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Effective Date:
April 2, 2014
Note: The ACT Inc.
Terms of Use have been updated.
Welcome to the network of interactive services owned, operated, or provided
by ACT Inc. (“ACT”, “The ACT Edutainment Experience,” “us,” or “we”). These
Terms of Use (“Terms”) govern your use of any ACT website or service
(collectively, the “Services”) that includes an authorized link to these
Terms.
Please review these Terms carefully before using the Services. By using any
of the Services, you accept and acknowledge that the Services are hosted in
the United States and that your use of the Services is subject to these
Terms and the laws of the State of New Jersey.
1.
Changes
We may
occasionally change these Terms, so we encourage you to review the Terms
periodically. The most current version of the Terms (along with their
effective date) will be linked from each of the Services. If you continue
to use the Services after we change the Terms, you accept all changes.
2.
Privacy Policy; Additional Terms
Our Privacy Policy
describes our practices concerning data that you provide or that we may
collect about you through the Services, and you consent to our use of data
in compliance with the Privacy Policy.
Additional terms may apply to your use of the Services. We will provide
these terms to you or post them on the Services to which they apply; they
are incorporated by reference into these Terms. If there is a conflict
between these Terms and any additional terms that apply to a particular
Service, the additional terms will control.
Contests and promotions on the Services may also have additional rules and
eligibility requirements, such as certain age or geographic area
restrictions, and you are responsible for complying with these rules and
requirements.
3.
Registration and Access Controls
You are
responsible for maintaining the confidentiality of your login names and
passwords and you accept responsibility for all activities, charges, and
damages that occur under your account. If you have reason to believe that
someone is using your account without your permission, you should contact us
immediately. We will not be responsible for any loss or damage resulting
from your failure to notify us of unauthorized use.
If we request registration information from you, you must provide us with
accurate and complete information and must update the information when it
changes. You may not access any age-restricted Services unless you are
above the required age.
4.
Intellectual Property; License
The content,
information, data, designs, code, and materials associated with the
Services (“Content”) are protected by intellectual property and other laws.
You must comply with all such laws and applicable copyright, trademark or
other legal notices or restrictions.
Subject to these Terms, you may access and use the Services only for your
own personal, non-commercial use. We reserve all other rights to the
Services and Content, and you may not otherwise copy, reproduce,
distribute, publish, display, perform, or create derivative works of the
Services or Content without our permission. You also may not transfer or
sublicense this limited right to use the Services or resell the Services.
a. Viral Distribution
We may expressly authorize you to redistribute certain Content for
personal, non-commercial use. We will identify the Content that you are
authorized to redistribute and describe ways you may redistribute it (such
as via email, blogs, or embedded players, or by producing Mash-Ups We may revoke this authorization at any time.
If you redistribute Content, you must be able to edit or delete such
publicly posted Content and you must edit or delete it promptly upon our
request.
b. Commercial Licenses
You must obtain our written permission for commercial use of the Content or
the Services. If you wish to license Content from the Services, please contact us.
5. Legal
Complaints
ACT respects
intellectual property rights. If you believe that Content on the Services
infringes your copyright, please submit your question or complaint to us.
6. Guest
Submissions
Some of the
Services may allow you to submit or transmit audio, video, text, or other
materials (collectively, “Guest Submissions”) to or through the Services.
When you provide Guest Submissions, you grant to The ACT Edutainment
Experience, its parent, subsidiaries, affiliates, and partners a
non-exclusive, worldwide, royalty-free, fully sublicenseable license to
use, distribute, edit, display, archive, publish, sublicense, perform,
reproduce, make available, transmit, broadcast, sell, translate, and create
derivative works of those Guest Submissions, and your name, voice, likeness
and other identifying information where part of a Guest Submission, in any
form, media, software, or technology of any kind now known or developed in
the future, including, without limitation, for developing, manufacturing,
and marketing products. You hereby waive any moral rights you may have in
your Guest Submissions.
We respect your ownership of Guest Submissions. If you owned a Guest
Submission before providing it to us, you will continue owning it after
providing it to us, subject to any rights granted in the Terms and any
access granted to others. If you delete a Guest Submission from the
Services, our general license to that Guest Submission will end after a
reasonable period of time required for the deletion to take full effect.
However, the Guest Submission may still exist in our backup copies, which
are not publicly available. If your Guest Submission is shared with third
parties, those third parties may have retained copies of your Guest
Submissions. In addition, if we made use of your Guest Submission before
you deleted it, we will continue to have the right to make, duplicate,
redistribute, and sublicense those pre-existing uses, even after you delete
the Guest Submission. Terminating your account on a Service will not
automatically delete your Guest Submissions.
We may refuse or remove a Guest Submission without notice to you. However,
we have no obligation to monitor Guest Submissions, and you agree that
neither we nor our parent, subsidiaries, affiliates, employees, or agents
will be liable for Guest Submissions or any loss or damage resulting from Guest
Submissions.
Except as provided in the Privacy Policy, we do not guarantee that Guest
Submissions will be private, even if the Guest Submission is in a
password-protected area. Accordingly, you should not provide Guest
Submissions that you want protected from others.
You represent and warrant that you have all rights necessary to grant to ACT
Inc. the license above and that none of your Guest Submissions are
defamatory, violate any rights of third parties (including intellectual
property rights or rights of publicity or privacy), or violate applicable
law.
7.
Third-Party Content
We occasionally
provide third party content or link to third party websites on the
Services. We do not necessarily endorse or evaluate third party content and
websites, and we do not assume responsibility for third parties’ actions or
omissions. You should review third parties’ terms of use and privacy
policies before you use their services.
8.
Fee-Based Services
If you accept
fee-based products or features, you agree to the terms and conditions
governing all such purchases, including all requirements to pay applicable
fees and charges. We will notify you of any changes to fees and charges.
Billing for all mobile subscription services will be governed by the Mobile Features
section of these Terms unless the terms of the subscription say otherwise.
We may offer trial subscriptions to paid services for free or at special
discounted prices. Unless otherwise stated, these trial subscriptions and
any other subscription services we provide will be automatically renewed at
the current subscription rate if you do not cancel before the end of the
trial or subscription period. You may need to cancel your subscription at
least 10 days prior to its renewal date in order to avoid further charges.
Unless otherwise stated, all fees and charges are non-refundable, including
for unused portions of cancelled subscriptions. We do not provide price
protection or refunds in the event of a price drop or promotional offering.
9.
Acceptable Use
The Services have
been designed to present Content in a unique format and appearance. Unless
we give you permission, you agree not to access the Services using any
interface other than ours. We may deny permission to link to the Services
for any reason in our sole discretion, and you must be able to edit or
delete promptly links that you create, upon our request.
Without limiting any other provision in these Terms, you may not use the
Services to do the following or assist others to do the following:
• Threaten, defame, stalk, abuse, or harass other persons or engage
in illegal activities;
• Link to the Services from a site or transmit any material that is
inappropriate, profane, vulgar, offensive, false, disparaging, defamatory,
obscene, illegal, sexually explicit, racist, that promotes violence, racial
hatred, or terrorism, or that we deem, in our sole discretion, to be
otherwise objectionable;
• Frame the Services, display the Services in connection with an
unauthorized logo or mark, or do anything that could falsely suggest a
relationship between the ACT Inc. Parties and any third party or
potentially deprive us of revenue (including, without limitation, revenue
from advertising, branding, or promotional activities);
• Violate any person's or entity's legal rights (including, without
limitation, intellectual property, privacy, and publicity rights), transmit
material that violates or circumvents such rights, or remove or alter
intellectual property or other legal notices;
• Transmit files that contain viruses, spyware, adware, or other
harmful code;
• Advertise or promote goods or services without our permission
(including, without limitation, by sending spam);
• Interfere with others using the Services or otherwise disrupt the
Services;
• Transmit, collect, or access personally
identifiable information about other guests without the consent of those
guests and The ACT Edutainment Experience;
• Engage in unauthorized spidering, “scraping,” or harvesting
Content, contact or other personal information, or use any other
unauthorized automated means to compile information;
• Impersonate any person or entity or otherwise misrepresent your
affiliation or the origin of materials you transmit; or
• Defeat any access controls, access any portion of the Services
that we have not authorized you to access (including password-protected
areas), link to password-protected areas, attempt to access or use another guest’s
account or information, or allow anyone else to use your account or access
credentials.
10. Site Access; Account Deletion
We may take any of
the following actions in our sole discretion at any time and for any reason
without giving you prior notice:
• Restrict or terminate your access to the Services;
• Change or discontinue the Services;
• Deactivate your accounts and delete all related information and
files in your accounts;
• Provide information concerning you and your activities to comply
with applicable laws or respond to court order, subpoenas, or other lawful
requests, or if we believe doing so would protect your safety or that of
another person or protect the security of the Services, or as otherwise
described in the Privacy
Policy.
We will not be liable to you or any third party for taking any of these
actions and we will not be limited to the remedies above if you violate
these Terms.
If you do not agree to these Terms, you should immediately stop using the
Services. If you want to delete your account on a Service, please use
contact instructions posted on the Service at which you obtained the
account. Any Guest Submissions you made while using the Services will
continue to be governed by Section 6 of these Terms.
Sections 6 and 11-15 of these Terms will survive any termination of your
access to the Services, whether we terminate your access or you voluntarily
discontinue your use.
11.
Indemnification
You will defend,
indemnify, and hold harmless The ACT Edutainment Experience, its parent,
subsidiaries, affiliates, and the directors, officers, employees,
shareholders, vendors, partners, contractors, agents, licensors or other
representatives of each of them and all of their successors and assigns
(collectively, the “ACT Parties”) with respect to all claims, costs
(including attorney’s fees and costs), damages, liabilities, and expenses
or obligations of any kind, arising out of or in connection with your use
or misuse of the Services (including, without limitation use of your
account, whether or not authorized by you, and claims arising from Guest
Submissions). ACT Inc. retains the right to assume the exclusive defense
and control of any claim subject to indemnification, and in such cases you
agree to cooperate with us to defend such claim. You may not settle any
claim covered by this Section 11 without ACT Inc.’s prior written approval.
12.
Disclaimers; Limitation of Liability
THE ACT INC.
PARTIES DO NOT WARRANT: (1) THAT THE SERVICES, ANY OF THE SERVICES’
FUNCTIONS OR ANY CONTENT OR SOFTWARE CONTAINED THEREIN WILL BE UNINTERRUPTED
OR ERROR-FREE; (2) THAT DEFECTS WILL BE CORRECTED; (3) THAT THE SERVICES OR
THE SERVERS HOSTING THEM ARE FREE OF VIRUSES OR OTHER HARMFUL CODE; OR (4)
THAT THE SERVICES OR INFORMATION AVAILABLE THROUGH THE SERVICES WILL
CONTINUE TO BE AVAILABLE. THE ACT INC. PARTIES DISCLAIM ANY EXPRESS OR
IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE. THE SERVICES,
INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE
AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE SERVICES, ARE PROVIDED
“AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”
THE ACT INC. PARTIES WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS
OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL,
DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR
CONSEQUENTIAL DAMAGES) IN CONNECTION WITH THE SERVICES OR YOUR GUEST
SUBMISSIONS, EVEN IF FORESEEABLE OR EVEN IF ONE OR MORE OF THE ACT INC.
PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (INCLUDING,
WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, GROSS
NEGLIGENCE, OR OTHERWISE, BUT EXCLUDING WILLFUL MISCONDUCT) UNLESS
SPECIFIED IN WRITING. THE ACT INC. PARTIES’ LIABILITY IN CONNECTION WITH THE
SERVICES OR YOUR GUEST SUBMISSIONS FOR WILLFUL MISCONDUCT WILL NOT EXCEED
THE AMOUNT PAID BY YOU TO ACT INC. IN THE THREE MONTHS PRECEEDING THE
CLAIM.
YOUR ACCESS TO AND USE OF THE SERVICES IS AT YOUR RISK. IF YOU ARE
DISSATISFIED WITH THE SERVICES OR ANY OF THE CONTENT, YOUR SOLE AND
EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SERVICES.
YOU ACKNOWLEDGE AND AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF
THE ACT INC. PARTIES’ ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT
IRREPARABLE AND ARE NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER
EQUITABLE RELIEF RESTRICTING EXPLOITATION OF ANY WEBSITE, PROPERTY,
PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE, OR OTHER AUDIO/VISUAL
CONTENT OWNED OR CONTROLLED BY THE ACT INC. PARTIES, INCLUDING WITHOUT
LIMITATION THE SERVICES (INCLUDING THOSE INCORPORATING GUEST SUBMISSIONS).
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 ANY LAW THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.
SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE
EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE
LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
13. Governing
Law, Venue, and Jurisdiction
These Terms and
all claims arising from or related to your use of the Services will be
governed by and construed in accordance with the laws of the State of New
Jersey. These Terms will not be governed by the United Nations Convention
on Contracts for the International Sale of Goods, if applicable.
With respect to any disputes or claims not subject to arbitration (as set
forth below), you agree to exclusive jurisdiction in the state and federal
courts in Newark, NJ. Notwithstanding any other provision of these Terms,
we may seek injunctive or other equitable relief from any court of
competent jurisdiction.
Regardless of any statute or law to the contrary, you must file any claim
or action related to use of the Services or these Terms within one year
after such claim or action accrued. Otherwise, you will waive the claim or
action.
14.
Arbitration
We may elect to
resolve any controversy or claim arising out of or relating to these Terms
or the Services by binding arbitration in accordance with the commercial
arbitration rules of the American Arbitration Association. Unless we
establish a different location, arbitration hearings will be held in Newark,
NJ. The arbitrator’s award will be binding and may be entered as a judgment
in any court of competent jurisdiction.
15.
Miscellaneous
We may be required
by state or federal law to notify you of certain events. You hereby
acknowledge and agree that such notices will be effective upon our posting
them on our sites or delivering them to you via email. You may update your
email address by visiting the Services where you have provided contact
information. If you do not provide us with accurate information, we will
not be responsible for failure to notify you. Our failure to exercise or
enforce any right or provision in these Terms will not constitute a waiver
of such right or provision. These Terms, including all additional terms,
conditions, and policies on the Services, constitute the entire agreement
between you and us and supersede all prior agreements with respect to the
subject matter hereof. If any part of these Terms is determined to be
invalid or unenforceable under applicable law, that provision will be
removed, and the remainder of the Terms will continue to be valid and enforceable.
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