or services or implying that we in any manner endorse or are associated with such goods and services), unless we have given our prior written consent; (ix) use any portion of the website in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the website or any networks connected to the website; or (x) access or use the website or the services in any manner that could damage, disable, overburden or impair any of our servers or the networks connected to any of our servers.

 

6. General use restrictions

As a condition of your access and use of this website, you agree that: i) you will only use this website and/or any of the materials for personal, non-commercial purposes; ii) you will not use the website in any manner that could damage, disable, overburden, or impair the website or interfere with another person's use and enjoyment of the website, including uploading or introducing files that contain viruses, corrupted files, or any other similar software or other applications or programs that cause damage or interference with any computer, server or network; iii) you will not engage in any unauthorized use of any materials in a manner that violates copyright laws, trademark laws or the laws of privacy and publicity of another; iv) you will not use any data mining, robots, engage in any "harvesting or similar data gathering or extraction methods in connection with this website; v) you will not otherwise engage in any hacking or attempt to gain unauthorized access to any portion of this website; and vi) you agree to comply with all applicable laws and regulations of the United States and any other applicable international treaty, law or regulation governing your use of this website. Use of this website for any of the foregoing reasons is strictly prohibited. Additional use restrictions are contained elsewhere in this agreement.

 

7. Compliance with applicable laws

We make no representation that the materials available on this website are appropriate or available for use in your jurisdiction. You are solely responsible for compliance with local laws in your jurisdiction or territory, to the extent applicable. Access and use of this website from any jurisdictions where the materials are illegal is strictly prohibited and we shall have no liability to you whatsoever in such case.

 

8. Intellectual property notice

All logos or any other trademarks, trade names or service marks, whether marked or unmarked, and/or any software, photographs, illustrations, audio files, video files, animations, flash files, data files, code snippets, tags and metatags and other material (collectively "content") which is protected by copyright, trademark or other proprietary rights by us or affiliates or other third parties. No content may be used without our prior written consent. We retain all right, ownership, title and interest in all content, whether or not we have registered for or has been granted any such protections under state and/or federal law.

 

9. Our intellectual property

All materials are either owned or licensed by us and are protected under our proprietary rights. Commercial use of any of the materials contained on this website is strictly prohibited. Except as otherwise stated, none of the materials may be saved, downloaded, copied, reproduced in any electronic, digital or mechanical format or medium or by way of photocopying or otherwise, and may not be disseminated, distributed, re-published or used for any public display or performance, in any form or manner whatsoever without our prior written consent. We reserve the right to limit the amount of materials displayed on this website. You are restricted from, modifying or altering any copyright or other proprietary notice, or trademarks from any of the materials found on this website. In addition, the "look and feel" of this website (including the unique combination of website colors, page headers, graphics, icons, images and scripts) is considered by us to be valuable and protectable trade dress and may not be copied, imitated, or used (in whole or in part) by you without our prior written permission. This website and all separate website elements are protected under United States copyright laws. You may not engage in any "framing" of any page of this website or otherwise of any of the materials on this website. Some of the materials on this website include embedded video and/or audio recordings and may include podcasts and other similar down-loadable video or audio files from time to time. All video and audio recordings and files are owned by us unless otherwise stated in those materials. Additionally, this website may contain embedded video or audio recordings from external servers and third party websites including, but not limited to, YouTube.com, Vimeo, Google video, etc. All such embedded recordings are owned by us regardless of whether they are hosted by any such third party websites and/or external servers.

 

10. Trademarks and service marks notice

All logos or any other trademarks, trade names or service marks and/or any other marks or logos posted on this website, whether marked or unmarked, is either owned by us, an affiliate or subsidiary, or by some third party. No trademarks, trade names, service marks, etc. Posted on this website may be used without the prior written consent of the owner. We retain all rights, ownership, title and interest in all trademarks, trade names or service marks contained on the website owned by us, whether or not we have registered for or have been granted any such protections under state and/or federal law. Additionally, any use of any metatags or any other tags or text not openly visible on this website which utilizes our name, trademark, service mark, or uses the name of any product or service offered by us without the our prior written permission is strictly prohibited. You are restricted from "co-branding” this website with any third party website, product or business. This means you are restricted from copying any trademark, logo, service mark, trade name or any other materials on this website and displaying the same on any other website in any manner that would provide any viewer to reasonably conclude that such website is or could be affiliated with this website and/or the website operator and/or has permission to display the contents of this website or any materials.

 

11. Intellectual property disclaimer

Any references made on this website to any established trade names, trademarks, service marks, product names or any other third party intellectual property is strictly used for reference and identification purposes only. No ownership, affiliation or sponsorship exists between us and the owner of any referenced trademark, trade name, service mark, or with any specific good or service referenced on this website. We do not endorse or recommend any services or products referenced on this website unless otherwise expressly stated, however they may be referenced or identified.

 

12. Our external links policy

We grant you permission to link to this website, including "deep linking" to web pages within this website. However, at all times you agree that: (1) you will only use a text link to link to this website as it appears on your website and you will not use any trademark or logo or incorporate any type of "image link on your website using any of the materials; (2) you will not engage in any "scraping" of the materials by any means (i.e., extracting content from the website and reformatting it, aggregating it with other content or redistributing it other than in its complete and original format); (3) you will not engage in any "framing" of any pages of this website or any of the materials by copying any displaying any portions thereof through use of any in-line links or by any other manner; and (4) you agree to display any web page within this website in full including all trademarks, advertising, banner ads and all other promotional materials, unaltered and without any additional content not included on the original webpage, including any frame, border, margin, design, logo, branding, third party trademark or any other advertising or promotional materials not displayed on the original webpage. We reserve the right at any time, in our sole discretion, to revoke your right to link to any webpage on this website. Any other use by you of any external links to this website made in any manner other than according to these terms is strictly prohibited.

Notwithstanding the foregoing, you, or any of your employees, agents, affiliates or any other person or entity under your control, are restricted from placing any type of external link to this website on any website that has been penalized or de-indexed by Google or any other major search engine due to the website's content, spam practices, any malware/viruses contained on the website(s) or due to any other activities whatsoever in violation of the terms or policies of such search engine. In addition, you agree that you will immediately cause the removal of any links to this website from any such third-party website(s) which has/have in fact been penalized or de-indexed by Google or any other major search engine, or which otherwise has/have caused us to suffer a decrease in search engine rankings, incur any search engine penalties or suffer any other damages due to the existence of any links to our website.

 

13. External links disclaimer

This website may contain links to third party web sites not owned by us. Any external links are provided as a matter of convenience to you. This means that we do not endorse the content contained on any website linked to this website or claim any affiliation or sponsorship with such third party website. By clicking on any external link, you understand you will be leaving this website and will no longer be viewing any of the materials. We have no control over the content contained in these other websites and have no obligation to review this content or information. If you decide to click on any of the links contained on this website, you agree that you are doing so do entirely at your own risk. You agree that we are in no way responsible for the availability, reliability or performance of any websites linked to this website. Additionally, we shall not be held responsible or liable, directly or indirectly, for any claim in connection with your use of such third party websites including, but not limited to, any computer viruses, data loss or any claims relating to any products or services sold on any third party websites.

 

14. DMCA and trademark/service mark policy

We will, in appropriate circumstances as determined in our sole discretion, terminate the rights of any of our users utilizing our PopScholar platform to submit, upload or post any of their own content onto any portion of our website using our service. If any such content uploaded by any of our users using our services through this website infringes upon any third-party intellectual property rights, we will investigate notices of copyright infringement and take appropriate actions pursuant to the digital millennium copyright act, title 17, United States code, section 512(c)(2) ("DMCA"). Please see our DMCA Policy on this website for more details and how to notify us of any alleged infringing materials appearing on this website.

 

15. Student and supporter registration and membership accounts

We require that students and supporters register and create an account in order to subscribe to the services offered through our website. Once you provide the requested information during the registration process, an account will be automatically created. You also warrant and represent to us that any information you provide during registration is accurate and current, and that you are authorized to provide such information. You will be required to maintain and update your registration information as required to keep your information complete and accurate at all times. We may, in our discretion, terminate, suspend, or modify your registration with, or access to, all or part of the website and/or the services, without notice, at any time if you have provided untrue, inaccurate or incomplete registration information. You will be issued or required to create a user id and password to log-in to the restricted areas of our website in order to use the services. You can use this log-in information to access the services at any time and you may create a unique user id and password after you have logged-in for the first time. It is your responsibility at all times to maintain the security and confidentiality of your account information, including your user id and password information. We are not responsible and shall have no liability to you for any misuse or unauthorized access or use of your account. You agree that you shall be the only user of your account and will not allow others to use your account information to log-in and access this website other than has may be expressly allowed under your license rights stated in this agreement. You assume liability for and are solely responsible at all times for all use and all actions made under or through your account including, but not limited to, unauthorized use by any third parties or any employees. You agree that we may act in reliance, without investigation, upon any of your log-in information. We will not be required to inquire into the truth or evaluate the merits of any of your log-in information.

Your ability to access and use the services may require the payment of third party fees and charges (including but not limited to fees and charges such as telephone toll charges, airtime charges or internet service provider fees, or fees or taxes imposed on internet services, including any sales or use taxes, by governmental agencies). You are responsible for paying all such fees, charges and taxes. We are not responsible for any equipment you may need to be able to access or use the site or the services.

 

16. Children Online Privacy Protection Act notification

Pursuant to 47 U.S.C. Section 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the website http://www.kids.getnetwise.org/tools. For more information regarding policies and practices about how we may collect and disclose information from our website users, please visit and read our Privacy Policy and our Child Privacy Policy.

 

17. User content policy

e of any and all materials on our website and appearing on any student's or supporter's profile including, but not limited to, images, graphics, photos, videos, audio recordings, text, ideas, all written materials and/or any other written or electronic materials ("content"). In consideration for your access and use of the services offered by us through this website, you agree to comply with the following terms and conditions at all times during your use of this website. You are permitted to use any images created by us that we may elect (in our sole discretion) to make available to users of our services from time to time and provided through your online profile page. You are also permitted to upload your own images to our image bin and use such images on your profile page. All images uploaded by you will be reviewed by our staff to ensure that the images fall within our user content policy guidelines, set forth in more detail below.

A. Representations and warranties: you represent that you are the owner, authorized licensee or authorized user of any content that is uploaded and used directly by you. You agree that you will not upload, publish, link to or otherwise distribute any content that:

i) promotes, solicits, comprises or contains abusive, defamatory, excessively violent, harassing, inappropriate, indecent, lascivious, lewd, obscene, pornographic, profane, threatening, vulgar or otherwise inappropriate, objectionable or unlawful material or that is harmful to minors; or

ii) encourages conduct that would violate any law or content that violates any applicable statute, ordinance, regulation or rule; or

iii) contains personal information about any individual without that persons consent or otherwise violates the privacy of any other individual or entity or content you are not authorized to disclose; or

iv) misrepresents an affiliation with another person or organization or posting any content that infringes any copyright, trademark, service mark, patent, trade secret or other intellectual property right of any third party; or

v) contains viruses, corrupted files, worms, Trojan horses or any other similar malicious software or programs that may expropriate, intercept or interfere with any data, information, property or system of another person or that may damage interfere or adversely affect the operation of our website or any computer or other device of any user of our website; or

vi) is materially false, misleading or inaccurate.

B. User indemnification: you agree that you shall indemnify, defend, hold harmless and pay any judgment or settlement of, any and all claims or actions of whatever kind or nature asserted by any third party against us, including any of our officers, employees, agents or representatives, as may be applicable, arising from or in connection with: i) any content you upload in connection with your use of the services  or in any other way related to this agreement, regardless of the nature or type of any such claim. You agree to pay all expenses, court costs and attorneys' fees incurred by us in connection with any of the foregoing claims or actions.

C. Content storage: you are solely responsible for all content including, if desired by you, the making and keeping of back-up copies of any or all content. We shall not have any responsibility or liability for the deletion or accuracy of any content, the failure to store, transmit or receive transmission of any content or the security, privacy, storage or transmission of other communications involving your use of our website. We will not access, view or listen to any content, except as follows: (1) as permitted under this agreement, including our privacy policy; or (2) as necessary to maintain or provide the website or the services, including without limitation: (a) to respond to support tickets; (b) to restore the applicable content at your request in the event of a service interruption; (c) to conform to legal requirements or comply with legal process as deemed necessary or advisable by us in good faith; (d) to detect, prevent or otherwise address fraud, security or technical issues; or (e) to enforce this agreement, including investigation of potential violations hereof as further described in this policy (investigations).

D. Irrevocable license to use content: any content you submit, or upload to our website by any means will be treated as non-confidential and may be altered or restricted from being displayed on this website under the terms of this policy, at our sole discretion. When you post content on this website, you keep all rights and title to the content including any copyrights, but you grant us with an irrevocable, nonexclusive, royalty-free and perpetual right to share some of your content you upload with third-party advertisers for the sole purpose of showing you relevant ads and to use, post, display and copy that content in connection with the operation of this website and/or the services and to sell or otherwise transfer that content in connection with transfer of operation and/or ownership of this website or other location to which the content was posted.

E. Limited editorial control: we may from time to time monitor or review any content posted or transmitted by you to ensure compliance with this policy. However, we are under no obligation to do so. We reserve the right, in our sole discretion, to terminate your account, remove any content and/or remove your ability to upload any content if we believe that you have violated any of the terms or conditions contained in this policy. We are a provider of "interactive computer services" under the communications decency act, 47 U.S.C. Section 230 (“CDA”). We intend to comply with the requirements of the CDA and shall exercise any editorial control over any of the content in a limited fashion in order to carry out the terms of this policy and/or protect its interest or rights or those of any third parties. Our liability for defamation and other claims arising out of or in any way related to the content shall be limited as described in the CDA. We shall not have any legal obligation to assume any editorial control over the content.

F. Content disclaimers and investigations: we shall not be responsible for any content uploaded onto our website and we do not warrant the accuracy of any such content. We assume no responsibility to investigate or verify the accuracy of any content or that the content does not violate any law or the rights of some third party or is otherwise injurious or causes some third party to suffer any damages. Under no circumstances shall we be liable for any damages occurring or arising from any content posted or transmitted on this website by you that is defamatory, libelous or slanderous, contains any omissions, falsehoods, obscenities, is pornographic or sexually explicit or profane or otherwise violates any law or right of some third party. We do not represent or endorse the accuracy or reliability of any content. You acknowledge that any reliance by you upon any content (whether yours or others) shall be at your sole risk. We do not generally monitor user activity occurring in connection with the profile page or on any third party website you may utilize any chat page or the services. However, if we become aware of any actual or possible violations by you of any provision of this agreement, including without limitation this user content policy, we reserve the right to investigate such actual or possible violations and we may, at our sole discretion, immediately terminate this agreement (including the license granted herein), or may change, alter or remove any content, in whole or in part, without prior notice to you. If, as a result of any such investigation, we believe that criminal activity has occurred or is occurring, we reserve the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. In connection with any such investigation, we are entitled, except to the extent prohibited by applicable law, to disclose to law enforcement or other government officials, as we in our sole discretion believes to be necessary or appropriate, any information (including without limitation personally identifiable information), about you that is in our possession in connection with your use of the profile page and the services in general.

 

18. Termination

We can terminate your use and access of the services by sending you a notice of termination to the e-mail address included in your log-in information (which notice shall be effective upon being sent by us) if: i) you violate or breach one or more provisions of this agreement; or ii) we determine in our sole and exclusive judgment that terminating your access to our website, services or your profile page is advisable for security reasons, to protect us from liability, or to maintain the continued normal uninterrupted operation of our website and/or the services; or iii) if we determine in our sole judgment that continuing the operation of the services and/or website is no longer desirable or in the best interests of the operators of the website. Once this agreement is terminated for any reason, your license to use the services shall terminate and shall otherwise be revoked by us.  Content that you have posted to the website other than content that has been published will be deleted or retired as a result of your termination. We will retain any of your identity information only for so long as is reasonably required to fulfill the purposes for which it was collected, but data retained in backups will be removed only as the backups are purged in the normal course of our backup procedures.

 

19. Indemnification by you

You hereby agree to defend, indemnify and hold us, our officers, directors, employees, consultants, agents, representatives, joint venture or joint venture partners, attorneys or any parent, subsidiary or other entity controlled or owned by us, harmless from and against any and all claims, liabilities, damages or costs (including without limitation fees, costs and other expenses of attorneys and expert witnesses) arising out of or in any way related to: (i) any breach of this agreement by you; (ii) your use of and access of our website and use of the services; (iii) any actual or alleged violation by you or by any person using your user account information (whether or not such use is authorized by you) of this agreement or any applicable law, or any intellectual property, proprietary, privacy or other right of any third party; or (iv) your negligence or willful misconduct.

Furthermore, you agree to indemnify and hold us harmless, including our directors, officers, shareholders, members, managers, employees, agents or attorneys, to the extent applicable, from any and all claims, liabilities, legal proceedings, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or related to: i) your use of and interaction with this website in any way whatsoever; or ii) any violation of the terms and conditions of this agreement; or iii) violation of any law; or iv) violation of the rights of any third party for which any suit or legal proceeding is brought against us related to such violation. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim and agree that we shall be entitled to exercise sole discretion over the control and manner of such defense.

 

20. Release

You hereby release us, our officers, directors, employees, agents and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with: (a) your use of the services or for any other purpose whether or not contemplated or permitted by this agreement; and/or (b) from any transaction, event, occurrence, injury or other damage arising from or related to any dialogue or other activity or interaction you participate in with any other users of the services or this website and any content related to the same. If you are a California resident you hereby waive the application to you of California civil code section 1542, which states: “a general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if not known by him or her must have materially affected his or her settlement with the debtor.” If you are not a California resident, you hereby waive any applicable law that is similar to California civil code section 1542.

 

21. Third party advertising disclaimer

You agree that under no circumstances shall we be liable to you for any damages or claims of any kind or nature whatsoever related to any advertisements  displayed on this website that you view by any third-party advertiser including, but not limited to, any ad content that is defamatory, libelous or slanderous, contains any omissions, falsehoods, obscenities, is pornographic or sexually explicit or profane or otherwise violates any law or right of some third party, or related to the content or nature of any ads displayed on our website and the manner in which any advertisers use such ads on this website.

 

22. Down time disclaimer

While we strive to keep downtime to a minimum, from time to time the site and the services may be unavailable, whether due to periodic maintenance or otherwise. We shall not be liable to you for any downtime caused by any of the following: (i) periodic maintenance (notice of which will be posted in advance on the website at the point of user log-in and/or e-mailed to the e-mail address contained in your primary log-in information), (ii) any reason described in our section regarding force majeure, or (iii) your inability to connect to or to access the website or services due to problems related to your pc hardware, software, network, network setup or security, or your internet service provider or any other similar problem.

 

23. Warranty disclaimer

The services are being made available on a "as is" and "as available" basis, "with all faults" and are being provided without any warranties, guarantees or representations of any kind, either express or implied, including the warranties of merchantability or fitness for a particular use or purpose. Without limiting the generality of the foregoing, we make no warranty regarding the quality, usefulness, reliability of or performance of the services or that the services will meet your expectations of use. You agree to assume the sole risk associated with your use of the services. We do not warrant that the services are appropriate or legal in your jurisdiction. We are not responsible for any unavailability, interruption or delay of any servers or with telecommunications or third party services (including DNS propagation) necessary to host our website and/or to provide access to any services or materials made available through our website, under any circumstances. The use of the services and the materials therefore shall be done solely at your own discretion and risk and with your understanding that you will be solely responsible for any damage to your computer system or any loss of data or any other harm that results from such activities. We shall have no responsibility for any failure that arises out of your use of the website and the services with any hardware configuration, platform or operating system, including without limitation any failure related to or arising from your inability to connect to or to access the website or services due to problems related to your personal computer hardware, software, network, network setup or security, or your internet service provider or any other similar problem.

Use and access of this website and of any of the materials is done at your sole risk. This website and all materials are being provided "as is" and "with all faults. We expressly disclaim all warranties of any kind, whether express, implied, or statutory, regarding your use or the performance of this website or relating to your use of any of the materials in any manner whatsoever including, but not limited to, any implied warranties of merchantability, fitness for a particular use or purpose, title or non-infringement of intellectual property rights. Without limiting the generality of the foregoing, we make no warranty regarding the quality, usefulness, performance or reliability of this website or of any materials or that this website or any materials will meet your expectations of use or that this website will be uninterrupted, secure, error free or that any defects will be corrected in a timely manner by us. We are under no obligation to update any of the materials or other information contained on this website. We do not warrant that this website or any of the materials are appropriate or legal in your jurisdiction or that this website or any of the materials will be free from viruses, worms, Trojan horses or any other code, application or program that may contain harmful elements.

 

24. Limitation of liability

You agree that PopScholar, LLC, our officers, managers, members, employees, affiliates, agents, attorneys, successors and/or assigns (as applicable), shall not be liable for any special, consequential, incidental or any other indirect damages including, but not limited to, any lost profits or revenues, lost data or lost goodwill or any other damages arising out of or relating to this agreement or your access and use of the website or the services in any way whatsoever including, but not limited to, liability for any interruption or termination of your use of the services for any reason whatsoever or for any content contained on this website or the access, recording, storage or other use by us thereof, including without limitation: (a) any content that is sent, received, held, released or otherwise connected in any respect to the website or the services; (b) any content that is uploaded but not received; (c) any access to or alteration of content by you or any other person; (d) any content uploaded using, or included in, the services; (e) any defamatory, illegal, obscene, offensive or threatening content; (f) the conduct of you or anyone else in using the services; or (g) any infringement of another person's rights, including without limitation rights of privacy, intellectual property or data protection. We shall not be liable to you as stated herein regardless of the cause of any such damage or the nature of any claim, whether for breach of contract, by statute, for any tortious conduct (including, without limitation, negligence and strict liability) or by any other legal theory, whether or not the company has been advised of the same. Accordingly, you agree to waive your rights under any laws that otherwise might limit your waiver of such claims, including California civil code section 1542 if you are a resident of the state of California, or any other applicable state laws.

You agree that we shall not be liable to you under any circumstances for any direct, indirect, special, consequential, incidental or any other damages of any kind including, but not limited to, lost profits or revenues, lost data or loss of goodwill, or for any other damages whatsoever arising out of or relating to the use or inability to use this website in any manner whatsoever including your use or reliance on any of the materials contained on this website or contained on any third party website you access through this website. We shall not be liable to you as stated herein regardless of the cause of any damage you may incur, including any damages not foreseeable by us and regardless of the nature of any claim, whether for breach of contract, by statute, for any torts (including, without limitation, negligence and strict liability) or for any other legal theory, whether or not we have been advised of the same. You acknowledge that you may be waiving rights with respect to claims that are unknown or are unsuspected. Accordingly, you agree to waive the benefit of and your rights under any law that otherwise might limit your waiver of such claims including, to the extent applicable, California civil code section 1542.

 

25. Exceptions to disclaimers and limitations

Some jurisdictions do not allow the waiver of certain warranties or the limitation of liability for certain damages. Accordingly, some of the above warranty disclaimers and limitations of liability may not apply to you. To the extent that we may not disclaim any implied warranty or limit its damages, the scope and duration of any required warranties under law and the extent of our liability shall be as limited as allowed under any applicable laws.

 

26. Compliance with laws

You are solely responsible for compliance with any laws applicable to your use of the services. You agree to comply with all applicable laws and regulations of the United States and the various states. Access and use of this website from any jurisdictions where the services being provided are illegal is strictly prohibited and we shall have no liability to you whatsoever in such case

 

27. Restricted access and use

The website and the services are not available in certain countries or to certain persons, the identity and composition of which may change from time to time in the sole discretion of us including, without limitation, in order to comply with current applicable laws and regulations. We reserve the right to deny access to and use of the site and the services to any country, jurisdiction, geographic region, or person at any time and for any reason whatsoever, including without limitation to comply with applicable law.

 

28. Information collection consent and privacy policy

By entering into this agreement, you agree to our collection, use, and disclosure of your identity information (identity information) and all other information in accordance with this section and in accordance with our Privacy Policy. We may use and share your personally identifiable information that you submit through the registration process and your use of the services with any third parties, as set forth in our privacy policy, which may be updated from time to time. This information may include your email address, first name, last name, IP address, website "use information", etc. that we automatically collect about your use and interaction with our website and the services. All details of our collection and use of any information we collect from you is set forth in detail in our Privacy Policy, as may be updated from time to time. The information we may collect from you and share includes any other information we may decide to collect and share from time to time as stated in our Privacy Policy. You acknowledge that you have read the Privacy Policy and that it is a part of this agreement and you hereby consent to our collection and use of any of your identity information and/or use information as described therein. We may also use cookies as described in our Privacy Policy, for the purpose of managing your access to the website, profile page, delivering the services to you and for other purposes.

The manner in which we use any identity information or any other information that you submit or that we collect automatically through your access and use of the services  shall at all times be consistent with this section and with our Privacy Policy. If there is any conflict between the terms of our Privacy Policy and the terms of this agreement, the terms of this agreement shall control. Any identity information collected by us in connection with this agreement may be stored and processed in the United States or any other country in which we maintain facilities. You consent to any such transfer of identity information outside of your country of citizenship or residence. Any violation of the terms of this section will result in immediate termination of your account, which such determination will be made by us at our sole-discretion.

We collect and store certain information submitted by our students and supporters, which may include children under the age of 13, in connection with our services by all participants including, without limitation, identity information (as defined in our Privacy Policy) including any email addresses exchanged by and between students and supporters, all comments between students and supporters, any online screen names or any other data or information that is displayed or transmitted online using our services and certain automatic information such as user IP address and device information and website use information, etc. Please see our Child Privacy Policy for more details.

We have no control over, and shall have no liability to you whatsoever for, whether and in what manner any third parties or other users of the services use any of your identity information or your child's identity information or any other information or materials you or your child under 13 provides/displays on our website. You acknowledge that we do not pre-screen or monitor information that either students or any supporters provide or otherwise submit by using the services.

 

29. Privacy and communications policy consent

By using this website, you consent to our use of any personal information provided by you through your use of this website pursuant to the terms contained in our privacy and communications policy. You also acknowledge that you have read and understand these terms before you submit any personal information on this website for any reason

 

30. Anti-spam policy

We intend to comply with the requirements of the CAN-SPAM Act (15 U.S.C. $ 7701 et. Seq.) at all times. We do not engage in sending any unsolicited spam or junk mail of any kind including sending out any email communications in bulk or by a single mailing to anyone. However, if you have registered to this website or subscribed to receive any materials from us and provided your email, you may receive promotional emails regarding upcoming product offers, sales, contests, etc. We do not consider such communications to be unsolicited spam. You will always have an option to opt-out of receiving any such communications from us. Please see our privacy and communications policy for more information on how we use any information we collect from you.

No person who accesses or uses this website, including any registered users, may use any information collected from this website to send any unsolicited email communications or email communications otherwise in violation of the CAN-SPAM Act. Such activities are strictly prohibited and a violation of these terms. We will immediately terminate the user account of any registered user (to the extent applicable) who has violated this provision. If you would like to opt-out from receiving any promotional emails from us, or if you would like to contact us for any other reason relating to this policy, including making any complaints regarding any emails sent to you or our email policy in general, please contact us at help@popscholar.com. Please provide the reason why you are contacting us in the body of your email and a brief subject line description.

 

31. Surveys, contests and promotions

Any surveys, contests, challenges or other promotions (collectively, "promotions") made available through this website from time to time may be governed by rules that are separate from this agreement. If you participate in any promotions, please review the applicable rules as well as our privacy policy. If the rules for any promotion conflict with the terms contained in this agreement, the separate rules of the promotion will supersede and control such conflicting terms.

 

32. Modifications

We reserve the right, at any time, to amend the provisions of this agreement. If you do not accept any amendments, this agreement will terminate. Please regularly check this agreement as posted on this website to view the then-current terms of this agreement. Notwithstanding anything in this agreement to the contrary, if we post amended terms to this agreement on our website, such terms will automatically become effective, shall be incorporated into this agreement immediately upon being posted, and where inconsistent with any other terms and conditions of this agreement, shall supersede any such conflicting terms or conditions. By accessing and using our website and the services after such revised terms are posted, you agree to be bound by any such revised terms. You agree to periodically visit our website to examine the then-current terms and conditions of this agreement. Your access and use of the website and the services will always be subject to the most current versions of these terms of service and our privacy policy, as well as the website terms of use in effect at the time of such use. Please regularly review the terms of use on the home page of the website to view the then-current terms of use, terms of service and privacy policy.

 

33. Miscellaneous:

A. Entire agreement. You agree that this agreement constitutes the complete and exclusive agreement regarding your access to and use of the services, along with the terms contained in the website terms of use, and supersedes any prior communications, representations or agreements of the parties, weather written or oral. This agreement cannot be altered, amended, or modified except in writing executed by an authorized representative of each party. Neither electronic mail nor instant or text messaging shall be considered sufficient to change, modify, extend or otherwise affect the terms of this agreement

B. Authority. If you are accepting these terms on behalf of another person or a legal entity including your business, you represent and warrant that you have full authority to bind that person, company, or legal entity to these terms and otherwise have authority to enter into this agreement.

C. Severability. If any provision of this agreement is held by a court or other tribunal of competent jurisdiction, in whole or in part, to be invalid, illegal, or unenforceable in any respect, for any reason, the validity, legality and enforceability of the remainder of that provision, any other remaining provisions, and of the entire agreement shall not in any way be affected or impaired thereby, and shall be interpreted, to the extent possible, to achieve the purposes as originally expressed with the provision found to be invalid, illegal or unenforceable. Each provision hereof is intended to be severable, and the validity, legality, or enforceability of any provision of this agreement shall not affect the validity, legality, or enforceability of the remainder of the agreement.

D. Arbitration. You agree to give up your rights to bring any claims relating to this agreement other than to protect your intellectual property and/or your use of this website and/or the services before a court of law or other legal tribunal and to resolve all disputes or claims exclusively by arbitration. Except for actions to protect intellectual property rights and to enforce an arbitrator's decision hereunder, any and all claims, disputes or controversies of whatever kind and nature, whether preexisting, present or future between you and us, our agents, employees, principals, directors, officers, shareholders, members, managers, successors and assigns, to the extent applicable, arising from or relating to this agreement, its interpretation or validity, shall be resolved exclusively by binding arbitration pursuant to the then-current rules of the American Arbitration Association (“AAA”) and shall be administered by the AAA.  Notwithstanding the foregoing, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in state or federal court under the terms of this agreement.

Any arbitration proceeding shall be brought and heard in the Cook County, State of Illinois, U.S.A. The arbitrator shall be authorized to grant any relief available under law or in equity and any award rendered shall be final and conclusive upon the parties, except that the arbitrator shall not be authorized to award punitive damages to either you or us. Any judgment may be entered in any court having jurisdiction and the arbitrator may award reasonable costs and fees, including reasonable attorney’s fees and all arbitration fees, to the prevailing party, notwithstanding the then current rules of the AAA. You agree that a written notice requesting arbitration must be provided to us within one (1) year after the acts or occurrences supporting such a claim, without tolling for a failure to discover such act or occurrence. If you do not send a written notice to us within the requisite one (1) year period, that claim (or those claims) shall be waived and released and you shall be forever barred from asserting that claim (or those claims) in the future.

E. Venue and choice of law. Any and all claims, demands, controversies or legal proceedings arising out of or related to this agreement and/or your use of this website and/or the services may only be brought exclusively in a federal or state court situated in Cook County, Illinois, U.S.A. and you hereby expressly agree to submit to the personal jurisdiction of such court and consent to extra-territorial service of process. Further, you waive any right to challenge the selection and choice of jurisdiction and you acknowledge that the right of selection of jurisdiction being waived by you is a valid part of the consideration of allowing access to and use of this website by you. This agreement shall be construed and enforced in accordance with the laws of the state of Illinois, U.S.A., without regard to any applicable conflict of laws principles and without regard to any applicable international laws, treaties or regulations.

F. Waiver. The waiver by us of a breach of any provision of this agreement by you shall not operate or be construed as a waiver of any other or subsequent breach by you.  Any non-enforcement of this agreement by us shall not be considered a waiver of our rights to enforce the terms hereunder.

 

34. Modifications

We may, in our sole and absolute discretion, change the terms contained in this agreement from time to time. We will post notice of any such changes on the website prominently and/or notify all registered users the next time they log-on after the any changes are effective. Notwithstanding, you agree to periodically visit these terms of use to determine the then current terms and conditions applicable to your use of this website and all materials. If you object to any such changes made by us, your sole recourse shall be to cease using this website. If you continue to use this website after notice has been posted regarding any changes, you agree this shall indicate your acceptance of all such amendments.

 

35. Termination of website services

We reserve the right at any time, in our absolute sole discretion, to modify or terminate, either temporarily or permanently, this website, any of the materials or any services or functions offered by or through this website, with or without notice. You agree that we shall not be liable to you or to any third party for any such modification or termination. These website terms shall remain in full force and effect notwithstanding any termination of your use of this website.

 

36. Headings and construction

The section titles in these terms are for convenience only and have no legal or contractual effect. These terms will be interpreted without application of any strict construction in favor of or against you or us.

 

37. Assignment

These terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.  This agreement inures to the benefit of and is binding upon the parties and their successors and assigns. You may not assign, delegate or otherwise transfer all or any part of your rights or obligations under this agreement without prior written consent by us. Any such attempted assignment, delegation, or transfer will be null and void.

 

38. Prior dealings

No course of prior dealings between the parties and no usage of trade will be relevant to determine the meaning of or interpretation of any provision contained in this agreement.

 

39. Survival

Any provisions in this agreement which by their nature extend beyond the termination or expiration of any license to use the services will remain in effect until fulfilled and will apply to both parties' respective successors and permitted assigns.

 

40. No joint venture or partnership

Nothing in this agreement will be construed as creating a joint venture, partnership, agency or employment relationship between the parties to this agreement, nor will any party have the right, power or authority to create any obligation or duty, express or implied, on behalf of any other party.

 

41. Force majeure

We shall not be liable for any delay or failure in our performance under this agreement due to force majeure, which shall mean acts of god, earthquake, labor disputes, changes in law, regulation or government policy, riots, war, fire, flood, insurrection, sabotage, embargo, epidemics, acts or omissions of vendors or suppliers, transportation difficulties, unavailability of interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed to host this website or otherwise fulfill our obligations to you under this agreement.

 

42. Agreement

If you do not agree to all of the terms and conditions contained in this agreement, you are not permitted to access or use the services or any restricted portions of our website.