USER ONLINE LEARNING AGREEMENT
Last Revised: 04/10/2014
PLEASE READ THESE TERMS CAREFULLY. By clicking on “I Accept” below and using this Website, you are agreeing to abide by the terms in this Individual User Online Learning Agreement (“Agreement”) between Pivot Point International, Inc. (“Pivot Point”) and you.
Pivot Point has developed a series of educational programs that include educational textbooks in any form, video content modules, slide presentations, interactive glossaries, student assessments, teacher’s support materials, defined set of pre-built reports, courseware, and other resources posted on the Artist Access Online Learning Website (the “Library”).
You have purchased or been provided a Pivot Point textbook package (“Educational Package”) that includes access to the Library via the Artist Access Online Learning Website (“Website”) from a school that is authorized to sell or provide access to the Educational Packages to you (your “School”).
Pivot Point is willing to grant permission for you to access the Library via the Website on the terms in this Agreement.
1. Grant and Authorization. Subject to the terms of this Agreement, including the rights of any third party licensors as defined herein, Pivot Point authorizes you to access and use the Library via the Website for your own use as you train or teach at your School (a “User Authorization”). This Agreement applies to all Library material posted for use on the Website. You agree to abide and be bound by the terms of this Agreement and the policies established from time to time regarding access to and use of the Library and the Website, including Pivot Point’s Website Terms of Use (“Terms of Use”) and Privacy Policy (“Privacy Policy”). You have received a unique code (“Keycode”) to allow you to access one or more Educational Packages contained in the Library via the Website.
2. Term. Unless terminated earlier under this Agreement, the term of your User Authorization for an Educational Package will begin on the date you first access the Library via the Website using your Keycode and continue for the number of months agreed upon with your School or purchased by you (the “Term”). User Authorizations are non-transferable. Any attempted resale or other transfer of a User Authorization by you voids your User Authorization immediately and without notice, regardless of the amount of time remaining in the Term. You may renew your User Authorization for an additional period by contacting Pivot Point at info@pivot-point.com (“Renewal”).
3. Your Obligations. You understand and agree that:
(a) User Authorizations only include access to the Educational Package you have acquired in the Library. You agree that you will only access the Educational Package you have acquired within the Library and will not attempt to access any other areas of the Library.
(b) Upon accessing the Library via the Website with your Keycode for the first time, you will be prompted to create or enter a personal user name (“User Name”) and password (“Password”) to be used by you to access the Library via the Website going forward. The Website includes a password reset function in the event you forget your User Name or Password. Pivot Point will not provide your User Name or Password directly to you if you forget or misplace it; you must use the password reset function. KEYCODE, PASSWORD AND USER NAME SHARING ARE STRICTLY PROHIBITED AND GROUNDS FOR IMMEDIATE TERMINATION OF YOUR USER AUTHORIZATION BY PIVOT POINT, so you must not disclose your User Name, Password or Keycode to any other person. You give Pivot Point the right to inspect and audit your usage of the Website to ensure that you are complying with this Agreement.
(c) You or your School (as applicable) are responsible for the selection, purchase and configuration of all equipment, including computers, mobile devices and other hardware, used by you to access the Library via the Website. Pivot Point may provide a general list of technical recommendations to your School for accessing the Library via the Website, but is not obligated to do so. Further, Pivot Point does not guarantee that the equipment it suggests is the best equipment available to access the Library via the Website.
(d) You or your School (as applicable) are responsible for maintaining the functionality of all equipment used by you to access the Library via the Website, including ensuring connectivity to the internet. You or your School (as applicable) are responsible for installing and configuring software (including an internet firewall) on any user equipment required to access the Library via the Website. In the event that the Website will be accessed by you via equipment not owned or otherwise provided by your School, including personal computers, you are solely responsible for maintaining the functionality of your own personal equipment, including ensuring connectivity to the internet and installing and configuring software (including an internet firewall) on your own personal equipment as required to access the Library via the Website. Pivot Point is not responsible for maintaining the functionality of or otherwise assisting you or your School with any equipment used to access the Library.
(e) You will use your best efforts to maintain a secure system, including maintaining the secrecy of your User Name, Password and Keycode and using up-to-date local anti-virus software.
4. Usage and Ownership of Library and Website. Pivot Point and its third party licensors, as applicable, are the owners of all trademarks, copyrights, trade secrets and other intellectual property and proprietary rights in or related to the Library, the Website, any content and any source code related thereto, and any modifications of any of the foregoing. You acknowledge and agree that the material contained on the Website, including all portions of the Website, content in and on the Website, site design, text, graphics, illustrations and artwork, sound, software, photographs, and the compilation (including the collection, selection, assembly and arrangement) of such material, is the exclusive property of Pivot Point, and is protected by copyright, trademark and other laws in the U.S., Canada and some foreign countries. You further acknowledge and agree that the Library is being made available to you only for your authorized use and must not be copied, reproduced, republished, posted, resold, uploaded, or distributed in any way or directly or indirectly duplicated, transmitted or shared in any way with any other person or party and must not be downloaded or printed unless explicitly provided to you for download or printing.
5. Pivot Point Support. You or your School (as applicable) are responsible for managing, administering and supporting your access to the Library via the Website. You will contact your School for technical support. If the School is unable to resolve your issue, you may contact the Pivot Point support desk at the toll-free support number listed on the Website. Telephone support will be available 24/7, 365 days per year. Pivot Point will use reasonable efforts to respond to telephone inquiries within one business day. You acknowledge and agree that you or your School (as applicable) are responsible for all technical support not provided by Pivot Point.
6. Your Data. Pivot Point is not responsible for maintaining any of your data that is provided in connection with obtaining access to or use of the Library via the Website. The Website includes self-study and self-assessment modules, but does not assign grades. As such, Pivot Point has no obligation to maintain your responses or performance records in connection with your use of the self-study and self-assessment modules on the Website. YOUR SCHOOL IS SOLELY RESPONSIBLE FOR MAINTAINING ALL OF YOUR NECESSARY STUDENT DATA, INFORMATION AND GRADES. PIVOT POINT MAY MAKE AVAILABLE ON THE WEBSITE TESTS OR EXAMS FOR YOU TO EVALUATE YOUR PROGRESS AND TO HELP YOU PREPARE FOR LICENSING EXAMINATIONS. PIVOT POINT DOES NOT WARRANT OR REPRESENT THAT ANY SUCH TESTS OR EXAMS WILL ASSURE OR GUARANTEE THAT YOU WILL BE SUCCESSFUL ON ANY LICENSING EXAMINATION OR THAT YOU WILL BE ABLE TO ACHIEVE A PASSING GRADE OR GRADE LEVEL ON ANY EXAMINATION.
7. Privacy. Any information gathered by Pivot Point during your use of the Website is governed by the Privacy Policy, which is incorporated into this Agreement. You acknowledge and agree that Pivot Point may use your user preferences, email addresses, name and other contact information for its own and other third party marketing purposes pursuant to its Website Privacy Policy as updated from time to time and available on the Website.
8. Termination and Restricted Access. Pivot Point may terminate this Agreement immediately, at its sole discretion, and without notice to you in the event that you breach this Agreement or violate the Terms of Use, or if Pivot Point has a reasonable basis to believe that any such violation or breach is likely. Pivot Point may also terminate this Agreement without cause upon thirty (30) days advance written notice to you or, if Pivot Point is unable to provide written notice to you for any reason, by posting such notice of termination on the Website that will be viewable upon your next attempted login. Further, your School may require Pivot Point to terminate your access to the Library via the Website immediately and without notice to you in the event that you drop out of the course of instruction being offered by School during the Term of your User Authorization. You acknowledge and agree that Pivot Point is not responsible for any errors made by a School or Pivot Point with respect to terminating your access to the Library via the Website, including for improper termination or termination of the wrong User Authorization. Pivot Point will not be responsible for issuing a refund of any payment, whether tuition or otherwise, made by you to your School or directly to Pivot Point, except as otherwise required by the terms of this Agreement.
9. Effect of Termination or Expiration. Upon termination or expiration of this Agreement, your right and authorization to access the Library via the Website will stop immediately. You agree to delete any slide presentations or other downloadable materials downloaded from the Website to any hard drive maintained by you. You acknowledge and agree to give Pivot Point access to and the right to inspect any user equipment used by you to access the Library via the Website to determine your compliance with the provisions of this Section. Those provisions of this Agreement that expressly or by their nature survive the termination of the Agreement will survive. In the event that Pivot Point permanently shuts down the Website for any reason, any user holding a current User Authorization will receive a refund from Pivot Point of 10% of the value (based on Pivot Point’s then-current pricing) of the Educational Package, regardless of how much or how little time remains in the Term. Additionally, in the event that the Website becomes temporarily unavailable for thirty (30) or more consecutive days for any reason, each user holding a current User Authorization still in the Term will receive an extension of their Term or Renewal equal to the total number of consecutive days the Website was unavailable.
10. Indemnification. You agree to indemnify and hold Pivot Point, its affiliates and its and their directors, officers, shareholders, employees, representatives, agents, successors and assigns, harmless from any and all claims and actions, and all liabilities, obligations, judgments, settlements, costs and expenses (including reasonable attorneys’ fees) that arise out of: (a) any breach by you or any person using your User Authorization of any obligations or requirements under this Agreement or the Terms of Use; or (b) any claims made by your School arising out of the contracts or agreements between you and your School, including, without limitation, any and all claims for tuition or other payments made to your School or any claims for payment. This indemnification provision shall survive the expiration or termination of this Agreement.
11. Warranties and Disclaimers. THE LIBRARY AND THE WEBSITE ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY REGARDING THE QUALITY, PERFORMANCE, OR FUNCTIONALITY OF THE LIBRARY OR THE WEBSITE OR REGARDING THE QUALITY OR ACCURACY OF ANY INFORMATION OBTAINED FROM OR AVAILABLE THROUGH USE OF THE LIBRARY VIA THE WEBSITE OR THAT THE LIBRARY ON THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. PIVOT POINT MAKES NO WARRANTY THAT ANY DEFECTS, WHETHER KNOWN OR UNKNOWN, WILL BE CORRECTED, OR THAT THE LIBRARY WILL BE VIRUS-FREE. PIVOT POINT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO ANY AND ALL PRODUCTS AND TECHNIQUES SHOWN OR DESCRIBED ON THE WEBSITE. YOU ARE EXPRESSLY WARNED TO CONSIDER AND ADOPT ALL SAFETY PRECAUTIONS THAT MAY BE INDICATED BY THE TECHNIQUES SHOWN AND DESCRIBED ON THE WEBSITE AND TO AVOID ALL POTENTIAL SAFETY, HEALTH AND OTHER HAZARDS. BY PERFORMING THE TECHNIQUES SHOWN AND DESCRIBED ON THE WEBSITE, YOU WILLINGLY AND KNOWINGLY ASSUME ALL RISKS IN CONNECTION THEREWITH, INCLUDING WITH RESPECT TO ANY UNEXPECTED OR UNINTENDED CONSEQUENCES OR RESULTS. THE WEBSITE IS NOT INTENDED TO REPLACE YOUR SCHOOL’S RECORD-KEEPING FUNCTION. SOME STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU. IN THESE STATES, PIVOT POINT’S LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
PIVOT POINT DOES NOT PERFORM ANY INDEPENDENT ANALYSIS IN CONNECTION WITH ANY OF THE PRODUCTS SHOWN OR DESCRIBED ON THE LIBRARY ON THE WEBSITE. ANY INFORMATION ABOUT THE PRODUCTS SHOWN OR DESCRIBED ON THE WEBSITE MUST BE OBTAINED FROM THE MANUFACTURER AND WILL NOT BE PROVIDED BY PIVOT POINT.
You further understand and agree that difficulties may occur in accessing and using the Library or the Website, including, without limitation, delays in accessing the Library on the Website due to the number of users accessing or attempting to access the Library on the Website, and that Pivot Point may have to schedule down times for the Website to maintain, repair, modify and update the Library or for any number of other reasons. Additionally, Pivot Point shall not be responsible for any problems related to your or your school’s internet connections or computer related problems whether at your school location or at any remote location utilized by you.
12. Limitation of Liability. EXCEPT AS SPECIFICALLY STATED HEREIN, YOU ACKNOWLEDGE THAT PIVOT POINT IS NOT RESPONSIBLE FOR THE RETURN OF ANY PAYMENTS OR OTHER OBLIGATIONS FOR ANYTHING, INCLUDING ANY PAYMENTS MADE TO PIVOT POINT, YOUR SCHOOL, OR TO ANY OTHER PARTY FOR YOUR USE OF OR ACCESS TO THE LIBRARY OR EDUCATIONAL PACKAGE OR THE LIBRARY. IN NO EVENT SHALL PIVOT POINT, OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, VENDORS, AND/OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR USE OF OR RELIANCE ON ANY OF THE TECHNIQUES OR PRODUCTS SHOWN OR DESCRIBED IN THE EDUCATIONAL PACKAGE OR IN THE LIBRARY, LOSS OF USE OF THE WEBSITE, LOSS, THEFT OR DISCLOSURE OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE WEBSITE OR ANY INFORMATION, SERVICES OR PRODUCTS MADE AVAILABLE OR OBTAINED THROUGH THE WEBSITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PIVOT POINT OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, VENDORS, OR SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES IN ADVANCE. IF YOU ARE DISSATISFIED WITH ALL OR ANY PORTION OF THE WEBSITE, OR WITH ALL OR ANY OF THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE. SOME JURISDICTIONS MAY NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, IN WHICH CASE THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. THE LIMITATIONS ON DIRECT AND INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARE INDEPENDENT OF ONE ANOTHER AND ANY OTHER LIMITATIONS SET FORTH HEREIN.
You understand and agree that Pivot Point is not a party to, or responsible for the obligations under, the contract or agreement you have with your School. Any disputes arising out of the contract or agreement you have with your School, including tuition payments and refunds, are exclusively between you and your School.
13. Force Majeure. Pivot Point will not be liable in any amount for failure to perform, or delay in performing, any obligations, hereunder if such delay or failure is caused by any events beyond its control including, without limitation, acts of third parties, wars, hostilities, revolutions, riots, civil commotion, national emergency, strikes, lock-outs, unavailability of supplies, epidemics, fire, flood, earthquake, force of nature, explosions, embargo, or any other Act of God, unavailability, errors or other failures on the Internet, other data networks, or telecommunications systems, any law, proclamation, regulation, ordinance, or other act or order of any court, government or governmental agency or delays.
14. Posting
Company may provide interactive areas for participation by you. All users of the Website must also follow any other guidelines or rules provided by Pivot Point or posted on the Website. A failure to comply with any of those guidelines or rules, or any of the other provisions of the Website’s Terms of Use, will result in, among other possible action, the immediate termination of all privileges to post content to the Website. Please report any violations of these guidelines to Pivot Point, as provided for in the “Contacting Us” paragraph of the Terms of Use.
You and other users of the Website bulletin boards, chat rooms and other interactive areas are solely responsible for the contents and consequences of the messages you communicate or post on this Website. You should exercise the utmost discretion before providing any personal information on this Website. Although Pivot Point is not obligated to monitor content or the accuracy of information, you acknowledge and agree that Pivot Point, in its sole discretion, has the right to monitor, without notice, any such content or information posted on this site. Pivot Point also reserves the right, in its sole and absolute discretion, to prohibit or remove any conduct or content, without notice, for any reason, and to revoke any user’s Authorization, for any reason.
You understand and agree that: (1) Pivot Point assumes no liability or responsibility for any content or material of any kind that is submitted for or posted on any interactive area on the site (including without limitation any bulletin boards, chat rooms, surveys on the site) by you or by any other users or third parties and (2) Pivot Point is a publisher of any such content, and is acting solely as an Internet Service Provider as such term is defined in the Digital Millennium Copyright Act.
14. Miscellaneous:
(a) This Agreement is fully assignable by Pivot Point at any time and shall inure to the benefit of any assignee or other legal successor to the interests of Pivot Point herein.
(b) This Agreement was last revised as of the last revision date set forth above. If we make any changes to this Agreement, we will notify you upon your first login to the Website after such a change. Such notification will appear conspicuously on the homepage of the Website that is visible after login. If you do not accept the change, we will give you the opportunity to opt out. However, doing so may affect your ability to access all or a portion of the Library via the Website. If you do not opt out, you are bound by any such change. If, at any time, you choose not to accept any of the terms of this Agreement or the Terms of Use, you should not access or use the Library via the Website.
(c) Failure of Pivot Point to enforce at any time any of the conditions of this Agreement shall not be a waiver of such terms or conditions, or of Pivot Point’s rights thereafter to enforce each and every term and condition of the Agreement.
(d) This Agreement is governed by the laws of the State of Illinois, without regard to its choice of laws provisions, and by applicable federal laws of the United States.
(e) Any action arising out of any claimed breach of the provisions of this Agreement or transactions relating to this Agreement shall be brought by either party within one (1) year following the occurrence of the facts giving rise to the cause of action.
(f) In case any one or more of the provisions of this Agreement are invalid or unenforceable, the legality or enforceability of the remaining provisions shall not be affected or impaired and will remain in full force and effect.