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Terms of Use

Effective Date: June 3, 2009

Welcome to www.learn.com (the “Website”).  These Terms of Use apply to this Website, operated by Learn.com, Inc. and its affiliates and subsidiaries (together “Learn.com” or the “Company”) and constitute a legal agreement between you and the Company. Your use of the Website signifies that you agree to the following terms and conditions as well as (i) the Company privacy policy, (ii) any other statements, rules or policies of the Company, all of which are hereby incorporated into these Terms of Use. You consent to receive required notices from us and to transact with us electronically. If you do not agree, please do not use this Website.  The Company may change these Terms of Conditions of Use from time to time, so be sure to check back periodically. Your use of the Website constitutes your agreement to these Terms and Conditions of Use.

1. GENERAL

You understand and agree that Learn.com provides the Website for, among other things, providing, selling, and/or distributing content.  The content distributed by the Company through the Website may be owned by it, or by others (the “Content”).  The Company may change, alter, modify, and/or terminate Content available at the Website at any time, without notice. You also understand and agree that Learn.com may discontinue or restrict your use of the Website for any reason without notice and without any liability to you. In addition, when using the Website, you shall be subject to any limits or terms of use applicable to the Content , which may be posted from time to time and which are hereby incorporated by reference into these Terms and Conditions of Use.

2. COPYRIGHT

The Website, including arrangement and design of the program, the Content, including selection, arrangement and design thereof (collectively, the “Application"), is the property of Learn.com or its licensors, and is protected by copyright and other intellectual property laws. The Application may be used only for your personal and non-commercial use and may not be edited or modified for any purpose. By accessing the Website, you agree not to reproduce, retransmit, distribute, disseminate, display, sell, publish, broadcast or circulate the Application to anyone.  All rights not expressly granted herein are hereby reserved. Part of the Website is the Learn.com Personal Edition (“LPE”).  Except where noted, Learn.com does not claim ownership of certain Content, including Content you (the “Author”) submit or make available for inclusion on the LPE. The Content is considered the property of the applicable licensor and therefore the liability for the opinions, accuracy and originality of the Content lies with the licensor. Learn.com has been granted a limited right and license to use, publish, distribute, and display the Content in the LPE.

For Content an Author wishes to submit or make available for inclusion on the LPE, each Author agrees to grant Learn.com a perpetual, irrevocable right and license to use, reproduce, modify, adapt, publish, translate, distribute, transmit, publicly display, publicly perform, sublicense, create derivative works from, transfer and sell such Content in any format either now known of or hereafter created, and to use the Author’s name and other identifying information provided in connection with that Content. Visit our License Agreement for more information. Learn.com reserves the right, but not the obligation, of reviewing all submissions prior to posting and to not post a submission for any reason whatsoever and to do so without notification to the Author.

If you believe in good faith that any Content or other material posted on the Website infringes your copyright, please contact our agent for notice of claim of copyright infringement, at info@learn.com.  You must provide the following information, which we may then forward to the alleged infringer: (a) a description of the material that you believe infringes your work, with enough detail for us to locate it on the Website; (b) your address, telephone number, and e-mail address; (c) a statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (d) a statement, under penalty of perjury, that (i) the above information is accurate, and that (ii) you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner; and (e) your physical or electronic signature. Upon receiving your complaint, we may remove the allegedly infringing content.

3. DISCLAIMER OF WARRANTIES AND LIABILITY

You agree that your access to, and use of, the Website and the Content available therein is on an "as-is," "as-available" basis. Learn.com specifically disclaims any representations or warranties, express or implied, as to the Content, including, without limitation, any representations or warranties of accuracy, completeness, timeliness, non-infringement, merchantability or fitness for a particular purpose. Learn.com will not be liable to you or anyone else for any loss or injury caused in whole or part by its negligence or for contingencies beyond its control in procuring, compiling, interpreting, reporting or delivering the Content. In no event will Learn.com be liable to you or anyone else for any damages (including, without limitation, direct, consequential, special, incidental, indirect or similar damages, even if advised of the possibility of such damages). Because some states or jurisdictions do not allow the exclusion or limitation of liability for damages or the exclusion of certain types of warranties, parts or all of the above limitation may not apply to you.

4. LINKS TO THIRD PARTY SITES

The Website and Content may contain hyperlinks to websites operated by persons other than Learn.com. You agree not to hold Learn.com responsible for the content or operation of such websites. A hyperlink from Content on the Website and/or in the LPE to another website does not imply or mean that Learn.com endorses the content on that website or the operator or operations of that site. You are solely responsible for determining the extent to which you may or should use any content at any other websites to which you might link from Content.

5. ADDITIONAL LEGAL TERMS

These Terms and Conditions of Use, your rights and obligations, and all actions contemplated by these Terms and Conditions of Use will be governed by the laws of the State of Florida, USA as if these Terms and Conditions of Use were a contract wholly entered into and wholly performed within the State of Florida, USA. These Terms and Conditions of Use will not be governed by the United Nations Convention on Contracts for the International Sale of Goods. If any provision in these Terms and Conditions of Use is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect, and the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision. These Terms and Conditions of Use are the entire and final agreement regarding the Website, the LPE and the Content therein, and supersede any prior or contemporaneous communications between Learn.com and you regarding the Website, the LPE and the Content.

6. USER OBLIGATIONS

(a) in consideration of your use of the Website, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You agree to provide true, accurate, current and complete information about yourself upon registration and thereafter. You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for all activities that occur under your password or account. You agree to immediately notify Learn.com of any unauthorized use of your password or account or any other breach of security. Learn.com cannot and will not be liable for any loss or damage arising from your failure to comply with this Section. You agree to comply with all local rules regarding online conduct and acceptable Content, including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
(b) You agree not to use the Website to:
i. Upload, post, email, transmit or otherwise make available anything:
a. That is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, false or inaccurate, invasive of another's privacy, hateful or racially, ethnically or otherwise objectionable;
b. That you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); or
c. That infringes on any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party.
ii. Harm minors in any way;
iii. Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
iv. Post any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes" or any other form of solicitation;
v. Post any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software of hardware or telecommunications equipment;
vi. Interfere with or disrupt the Website or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website;
vii. Violate any applicable local, state, national or international law, intentionally or unintentionally;
viii. "stalk" or otherwise harass another; and/or
ix. collect or store personal data about other users.
(c) LPE:  You agree to be fully responsible for your own Content. The LPE acts as a venue for you to post your Content. While Learn.com has the right to refuse to post or remove, edit or abridge any Content for any reason, it is otherwise not involved in the writing or decisions in the Content. As a result, Learn.com has no control over the quality, accuracy or legality of the Content. All Content posted on the LPE is the sole responsibility of the person from whom such Content originated. Because the LPE is a venue, in the event that you have a dispute with a user of the LPE, you release Learn.com and its officers, members and employees from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

7. TRADEMARK INFORMATION

Learn.com, LearnCenter, LearningAgent, Learn2, Learn2.com, Tutorials.com, StreamMaker, CourseMaker Studio, The Power of Knowledge, and The Ability Utility are all trademarks or service marks of Learn.com.  All other trademarks, service marks and logos used in this Web Site are the property of their respective owners. 

8. NO CONFIDENTIAL INFORMATION

Learn.com does not want to receive confidential or proprietary information from you through our Website. Please note that any information or material sent to Learn.com will be deemed NOT to be confidential. By sending Learn.com any information or material, you grant Learn.com an unrestricted, irrevocable license to use, reproduce, display, perform, modify, transmit and distribute those materials or information, and you also agree that Learn.com is free to use any ideas, concepts, know-how or techniques that you send us for any purpose.

9. CONTENT LICENSES

You agree to abide by the terms of the following licenses as part of the terms of use of the content provided by the applicable providers:

(a) Learn2 License Agreement

These terms and conditions are applicable to your rights with respect to the content and materials being made available to you your access to and use of Learn2 Content, as defined below, on this web site and do not alter in any way the terms and conditions of any other agreement you may have with Learn.com, Inc. (the “Licensor”) regarding the Learn2 Content. Licensor reserves the right to update these terms and conditions of use at any time without notice. Your access and use of this web site provides your acknowledgment of and agreement to abide by these Terms and Conditions

DEFINITIONS:

  • LEARN2 CONTENT.  The term “Learn2 Content” as used in this Agreement means the original audio/visual content (including text, graphics, audio, video, animation, images or photographs, and all related documentation (including printed materials and electronic documentation).
  • LICENSOR.  The term “Licensor” as used in this Agreement means Learn.com, Inc., which markets and sells the Learn2 Content under its registered trademarks Learn2 and Learn2.com.
  • LICENSED SUBSCRIPTION.  The term “Licensed Subscription” is the right for a single natural person to access and use the Learn2 Content.  Only persons to whom Licensed Subscriptions are assigned can access and use the Learn2 Content.
  • TERM. The “Term” of this Agreement shall commence upon your agreement to these terms (the “Effective Date”) and shall continue, run concurrently with, and terminate with the Learn2 Content purchased by you.  Once the Term ends, this license will automatically terminate and you will no longer have access to the Learn2 Content. 

LICENSE:

Licensor grants to you, only for your personal purposes, a temporary, non-exclusive, non-transferable Licensed Subscription to access the Learn2 Content. You are hereby granted the right to access and use the Learn2 Content according to the terms further expressed below.  

RESTRICTIONS:

You may not:  (a) sublicense, assign, transfer, distribute or rent the Learn2 Content; (b) use, copy or modify the Learn2 Content, in whole or in part, except as expressly permitted in this Agreement; (c) permit access to the Learn2 Content by to anyone but you; (d) transfer a Licensed Subscription from you to to another individual; or (e) access any of the Learn2 Content after the end of the Term.  There are no implied licenses.  You agree not to exceed the scope of the licenses granted herein.  If the Learn2 Content is acquired by or on behalf of a unit or agency of the United States government, it is agreed that the Learn2 Content shall be deemed to be “commercial computer software” and that, absent a written statement to the contrary, the United States government unit’s or agency’s rights with respect to the Learn2 Content are limited by the terms of this Agreement pursuant to FAR §12.212(a) and/or DFARS §227.7202-1(a), as applicable.

OWNERSHIP:

Except for the license granted in this Agreement, all rights, title and interest in the Courses are and will continue to be the exclusive property of Licensor and other copyright proprietors identified therein and those claiming through such proprietors. 

  
DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITY:

THE LEARN2 CONTENT IS LICENSED TO YOU “AS IS” WITHOUT WARRANTY OF ANY KIND (OTHER THAN AS SPECIFICALLY SET FORTH ABOVE), EXPRESS OR IMPLIED, FROM EITHER LEARN.COM OR ITS LICENSORS, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR INFRINGEMENT. THE LEARN2 CONTENT IS NOT WARRANTED TO BE ERROR FREE, TO MEET YOUR PARTICULAR REQUIREMENTS, OR TO WORK ON A PARTICULAR SOFTWARE OR HARDWARE CONFIGURATION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER LEARN.COM NOR ITS LICENSORS ASSUMES ANY LIABILITY WHATSOEVER FOR ANY LOSS OR DAMAGE FROM ERRORS OR OMISSIONS IN THE LEARN2 CONTENT, WHETHER ARISING IN CONTRACTS, NEGLIGENCE, TORT OR OTHERWISE. IN NO EVENT WILL LEARN.COM OR ITS LICENSORS OR THEIR RESPECTIVE SUBSIDIARIES OR AFFILIATES BE LIABLE FOR ANY DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR ANY OTHER TYPE OF DAMAGES, ARISING OUT OF THIS AGREEMENT OR THE USE OF THE LEARN2 CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL LEARN.COM OR ITS LICENSORS’ LIABILITY ARISING OUT OF THIS LICENSE OR YOUR USE OF THE LEARN2 CONTENT, REGARDLESS OF THE FORM OF ACTION, EXCEED THE AMOUNT ACTUALLY PAID TO LEARN.COM, WHETHER ARISING IN CONTRACT, NEGLIGENCE, TORT OR OTHERWISE.

YOU UNDERSTAND THAT NO CONTENT PUBLISHED AS PART OF OR RESULTING FROM THE LEARN2 CONTENT CONSTITUTES A RECOMMENDATION THAT ANY PARTICULAR SECURITY, PORTFOLIO OF SECURITIES, TRANSACTION OR INVESTMENT STRATEGY IS SUITABLE FOR ANY SPECIFIC PERSON.  WE ARE NOT FINANCIAL OR INVESTMENT ADVISORS AND TO THE EXTENT ANY OF THE INFORMATION CONTAINED OR OBTAINED BY THE USE OF THE LICENSED SOFTWARE MAY BE CONSTRUED OR DEEMED TO BE INVESTMENT ADVICE, SUCH INFORMATION IS IMPERSONAL AND NOT TAILORED TO THE INVESTMENT NEEDS OF ANY SPECIFIC PERSON.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LEARN.COM WILL NOT BE LIABLE FOR ANY LOSS OR INJURY RESULTING DIRECTLY OR INDIRECTLY FROM USE OF THE LEARN2 CONTENT, WHETHER OR NOT CAUSED IN WHOLE OR IN PART BY LEARN.COM'S NEGLIGENCE OR BY CONTINGENCIES BEYOND LEARN.COM'S CONTROL.  NEITHER LEARN.COM NOR ANY OF ITS SUPPLIERS ARE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY LOSS OR DAMAGE, INCLUDING LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF THE USE OR INABILITY TO USE THE LEARN2 CONTENT, EVEN IF LICENSOR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

THESE LIMITATIONS OF LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF LIABILITIES OR DISCLAIMER OF IMPLIED WARRANTIES, SO THE ABOVE MAY OR MAY NOT APPLY TO YOU AS WRITTEN.

FEES, TAXES AND PAYMENT:

You agree to pay all charges for your use of the Learn2 Content in the currency in which the charges are billed and at the prices displayed to you as of your selection of the Learn2 Content.  All charges are exclusive of value added, sales or other taxes, which you agree to pay.  Payment must be made by debit or credit card designated by you for Licensor’s use during the Learn2 Content registration process, and access charges are payable on the Effective Date.  If payment is not received by Licensor from the card issuer or its agents, you agree to pay all amounts due upon demand of Licensor.  Your card issuer’s agreement governs your use of your designated card, and you must refer to that agreement and not this Agreement with respect to your rights and liabilities as a cardholder.


INDEMNIFICATION:

You agree to indemnify and defend Licensor and its suppliers and hold them harmless from and against any claims or liability based upon your use of the Learn2 Content to the extent that such use is in violation of the terms or conditions of this Agreement.


TERMINATION:

Licensor may terminate this Agreement immediately upon notice if you fail to comply with the terms and conditions of this Agreement. Upon termination, you must destroy all copies of the Learn2 Content.


GENERAL PROVISIONS:

This Agreement will be governed by the laws of the State of Florida, expressly excluding the application of its conflict of laws, principles and the laws of the United States, excluding the United Nations convention on the International Sale of Goods. This Agreement contains our entire understanding and agreement with respect to its subject matter and supersedes any prior or contemporaneous understanding or agreements, oral or written, which we may have. If any provision(s) of this Agreement is determined by a court to be void, invalid, unenforceable or illegal, the enforceability of the other provisions of this Agreement will not be affected. Failure to enforce any provision of this Agreement will not waive a party’s right to enforce such provision. Notwithstanding the laws of any other jurisdiction, the Learn2 Content may be subject to restrictions and controls imposed by the United States Export Administration Act and the regulations thereunder. Therefore, no copy of the Learn2 Content may be exported or re-exported to any country that at the time of export is included in the United States Department of Commerce’s list of countries to which exportation is restricted or prohibited unless that exportation is authorized specifically by a special license issued to you at your sole cost and expense.

(b) MINDLEADERS.COM, INC. ON-LINE LICENSE AGREEMENT

1.  ACCEPTANCE:  By clicking the "I Accept" button or by accessing or using after viewing this license any of the web-based training services (“Services”) listed below which you have selected, you are agreeing to the terms of this Universal On-Line License Agreement ("Agreement").  Please read this Agreement carefully.  If you do not accept the following terms, click "I Decline", and you will not be permitted access to any of the Services. This is an Agreement between you, either individually or as an authorized representative of a single company, institution or entity, and MindLeaders, Inc. (“Licensor”) relating to access to those Services purchased by you.  This Agreement goes into full effect (the “Effective Date”) after you have accepted the terms of this Agreement.  Only those terms set forth in this Agreement related to the Services purchased by you shall be applicable to you.  

2.  TERM: The term of this Agreement shall commence on the Effective Date and shall continue, run concurrently with, and terminate with the Services purchased by you.  (“Term”).  Once the Term ends, this license will automatically terminate and you will no longer have access to the Services.
   

3.  TITLE: Licensor or its suppliers are the exclusive owners of the Services.  Title to the Services, or any copy, modification or merged portion of the Services, shall at all times remain with Licensor.
 

4.  SUBSCRIPTIONS:  A “Subscription” is the right for a single natural person to access and use the Services. The number of Subscriptions authorized under this Agreement (“Licensed Subscriptions”) is equal to the number of unique Identification Numbers issued to you by Licensor.  Each Licensed Subscription (and its associated Identification Number) can be assigned to only one person at a time, and is not transferable from one individual to another except when an individual terminates employment with you.  Only persons to whom Licensed Subscriptions (and associated Identification Numbers) are assigned can access and use the Services.  You may assign Licensed Subscriptions (and associated Identification Numbers) only to your employees or paid consultants or agents (for use in conjunction with the work performed by such consultants or agents for you).  

5.  LICENSE:  For each Licensed Subscription, Licensor grants to you, only for your internal business purposes, a temporary, non-exclusive, non-transferable license to access those of the following Services purchased by you, which are more fully described below:
(a) Licensed Courseware. You are hereby granted the right to access and use the MindLeaders’ Courses, Health Insurance Portability and Accountability Act Courses (“HIPAA Courses”), French Collection of Courses, Health & Safety Courseware and the Business Skills Video Courses which you have selected at Internet URLs specified by Licensor from time to time.  The MindLeaders’ Courses, HIPAA Courses, French Courses, Health & Safety Courseware and the Business Skills Video Courses are sometimes referred to herein collectively as the “Courses”.  Plug-ins and other executable files downloaded to you when you display the Courses may be used following the end of the Term, but only for the use of the person to which the Licensed Subscription was assigned as of the end of the license term, and then only if that person remains in your employ.  (b) Instant Mentoring and Reference Library Services. You are hereby granted the right to use Licensor’s Instant Mentoring Services and Reference Library Services according to the terms further expressed below.    

6.  RESTRICTIONS: You may not:  (a) sublicense, assign, transfer, distribute or rent the Services; (b) use, copy or modify the Services, in whole or in part, except as expressly permitted in this Agreement;  (c) permit access to the Services by more persons than the number of Licensed Subscriptions; (d) transfer a Subscription (and associated Identification Number) from one individual to another (except upon a termination of employment) or permit persons other than the individuals to whom Subscriptions ( and Identification Numbers) have been assigned to access the Services; (e) take any action designed to unlock or bypass any restrictions on number of users or access to the Services; or (d) access any of the Services after the end of the license term.  There are no implied licenses.  You agree not to exceed the scope of the licenses granted herein.  

7.  INSTANT MENTORING:  INSTANT MENTORING:  The following terms apply to your use of the Instant Mentoring Services:   MindLeaders' Instant Mentoring Services (the “Instant Mentoring Services”) consist of certain online support provided to authorized Licensed Users who access MindLeaders' Courses through the Internet via a MindLeaders’ Web site using Customer supplied and compatible Web browser software.  The following terms and conditions are applicable to the licensing of the Instant Mentoring Services:  (A)   Online support will be provided through designated online classrooms established for one or more series of MindLeaders' Courses.  Authorized Licensed Users who seek mentoring assistance will be presented a classroom window when accessing a MindLeaders' Course through the Internet.  Subject to the limitations set forth herein, classrooms generally will be monitored by one or more online mentors.  Each classroom window will allow authorized Licensed Users to communicate with the online mentors in the designated classroom.  Authorized Licensed Users may submit subject matter questions to the online mentor through the classroom window.  Online mentors will use commercially reasonable good faith efforts to respond to appropriate subject matter questions submitted by Licensed Users.  Generally, responses to questions will either be in the form of an answer to the question, if known by the mentor, or acknowledgement of the question if the mentor is unable to resolve the question online.  Questions that cannot be resolved online will be referred to subject matter experts for resolution offline. The Instant Mentoring Services shall only be provided in English.
 (B) Subject to the limitations provided herein, the Instant Mentoring Services generally will be available 24 hours per day, seven days per week.  Except for scheduled down time, classrooms will be available 24 hours per day to permit communication between Licensed Users and other end users participating in the classrooms.  Online mentors will not be available during certain times or under the following circumstances: (i) during one or more shifts on recognized public holidays in the United States of America; (ii) during the holiday period commencing on December 24 and ending on the first business day in January; (iii) and with respect to certain courses where providing substantive responses may constitute the unauthorized practice of law, medicine or other profession which is regulated by a state or states. MindLeaders reserves the right not to provide mentoring services for courseware that ii no longer offers.  (C) The Instant Mentoring Services are being provided by MindLeaders through a contract with a third party provider and are provided by MindLeaders and such third party provider on a best endeavors basis.  Neither MindLeaders nor its third party provider shall have any liability whatsoever to Customer or any individual Licensed Users with respect to any or all responses, answers and resolutions to questions submitted by individual Licensed Users, whether such responses, answers or resolutions are communicated through a classroom window.     (D) MindLeaders reserves the right to establish, from time to time, specific Rules of Conduct that will govern all postings, inquiries, questions and other material of any sort submitted through a classroom window.  Such Rules of Conduct, if and when established, shall be posted on a designated MindLeaders Web site or will otherwise be made available to Customer for its review.

8.REFERENCE LIBRARY SERVICES: REFERENCE LIBRARY SERVICES: MindLeaders' Reference Library Services “Referenceware” or the “Reference Library Services” provide Your Licensed Users the right to use the online libraries of third party reference materials, editorial materials, electronic books and other resources offered by NetLibrary, a Division of OCLC Online Computer Library Center, Inc. (“NetLibrary”).  The content, features, programs and hours of operation of the Reference Library Services may be expanded, restricted, updated or otherwise changed by NetLibrary in its sole discretion at any time. The following terms and conditions are applicable solely to the licensing of the Reference Library Services: 
(A) Each of Your Licensed User’s rights to use the Reference Library Services are expressly subject to the following restrictions and You are responsible for ensuring that all of Your Licensed Users accessing the Reference Library Services comply with these restrictions: (i) Your Licensed Users may not reproduce, retransmit, distribute, sell, license, sublicense, publish, broadcast or circulate any content or other materials accessed through the Reference Library Services; (ii) access to the servers for the Reference Library Services is restricted to conventional, non-accelerated Web browsers, and Your Licensed Users may not use any product, Web browser or any browser feature that significantly accelerates the speed of page downloads, such as NetJet, NetSonic, MSIE Crawler, Teleport-Pro, and similar tools; (iii) Your Licensed Users may not use Web robots, crawlers, wanderers or spiders in connection with the Reference Library Services; (iv) Your Licensed Users must not use Reference Library Services for any purpose that is unlawful, defamatory, obscene, abusive, sexually explicit, racist, threatening or encouraging of conduct that would constitute a criminal offense or give rise to civil liability actions; (v) Your Licensed Users must comply with the terms of use as presented by MindLeaders upon each Licensed User’s access to the Reference Library; and (vi) Your Licensed Users must also comply with the Terms of Use published by NetLibrary at the following website, or elsewhere as redirected: http://www.NetLibrary.com/TermsOfUse.aspx.  If either MindLeaders or NetLibrary detects or becomes aware of any failure to comply with any of these restrictions, it may suspend that Licensed User’s access to the Reference Library Services;  (B) All content included in the Reference Library Services is the property of third party publishers or copyright holders, and is protected by copyright and other laws relating to proprietary rights.  All software used on the Web sites for the Reference Library Services is the property of MindLeaders or NetLibrary or their software providers and is protected by copyright and other laws.  MindLeaders, NetLibrary and their content providers and software suppliers retain all rights in their respective properties worldwide.  NetLibrary is an intended third party beneficiary of the Reference Library Services portion of this License Agreement and may enforce the rights granted to it hereunder directly against you;  
(C)  MindLeaders and NetLibrary represent and warrant to you that the Reference Library Services will not infringe upon any copyright, patent, trade secret or other proprietary right of any third party.  You will indemnify and defend MindLeaders and NetLibrary from and against any loss, damage, liability, cost or expense arising out of (i) the breach of the license by Your Licensed Users of the Reference Library Services; and (ii) the misuse of the Reference Library Services license by Your Licensed Users;
(D)  You understand and agree that any use of the Reference Library Services and the content therein by You or Your Licensed Users is entirely at Your and Your Licensed Users’ own risk.  You agree to take appropriate measures to safeguard your data and information from malfunctions of the Reference Library Services;
(E) EXCEPT AS OTHERWISE EXPRESSLY STATED HEREIN, THE REFERENCE LIBRARY SERVICES AND ITS CONTENT ARE PROVIDED "AS IS" WITHOUT ANY WARRANTIES OF ANY KIND.  MINDLEADERS, NETLIBRARY AND THEIR RESPECTIVE AFFILIATES, AGENTS, EMPLOYEES, DIRECTORS, AND SUPPLIERS EXPRESSLY DISCLAIM ANY SUCH WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND FREEDOM FROM VIRUSES.  NEITHER MINDLEADERS NOR NETLIBRARY WARRANT THAT THE OPERATION OF THE REFERENCE LIBRARY SERVICES WILL BE ERROR FREE OR WITHOUT INTERRUPTION.  ALL LIABILITY WITH RESPECT TO THE ACCURACY, RELIABILITY AND/OR QUALITY OF THE THIRD PARTY CONTENT SHALL REMAIN WITH THE RESPECTIVE CONTENT PROVIDER, AND YOU SHALL HAVE NO REMEDY AGAINST MINDLEADERS OR NETLIBRARY WITH RESPECT TO THE SAME. NEITHER NETLIBRARY NOR ITS CONTENT PROVIDERS WARRANTS, GUARANTEES OR MAKES ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF LIBRARY’S NL WEBSITE OR THE CONTENT THERE.; AND
(F)  IN NO EVENT SHALL MINDLEADERS, NETLIBRARY AND THEIR RESPECTIVE AFFILIATES, AGENTS, EMPLOYEES, DIRECTORS OR SUPPLIERS (INCLUDING, WITHOUT LIMITATION, CONTENT PROVIDERS) BE LIABLE TO YOU, OR ANYONE CLAIMING THROUGH YOU, FOR (i) INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES; OR (ii) ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN CONNECTION WITH YOUR OR YOUR LICENSED USERS’ USE OF THE REFERENCE LIBRARY SERVICES, THE PERFORMANCE OR NON-PERFORMANCE OF THE REFERENCE LIBRARY SERVICES OR THE CONTENT ACCESSIBLE THROUGH THE REFERENCE LIBRARY SERVICES, EVEN IF THE POSSIBILITY OF SUCH DAMAGES WAS FORESEEABLE; AND (iii) THE LIABILITY OF MINDLEADERS, NETLIBRARY AND THEIR RESPECTIVE AFFILIATES, AGENTS, EMPLOYEES, DIRECTORS AND SUPPLIERS (INCLUDING, WITHOUT LIMITATION, CONTENT PROVIDERS) HEREUNDER IS LIMITED SOLELY TO YOUR DIRECT DAMAGES, NOT TO EXCEED THE FEES PAID BY YOU IN THE THEN PRECEDING TWELVE(12) MONTHS AS ALLOCABLE TO THE REFERENCE LIBRARY SERVICES. 

9.  FRENCH COLLECTION OF COURSES: The following supplemental terms apply to your use of the French Collection of Courses:    (a) The French Collection of Courses was developed and is supplied by Edu-Performance.  MindLeaders shall have no liability whatsoever to Customer or with respect to such Courses.  End Users shall not be considered third party beneficiaries under this Agreement and MindLeaders shall have no liability whatsoever to such End Users with respect to the Edu-Performance Courses.  
 (b) The License Fee paid for Courseware includes telephone support (from 8 A.M. to 6:00 P.M., E.S.T., Monday through Friday) on the use and operation of the Courseware during the License term.  MindLeaders telephone support is available by calling MindLeaders toll free number, 800-223-3732, and electronic troubleshooting is available 24 hours per day, 7 days per week by logging on to MindLeaders website on the World Wide Web at http://www.mindleaders.com.  E-mail support is available by using the support request form at the bottom of the Support page at http://www.mindleaders.com.  Issues may be reported any time day or night.  Issues arriving at MindLeaders after the normal working hours will be addressed the next business morning. Please be advised however, all MindLeaders technical support is in the English language only.  Any support issues beyond use and operation of the Courseware will be routed to Edu-Performance for resolution.  Edu-Performance technical support is available weekdays from 9:00 a.m. to 5:00 p.m. (Eastern Standard Time).  Edu-Performance technical support telephone number is 1-888-EDU-PERF (338-7373). 

10.   HEALTH & SAFETY COURSEWARE:  These supplemental terms apply to your use of the Health & Safety Courseware:  The Health & Safety Courseware was developed and is supplied by Frontline Data Solutions, Inc.  Any support issues beyond use and operation of the Courseware will be routed to Frontline Data Solutions for resolution.  Their technical support is available weekdays from 8:00 a.m. to 4:30 p.m. (Central Standard Time).  Frontline Data Solutions technical support telephone number is   979-285-3650.

11.   MINDLEADERS’ PluSThe MindLeaders’ Personal Learning Service (“MindLeaders PLuS”) includes the following:  a Personal Learning Plan created for each Licensed User up to four (4) times per year by a Personal Learning Advisor; the PLuS Tool or Service and a twelve-month license term to use the Courseware, the Business
Skills Video multimedia and the Combined Technical and End User Subscription Plans identified above. Each MindLeaders’ PLuS per user license is valid for a twelve (12) month period commencing on the License Start Date, with no carryover to subsequent annual terms. All Licensed User profiles shall be the sole property of MindLeaders. 

 12.  CHARGES AND PAYMENT:  You agree to pay all charges for your use of the Services in the currency in which the charges are billed and at the prices displayed to you as of your selection of the Services.  All charges are exclusive of value added, sales or other taxes, which you agree to pay.  Payment must be made by debit or credit card designated by you for Licensor’s use during the Services registration process, and access charges are payable on the Effective Date.  If payment is not received by Licensor from the card issuer or its agents, you agree to pay all amounts due upon demand of Licensor.  Your card issuer’s agreement governs your use of your designated card, and you must refer to that agreement and not this Agreement with respect to your rights and liabilities as a cardholder.  

13.    WARRANTY:  EXCEPT AS OTHERWISE EXPRESSLY STATED HEREIN THE SERVICES AND THEIR CONTENT ARE PROVIDED "AS IS" AND THERE ARE NO WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE) FOR THE SERVICES.  THE ENTIRE RISK AS TO SATISFACTORY QUALITY, NONINFRINGEMENT, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU, THE USER.  LICENSOR AND LICENSOR’S DIRECT AND INDIRECT SUPPLIERS DISCLAIM ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY OR FITNESS FOR ANY PURPOSE, PARTICULAR, SPECIFIC OR OTHERWISE, OR NONINFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS.  THESE DISCLAIMERS CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.  THIS WARRANTY GIVES YOU SPECIFIC RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. Licensor does not warrant that the functions contained in the Services will meet your requirements or expectations or that the operation of the Services will be entirely error free. 

14.   LIMITS OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR OR LICENSOR’S DIRECT OR INDIRECT SUPPLIERS BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES, EVEN IF LICENSOR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  THESE LIMITATIONS OF LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT.  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR CONSUMER PRODUCTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.    

15.  TERMINATION:  Upon the violation of any of the provisions of this Agreement, your right to access the Services shall automatically terminate.  

16.  EXPORT LIMITATIONS: None of the Services or underlying information or technology may be displayed, downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders.  By agreeing to the terms of this Agreement, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.  

17.   GOVERNMENT USERS:  This Agreement defines the rights of any United States Government user to the Services, except where contrary to law.  In the event applicable law does not permit this license to define the rights of United States Government users, the Services are provided with RESTRICTED RIGHTS, and use, duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (a) (14) of the Rights in Noncommercial Computer Software and Noncommercial Computer Software Documentation clause DFARS 252.227-7014 (JUN 1995), or subparagraphs (c) (1) and (2) of the Commercial Computer Software Restricted Rights clause, FAR 52.227-19 (JUN 1987).  The Manufacturer is MindLeaders.com, Inc.  

18.  GENERAL:  If any provision of this Agreement is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby.  This Agreement shall be governed by the local laws of the State of Ohio, United States of America, without regard to its choice of law rules.  In addition, the parties consent to the exclusive personal jurisdiction and venue of competent local or federal courts residing in Franklin County, Ohio.    YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND, BY CLICKING THE BUTTON MARKED "I ACCEPT" INDICATE YOUR ACCEPTANCE OF ITS TERMS AND CONDITIONS.  YOU ALSO AGREE THAT THIS IS THE COMPLETE AGREEMENT BETWEEN YOU AND LICENSOR AND IT SUPERSEDES ANY OTHER INFORMATION YOU MAY HAVE RECEIVED RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.    

(c) Vivid Learning Systems License Agreement

These terms and conditions of use apply exclusively to your access to and use of this web site and do not alter in any way the terms and conditions of any other agreement you may have with Vivid Learning Systems, Inc. ("Vivid") for products, services, or otherwise. Vivid reserves the right to update these terms and conditions of use at any time without notice. Vivid may terminate or cancel your account at any time if you violate these terms and conditions. Your access and use of this web site provides your acknowledgment of and agreement to abide by these Terms and Conditions

Copyright Notice
Copyright exists for all of the contents, site design, text, and graphics on this web site unless otherwise indicated. All rights are reserved. Site users shall not modify, transmit, license, create derivative works from, reproduce, download, disseminate, publish, "mirror" on another server, sell, or transfer, in any form or by any means, any materials contained in this web site.

Copyright Infringement
Respect for the intellectual property rights of others is a priority. If you believe there has been a use of your work in a way that constitutes copyright infringement, please contact Vivid with the information required pursuant to Title 17, United States Code, Section 512 (c)(2).

Restricted Rights
Vivid provides its products to government clients with Restricted Rights. Use, duplication, or disclosure by the U. S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.

Hyperlinks
You are granted a limited, nonexclusive right to create a "hypertext" link to this web site provided that such link is to the entry page of this web site and does not portray Vivid or any of its other products or services in a false, misleading, derogatory, or otherwise defamatory manner. Revocation of this limited right may occur at any time for any reason whatsoever. You may not use, frame, or utilize framing techniques to enclose any Vivid trademark, logo, or trade name or other proprietary information including the images found at the web site, the content of any text or the layout/design of any page, or any form contained on a page without the express written consent of Vivid.

Links to 3rd Party Websites
A link may exist between this web site and other web sites on the World Wide Web or Internet that have no affiliation with Vivid and/or are not under the control of Vivid in any manner. If you use these links, you may leave this web site. Vivid is not responsible for any of these sites, their products/services, or their content. If you decide to access any of the third party sites linked to this site, you do so entirely at your own risk.

Transmissions
Any material, information, or idea you transmit to or post on this web site by any means will be treated as non-confidential and nonproprietary and may be disseminated or used by Vivid or its parent company or affiliates for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products. Notwithstanding the foregoing, use of all personal data provided to Vivid will be in accordance with the web site Privacy Statement. Vivid prohibits users of this web site from posting libelous comments, profanity, or other inappropriate material.

Warranty
To the fullest extent allowed by law, Vivid hereby disclaims all warranties, express, implied, and statutory, including without limitation, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement of third party rights. Although Vivid uses reasonable efforts to provide accurate and current information as well as compliance with Federal, State, and local regulations, Vivid does not warrant the accuracy or completeness of the course contents or full compliance with regulations. Further, Vivid does not warrant that access to the service and the web site will be uninterrupted, error-free, or without compromise or infiltration of security systems

Limit of Liability
Vivid and its parent company and affiliates will not be liable to you or any third party claiming through you for any damages in connection with the use or inability to use the service and the site or any content appearing on the site. In no event will Vivid and its parent and affiliate companies be liable to you or any third party for any indirect, consequential, exemplary, punitive, special, or incidental damages, including without limitation, personal injury or death, loss of data, lost revenue, lost profits, loss of use or other economic advantage, change in applicable government regulations, regardless of the form of the action and regardless of whether Vivid has been advised of the possibility of such damage. Notwithstanding the foregoing limitations, in no event will the total, cumulative liability of Vivid for damages under this Agreement exceed the amount you tendered to Vivid under this Agreement.

General Provisions
Any controversy or claim arising out of or relating to these Terms and Conditions or enforcement of these Terms and Conditions will be governed by Washington law, excluding its conflict and choice of law principles. The exclusive jurisdiction and venue for any claims arising out of or related to this Agreement will lie in the Superior Court of Benton County in the State of Washington. The failure, neglect, or delay of Vivid to enforce any right or provision in these Terms and Conditions will not constitute a waiver of such right or provision. In the event that a court of competent jurisdiction finds any provision of these Terms and Conditions to be unlawful, invalid, or unenforceable to any extent, the remaining portions will remain in full force and effect to the fullest extent permitted by law.

Cancellation/Refund Policy
Vivid Learning Systems appreciates your business and is dedicated to making your online training experience a success. Should you encounter a problem, please contact Vivid Learning Systems Customer Support and we will make every effort to rectify the issue. If you desire to cancel your training or service agreement, Vivid Learning Systems is not obligated to refund any portion of fees paid or to forgive any fees that remain payable, but it may consider requests for a refund or forgiveness of fees, as applicable, in its sole and absolute discretion

(d) Kesdee Inc. License Agreement

This Agreement of License entered into between KESDEE Inc., hereinafter referred to as the licensor AND the subscriber, hereinafter referred to as the licensee which term shall mean and include the company or institution represented by the said subscriber AND relates to the access of the licensor's E-Learning courses (COURSEWARE proprietary to the licensor).

Applicability: 
This license applies to the licensed and evaluation version of the licensor's E-Learning application.

Terms and Conditions:
1. The licensor grants to the licensee, a temporary, non-exclusive, non-transferable license to display the licensed courseware on any computer, accessible either via the Internet, or any computer within licensee's intranet.  The licensed course libraries may be displayed only for the licensor's own individual use.
 
2. If the licensee does not accept the terms of this agreement, and chooses the "I Decline" option, the licensee will not be permitted access to licensor's E-learning application. 
3. The licensed version of licensor's E-Learning application may be accessed through a network, provided, individual licenses for the software covering all users who will access the application through the network is obtained.  For instance, if eight (8) different users access licensor's E-Learning application on the network, each user must have his/her own E-Learning application license.
4. The License shall be valid for a period of 1 year (12 months) or for a period mutually agreed upon from the date of first access until the expiry of license period.
5. The licensee recognizes that the software (including any images, applets, photographs, animations, video, audio, music and text incorporated into the software) is owned by the licensor and is protected by international copyright laws and treaty provisions.
6. The licensee shall not remove any proprietary notices, labels, or marks on the software or its documentation.  
7. Licensee shall not print, copy, in whole or in part, software or documentation, modify the software, reverse assemble all or any portion of the software or the E-Learning application of the licensor, or rent, lease, distribute, sell, transfer or create derivative works of the software or E-Learning application, either separately or included with a product, without the prior written permission of the licensor.
8. Licensee shall not disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to any third party without the prior written consent of Licensor 

Non-Disclosure
Licensee acknowledges that the E-Learning courses and application contain proprietary content of Kesdee and will not disclose or otherwise make available to any third party any Software, Documentation, or information contained herein, in any form. Licensee hereby agrees to maintain the confidentiality of the E-Learning courses and application, using at least as great a degree of care to maintain the confidentiality of licensee's own most confidential information. Licensee agrees to reasonably communicate the terms and conditions of this License Agreement to those persons employed who come into contact with the E-Learning courses and application, and to use reasonable best efforts to ensure their compliance with such terms and conditions.

Evaluation License:
The licensee recognizes that the licensor's E-Learning application is not free software.  The licensee may use the licensor's E-Learning application for evaluation purposes only and without charge for a maximum period as agreed.   The licensee recognizes that any unregistered use of the licensor's E-Learning application after the agreed evaluation period is in violation of international copyright laws.    


Disclaimer of Warranty/Liability:
1. Licensee expressly acknowledges and agrees that the use of the software is at the Licensee's sole risk. The Software, documentation, and technical support are provided "AS IS WHERE IS" basis and without warranty of any kind. To the maximum extent permitted under applicable laws, the licensor expressly disclaims all warranties, expressed or implied, including, but not limited to, the warranties of merchantability, fitness for a particular purpose, and non-infringement. The licensor does not warrant that the information contained in the software will meet licensee's requirements, or that the operation and/or delivery of the software will be uninterrupted or error-free, or that defects in the software will be corrected. Furthermore, the licensor does not warrant or make any representations regarding the use or the results of the use of the software in terms of correctness, accuracy, reliability, or otherwise. No oral or written information or advice given by the licensor or its authorized representative shall create a warranty or in any way increase the scope of this warranty. 
2. To the maximum extent permitted under applicable laws, under no circumstances, including negligence, shall the licensor, its affiliates or directors, officers, employees or agents, be liable for any incidental, special or consequential damages (including damages for loss of business profits, business interruption, loss of business information and the like) arising out of the use or inability to use the licensor's software, even if licensor or its authorized representative has advised of the possibility of such damages. 
3. In no circumstance shall licensor's total liability to licensee for all damages, losses, and causes of action (whether in contract, tort, including negligence, or otherwise) exceed the amount paid by Licensee for the Software and any documentation. 

Waiver or Assignment: 
No delay or failure to take action under this License shall constitute a waiver unless expressly waived in writing, signed by a duly authorized representative of the licensor, and no single waiver will constitute a continuing or subsequent waiver. This License may not be assigned, sub-licensed or otherwise transferred by Licensee, by operation of law or otherwise, without the licensor's prior written consent.

Acknowledgement: 
The licensee acknowledges this agreement and, by clicking the button marked, "i agree" indicates the acceptance to the above-mentioned terms and conditions.  The licensee also hereby agrees that this is the complete agreement, which supersedes any other information received relating to the subject matter of this agreement.

(e) getAbstract AG (Ltd) License Agreement

By using any of the services provided by getAbstract AG (Ltd) (“getAbstract”) you are agreeing to be bound by this Subscriber Agreement, including all amendments made to date.

A) Individual Subscription: “Gold Subscription”

1. The Service
Subscribers of individual Gold Subscriptions (“Subscribers”) receive the getAbstract-Service for a duration of 52 weeks (full-year subscription) or 26 weeks (half-year subscription). The getAbstract service consists of the following elements:
a)  getAbstract will set up and activate an individual account for each Subscriber. The interest profile can be changed at any time by the Subscriber.
b)  Each Subscriber will receive via e-mail one weekly summary according to his/her interest profile (Push-Service). The frequency of this service can be reduced upon the Subscriber’s request.
c)  Subscribers are entitled to unlimited1 access to the entire getAbstract database in all available languages (Pull-Service).
d)  Subscribers are entitled to access all available audio summaries..

2. Duration of the individual Gold Subscription and Renewal
The Gold Subscription can be purchased for either 52 weeks (full-year subscription) or 26 weeks (half-year subscription). The Gold Subscription will automatically be renewed for an additional term if not cancelled by letter, fax, e-mail to stop@getAbstract.com, or by clicking on a cancel link provided in an renewal e-mail four (4) weeks prior to expiration. If the Subscriber chooses not to cancel during that period, the subscription shall be renewed (and the Subscriber shall be bound by this Subscriber Agreement) for an additional term.

3. Payment and Money-Back Guarantee
Payment for the individual Gold Subscription is by credit card worldwide (either through an online transaction on the getAbstract Web site or via fax payment form). Payment by invoice is possible in Switzerland and Germany only. getAbstract will refund the entire fee if the customer cancels within 30 days in writing (either by letter, fax or e-mail to stop@getAbstract.com) AND has not downloaded more than seven (7) summaries.

B) Individual Subscription: “Silver Subscription”

1. The Service
Subscribers of individual Silver Subscriptions (“Subscribers”) receive the getAbstract service for a duration of 52 weeks. The getAbstract service consists of the following elements:
a)  getAbstract will set up and activate an individual account for each Subscriber. The interest profile can be changed at any time by the Subscriber.
b) Each Subscriber will receive four (4) summaries upon order and one summary biweekly during the subsequent 52 weeks via e-mail (Push-Service). Summaries will be selected according to his/her interest profile.

2. Duration of the Silver Subscription and Renewal
The individual Silver Subscription is purchased for 52 weeks. The Gold Subscription will automatically be renewed for an additional term if not cancelled by letter, fax, e-mail to stop@getAbstract.com, or by clicking on a cancel link provided in an renewal e-mail four (4) weeks prior to expiration. If the Subscriber chooses not to cancel during that period, the subscription shall be renewed (and the Subscriber shall be bound by this Subscriber Agreement) for an additional term.

3. Payment and Money-Back Guarantee
Payment for the individual Silver Subscription is by credit card worldwide (either through an online transaction on the getAbstract Web site or via fax payment form). Payment by invoice is possible in Switzerland and Germany only. getAbstract will refund the entire fee if the customer cancels within 30 days in writing (either by regular mail, fax or e-mail to stop@getAbstract.com) AND has not downloaded more than two (2) summaries.

C) Individual Subscription: “Student Pass”

1. The Service
Subscribers of Student Pass (“Subscribers”) receive the getAbstract-Service for a duration of 26 weeks. The getAbstract service consists of the following elements:
a)  getAbstract will set up and activate an individual account for each Subscriber. The interest profile can be changed at any time by the Subscriber.
b)  Each Subscriber will receive via e-mail one weekly summary according to his/her interest profile (Push-Service). The frequency of this service can be reduced upon the Subscriber’s request.
c)  Subscribers are entitled to unlimited2 access to the entire getAbstract database in all available languages (Pull-Service).
d)  Subscribers are entitled to access all available audio summaries.

2. Duration of the individual Student Pass and Renewal
The “Student Pass” is purchased for 26 weeks. The Gold Subscription will automatically be renewed for an additional term if not cancelled by letter, fax, e-mail to stop@getAbstract.com, or by clicking on a cancel link provided in an renewal e-mail four (4) weeks prior to expiration. If the Subscriber chooses not to cancel during that period, the subscription shall be renewed (and the Subscriber shall be bound by this Subscriber Agreement) for an additional term.

3. Eligibility
The Student Pass is only available for currently enrolled students. Subscribers must supply a copy of a valid student ID within 7 days of the date of order to receive the special Student Rate. Upon renewal of the account, subscribers must again supply a copy of a current student ID in order to continue to be billed at the special Student Rate.

4. Payment and Money-Back Guarantee
Payment for the individual Student Pass is by credit card worldwide (either through an online transaction on the getAbstract Web site or via fax payment form). Payment by invoice is not possible. getAbstract will refund the entire fee if the customer cancels within 30 days in writing (either by letter, fax or e-mail to stop@getAbstract.com) AND has not downloaded more than seven (7) summaries.

D) Individual Subscription: “One-Dollar Subscription”

1. The Service
Subscribers to individual “One-Dollar” Subscriptions (“Subscribers”) receive access to getAbstract for a duration of thirty (30) days. The getAbstract service consists of the following elements:
a)  getAbstract will set up and activate an individual account for each Subscriber. The interest profile can be changed at any time by the Subscriber.
b)  Each Subscriber will receive via e-mail one weekly summary according to his/her interest profile (Push Service). The frequency of this service can be reduced upon the Subscriber’s request.
c) Subscribers are restricted to seven (7) manual downloads (i.e. different book titles) in all formats per title (including audio) from the getAbstract database (Pull Service).

2. Duration of the “One Dollar” Subscription and Renewal
The individual “One-Dollar” Subscription is purchased for 30 days. The One-Dollar Subscription will automatically be turned into a regular one-year Gold Subscription if not cancelled in writing within the first 30 days (by letter, fax or e-mail to stop@getAbstract.com.) If the Subscriber does not cancel during that period, the subscription shall be renewed at the price of the regular Gold Subscription (and the Subscriber shall be bound by this Subscriber Agreement) for one year.

3. Payment and Money-Back Guarantee
Payment for the individual “One-Dollar” Subscription is by credit card (through an online transaction on the getAbstract Web site). Payment by invoice is not possible. getAbstract will refund the entire fee if the customer cancels within 30 days in writing (either by regular mail, fax or e-mail to stop@getAbstract.com) AND has not downloaded more than seven (7) summaries.

E) Gift Subscriptions

1. The Service
Any of the above mentioned subscription types may be offered as a gift subscription.

2. Duration of the Gift Subscription and Renewal
The duration of a Gift subscription is indicated on the Web site at the time of purchase. This duration will be one year if not otherwise mentioned. The Gift Subscription will not be renewed automatically – neither for the gift giver, nor for the recipient. It will terminate after the initial period.

3. Payment and Money-Back Guarantee
Payment for the Gift Subscriptions is by credit card (through an online transaction on the getAbstract Web site). Payment by invoice is not possible. Gift subscriptions cannot be cancelled and the Money-Back Guarantee does not apply. Gift subscriptions are not redeemable or refundable for cash, and cannot be combined with any other special or free offers. Gift subscriptions and their use are subject to the getAbstract terms of use. The 50% discount offer (for the second and subsequent Gift Subscriptions) applies to subscriptions of equal or lesser value (i.e. you cannot choose a Silver Subscription as your first Gift Subscription and get a 50% discount on the more expensive Gold Subscription)

F) Seat-Based Service

1. The Service
The getAbstract seat-based service provides client employees access to the online library of business book summaries hosted by getAbstract. The client agrees to limit the use of the getAbstract service to the number of employees specified in this agreement. Each client employee that is authorized as a user of the getAbstract service will be uniquely identified by his/her designated company e-mail address. Authorized users will be provided access to the getAbstract service for the term of the subscription period. The getAbstract service includes the following:
a) getAbstract will set up and activate a subscription for the total number of authorized users licensed by the client.
b) Each authorized user will have unlimited access to all of the business book summaries available in the portion of the getAbstract library specified in this agreement (Pull Service).
c)  Each authorized user will receive via e-mail one weekly summary according to his/her interest profile (Push-Service). The frequency of this service can be reduced upon the user’s request.
d) The client will be provided access to online usage tracking reports upon request.

2. Duration of the Seat-Based Service and Renewal
The term of the Seat-Based Service is fixed in the contract or invoice. Renewal is automatic for a subsequent term of the same length if written cancellation has not been received by getAbstract at least sixty (60) days prior to the end of each term. In the event that more users have registered to the account than the amount of licenses purchased, the additional licenses will also be invoiced upon renewal of the subscription.

3. Payment
Payment is due in full net ten (10) days from the date of invoice. With multi-year contracts, getAbstract will invoice the client for each year committed annually based on the contract anniversary date. For multi-year contracts and renewals, getAbstract reserves the right to adjust the license fee by the official inflation index (Euroland).

G) Enterprise Solution

1. The Service
The Enterprise Solution authorizes all designated employees (“Employee”), based upon the total numbers of employees, of the corporate client (“Client”) to receive the getAbstract service for the period of the Subscriber Agreement or for the period as specified on the invoice. The getAbstract service consists of the following elements:
a)  getAbstract will set up and activate an ASP Solution for the Client. The ASP Solution will be hosted and maintained on getAbstract’s servers.
b)  Each Employee will get unlimited access to the portion of the Abstract Database specified in the Subscriber Agreement or invoice, in the languages specified in the Subscriber Agreement or invoice, by using the link provided on the Client’s intranet (Pull Service).
c)  Optionally each Employee will be able to subscribe to the individual weekly summary service. Each Employee will then receive via e-mail one weekly summary according to his/her interest profile (Push-Service). The frequency of this service can be changed upon the Employee’s request.
d)  The Client will get access to an online usage tracking tool upon request.

2. Duration of Enterprise Solution and Renewal
The term of the Enterprise Solution is fixed in the contract or invoice. Renewal is automatic for a subsequent term of the same length if written cancellation has not been received by getAbstract at least sixty (60) days prior to the end of each term.

3. Payment
Payment is due ten (10) days after activation of the getAbstract Service. In the case of a multi-year contract or renewal, payment is due each year in advance within ten (10) days after twelve (12) months of Service. For multi-year contracts and renewals, getAbstract reserves the right to adjust the license fee by the official inflation index (Euroland). Other fees as agreed by the parties will be submitted by separate invoice.

H) General Terms

1. Frequent Flyer Miles
Some programs offer frequent flyer miles with the purchase of a getAbstract subscription. These frequent flyer miles will not be credited if the getAbstract subscription is cancelled or is not paid – either within or outside the cancellation period. If the frequent flyer miles have already have been credited, and the customer cancels the subscription or fails to pay for the subscription, we will transfer those frequent flyer miles back from the customer to getAbstract.

2. Copyright and Limitations of Use
The content available through the getAbstract-Service, including the summaries and the associated metadata, is the property of getAbstract or its licensors and its subsidiaries, and is protected by national and international copyright and other intellectual property laws. All rights reserved. You agree not to reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate the content received through getAbstract to anyone, including but not limited to others in the same company or organization, without the express prior written consent of getAbstract. The summaries may only be used and stored by the Subscribers (A, B, C, D and E) or by the clients’ designated employees (F and G). No summary or any part thereof may be reproduced, sold, rented, published, licensed or transmitted in any form or by any means, electronic, photocopying, or otherwise, without prior written permission of getAbstract.

1 The download is limited to 100 summaries within 24 hours.
2 The download is limited to 100 summaries within 24 hours. 

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