Terms of Use
Carefully read these Terms of Use before using this web site. This Web site and Web Service is owned and operated by Compass Child Protection®, a service of The Learning Factory® LLC and its affiliates (herein referred to as Company, us, we) and this Terms of Use Agreement (“the “Agreement”) is between the Company and you (herein referred to as you, your, user). Your access to, and use of, this web site, its materials and services is conditioned upon your acceptance and compliance with these terms in full. You will be requested at the end of this Agreement to indicate your acceptance of these terms and conditions. By clicking on the “I have read and agree to the Terms of Use” checkbox, you will have accepted and agreed to be bound by these terms and conditions, and you will also have confirmed that you have authority to agree to be so bound. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT OR DO NOT HAVE AUTHORITY TO SO AGREE, YOU MUST IMMEDIATELY LOG OFF OF THE WEB SITE AND CEASE ANY FURTHER USE OF ANY MATERIALS YOU MAY HAVE OBTAINED FROM THE WEB SITE.
Copyright and Usage of Content
Company respects the intellectual property of others, and we require you and our users to do the same. Company may disable and/or terminate a user’s account if Company determines that the user is violating applicable copyright or other intellectual property rights of Company or any other third-party.
The copyrights and other rights to the materials on this web site are owned by Company and/or its subsidiaries unless noted otherwise with the exception of User Submitted Content. You are authorized to view, download and reproduce the materials at this web site only for your personal use provided that you 1) retain all notices contained in the original materials 2) only use images with surrounding text relating to the images, and 3) include the following copyright notice if material is owned by Company:
Compass Child Protection® All rights reserved.
No further publication, commercial or non-commercial use may be made of the materials on this web site without the express written permission of Compass Child Protection®. You may not project, display, reproduce or in any other manner provide content from this web site in original or modified form to others. You may not make any part of this web site available as part of another web site whether by hyperlink framing on the Internet or otherwise. This web site and its content may not be used to construct a database of any kind nor may the same be stored (in whole or part) in databases for access by you or any third-party or to distribute any database containing all or part of the web site or its content.
Basic Terms of Use
1. You must be at least 18 years or older to register and use this Web Service.
2. You are responsible for all transactions that occur from within your account or under your screen name. You are responsible for keeping your password secure. You must immediately notify the Company of any breach of security or unauthorized use of your account. Company is not liable for losses caused by unauthorized use of your account, you may be liable to Company or others for such unauthorized use.
3. Company hereby grants you permission to use the Web Service as set forth in this Terms of Use, provided that: (i) your use of the Web Service is solely for personal, noncommercial use; (ii) you may not copy or distribute any parts of the Web Service, in any medium, without prior written authorization by Company; (iii) you will comply with the terms outlined in the Terms of Use.
4. The use of some features of this Web Service, require the creation of an account. You may never use another user’s account without prior permission. You must provide accurate and complete information when creating an account on the Company’s Web Service.
5. You agree not to employ automated systems (including crawlers, spiders, robots, etc.) that send requests to Company servers. However, Company allows the operators of public search engines to use spiders to copy materials from the Web Service for sole purpose of creating public accessibility, but does not grant these operators permission to store, cache, or archive such materials for any other purpose.
6. You may not use this Web Service or Web Site for any illegal, illicit, or unauthorized purposes. Users agree to comply with all local laws regarding online conduct and acceptable content. International users, outside of the United States, agree to comply with all local laws regarding online conduct and acceptable content usage.
7. You are solely responsible for any and all content (data, text, information, screen name, graphics, photos, profiles, audio, video clips, links, or any information that you contribute to the Company Web Service) that you submit, post, create, and display on Company web services.
8. You agree not to modify, adapt, or impair any service on this Web Service, Web site or its derivative products or services. Additionally, you agree not to falsely imply association with Company.
9. You agree not to transmit, construct, or provide means to send unwanted email messages to any Web Service user or use this Web Service to convey unsolicited or unwanted emails to external users.
10. You may not transmit any code, worms, or viruses or destructive code to the Company Web Service or to hosts such code on this Web Service.
11. You may not use this Web Service or Web Site to violate any laws in your jurisdiction or the jurisdiction of the United States. You may not post any content that violates the copyright, trademark or other intellectual property rights of Company or a third-party. Company reserves the right to cancel your membership in this Web Service for copyright, trademark or intellectual property rights violations. You are solely responsible for all content submitted to the service and hold Company, its affiliates and personnel harmless.
12. This Web Service may contain links by third-party Web Sites that are not owned, affiliated, or controlled by Company. Company has no control over and assumes no responsibility for content, policies, or practices of any third-party Web Site.
13. Any fees associated with any third-party Web Sites and Services are solely your responsibility.
14. The User Submitted Content, views and other user submitted information published, displayed or linked to from this Web Service are not endorsed by, reviewed, approved or the views of Company, its affiliates, agents or personnel.
15. Moreover, Company cannot edit or censor any of the content provided by Users or third-party sites. By using the Web Service, you are relieving Company from any and all liabilities arising from your use of this Web Service and access to User Submitted Content in any form and links to third-party Web Sites.
16. All interactions, communications and other relations between Users on this Web Service and Web Site are the sole responsibility of each User. You relieve Company from any and all liabilities resulting from your interaction with Users of this Web Service whether on this Web Site or in any other venue.
Violation of these terms can result in the immediate termination of your account and the removal of all associated content. While Company strictly prohibits such conduct and content on its Web Service, you understand and agree that Company cannot be responsible for the Content posted by users on the Web Service. Furthermore, you understand that you may be exposed to such materials and that your use of this Web Service is at your own risk.
Content submitted or made available through the Web Service
Company does not claim ownership of any User Submitted Content you submit or make available for inclusion on the Web Service.
17. With respect to any User Submitted Content you submit or make available for inclusion on publicly accessible areas of the Web Service, you grant Company the following worldwide, royalty-free and non-exclusive license(s), as applicable:
With respect to User Submitted Content you submit or make available for inclusion on publicly accessible areas of this Web Service or Web Site, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Web Service solely for the purposes of providing and promoting the content. This license exists only for as long as you elect to continue to include such Content on the Web Service and will terminate at the time you remove or Company removes such Content from the Web Service.
With respect to User Submitted Content you submit or make available for inclusion on publicly accessible areas of the Web Service other than the this Web Service, the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
With respect to Commentary, when a user leaves commentary anywhere within any Web Service forum user grants the owner of same Company forum the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Commentary (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
18. You are responsible for all User Submitted Content including but not limited to profiles, comments, messages, notes, text, documents, presentations, videos, animation files, listings, and other content that you upload, publish or display on or through the Web Service or the Site, or transmit to or share with other users through the Site or Web Service. Company is under no obligation to verify the accuracy of User Submitted Content.
19. You may not post, transmit, or share User Submitted Content on the Site or Web Service that you did not create or to which you do not have express, written permission.
20. You understand and agree that Company may review User Submitted Content, classrooms and Site and may delete or remove (without notice) any Site Content or User Submitted Content in its sole discretion, for any reason or no reason, including without limitation User Submitted Content that in the sole judgment of the Company violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. The Company is under no obligation to review User Submitted Content.
21. You are responsible at your cost and expense for creating backup copies and replacing any User Submitted Content you post or store on the Site or provide to Company. When you post User Submitted Content to the Web Service, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the User Submitted Content on the Site. Company is not responsible for lost, deleted or inaccessible User Submitted Content.
22. You may remove your User Submitted Content from the Site at any time. However, you acknowledge that in case the User Submitted Content was Public in nature the Company or Users may retain such Content in their own accounts. Further you also acknowledge that the Company may retain archived copies of your User Submitted Content whether Public or Private.
General Conditions
23. Compass Child Protection reserves the right to modify or terminate the Web Service for any reason, without notice, at any time.
24. Company reserves the right to alter these Terms of Use at any time. It is incumbent upon the user to check for any modification or changes to these Terms of Use. Continued use of the Web Service by any user is acknowledgment of agreement to modified Terms of Use.
25. Company reserves the right to remove any user’s account and User Submitted Content under the sole discretion of Company that may be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable or violates intellectual property rights or violates the Terms of Use.
26. Cancellation or termination of any user’s account for any reason at the discretion of Company or at request of User and removal of user’s content does not entitle user to refund of any service fees.
27. Company reserves the right to refuse service to anyone, for any reason, at any time.
Miscellaneous Terms and Conditions
28. Indemnification. You understand that the Company Web Service functions as a conduit between you and external system(s) and any third party to facilitate a seamless process and experience. Company is not processing data or completing the work, and you shall indemnify Company, its directors, members, governors, managers, employees, officers, agents, subsidiaries, affiliates, and licensors against, and hold them harmless from, any and all lawsuits, claims, expenses (including reasonable attorneys’ fees), settlements, damages, judgments and the like arising from your use of the Web Site and/or the Content. YOU ACKNOWLEDGE, UNDERSTAND AND AGREE THAT THIS PROVISION SHALL BE READ BROADLY AND RECEIVE THE GREATEST LATITUDE ALLOWED UNDER LAW, AND THAT YOU SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS THE COMPANY FOR ALL CLAIMS.
29. Injunctive Relief. You agree that, if you breach or threaten to breach this Agreement in any manner, Company may suffer irreparable damage, money damages will be inadequate, and Company shall be entitled to preliminary and other injunctive relief by a court of competent jurisdiction against any such breach or threatened breach, without having to wait for you to cure a breach and without having to post a bond or other security. Such injunctive relief shall be in addition to, and in no way in limitation of, any and all other remedies Company may have in law or equity, or under this Agreement, for the enforcement of this Agreement.
30. Warranties and Disclaimers of Warranties. COMPANY AND ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE WEB SITE OR THE CONTENT, INCLUDING WITHOUT LIMITATION THE SUITABILITY OF THE CONTENT AND OTHER INFORMATION CONTAINED ON THIS WEB SITE FOR ANY PURPOSE. YOUR ACCESS TO AND USE OF THE WEB SITE, SUCH CONTENT AND OTHER INFORMATION ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. COMPANY AND/OR ITS LICENSORS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE WEB SITE, CONTENT AND OTHER INFORMATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND AVAILABILITY. COMPANY AND ITS LICENSORS DO NOT WARRANT THE ACCURACY OF THE CONTENT OR OTHER INFORMATION CONTAINED ON THE WEB SITE. FURTHER, COMPANY DOES NOT WARRANT THAT: THE WEB SITE AND ITS CONTENT WILL MEET YOUR REQUIREMENTS; THE WEB SITE AND THE CONTENT, INCLUDING WITHOUT LIMITATION ITS OPERATION, OR THE SERVICES WILL BE ERROR-FREE; OR ALL DEFECTS WILL BE CORRECTED. COMPANY ALSO DOES NOT WARRANT THAT THE WEB SITE AND THE CONTENT WILL FUNCTION PROPERLY IN COMBINATION WITH YOUR EQUIPMENT. COMPANY DOES NOT WARRANT THAT THE FILES AVAILABLE FOR DOWNLOADING WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES.
31. Limitation of Remedies and Limitation of Liabilities.
31.1. YOUR SOLE AND EXCLUSIVE REMEDY FROM YOUR INABILITY TO USE OR ACCESS THE WEB SITE OR THE CONTENT, DEFECTS IN THE WEB SITE, OR ANY OTHER MATTER ARISING FROM YOUR USE OF THE WEB SITE OR THE CONTENT SHALL BE THAT COMPANY SHALL USE REASONABLE EFFORTS TO PROVIDE TO YOU WITH A COPY OF THE CONTENT IN AN ELECTRONIC FORMAT OR A PAPER COPY OF THE CONTENT, AT COMPANY’S SOLE DISCRETION.
31.2. ACTIONS OR INACTIONS OF THIRD PARTIES MAY RESULT IN SITUATIONS IN WHICH YOUR INTERNET CONNECTION, USE OF THE WEB SITE, THE CONTENT OR OTHER INFORMATION MAY BE IMPAIRED, DISRUPTED OR DAMAGED. COMPANY DOES NOT AND CANNOT CONTROL THE FLOW OF DATA TO OR FROM THE INTERNET, AND SO DISCLAIMS ANY AND ALL LIABILITY RESULTING FROM OR RELATED TO SUCH ACTIONS OR INACTIONS.
31.3. IN NO EVENT SHALL COMPANY OR ITS LICENSORS BE LIABLE FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS RESULTING FROM BUSINESS DISRUPTION, LOSS OF DATA, LOST PROFITS, LOST GOODWILL, OR DAMAGE TO SYSTEMS OR DATA, WHETHER IN AN ACTION FOR CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF COMPANY OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
31.4. THE OBLIGATIONS OF COMPANY AND YOUR RIGHTS AND REMEDIES SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE AND ARE GIVEN IN SUBSTITUTION FOR ALL OTHER WARRANTIES, OBLIGATIONS, AND LIABILITIES OF COMPANY.
32. Term and Termination. This Agreement is effective immediately upon your agreement to the license terms for the Web Site and shall continue until terminated as described in this section. Company may suspend or terminate this Agreement immediately if you: (i) breach this Agreement and fail to cure such breach within 10 days after receipt of notice; (ii) terminate or suspend your business; or (iii) become subject to any federal or state bankruptcy or insolvency proceeding. Termination will not limit a party from pursuing any other remedies available to it. All rights and obligations that should by their nature survive will survive any termination of this Agreement. Upon termination, you will make no further use of the Web Site, and, within 10 days thereafter, you will return to Company all materials provided to you by Company related to the Web Site.
33. Assignment, Successors. No right or license under this Agreement may be assigned or transferred by you nor may any duty be delegated by you without Company’s prior written consent. Any assignment, transfer or delegation in contradiction of this provision shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the successors and assigns of you and Company.
34. Waiver, Severability, Amendment. Waiver of a breach of or right hereunder will not constitute a waiver of any other or subsequent breach or right. If any provision herein shall be held by a court of competent jurisdiction to be contrary to law, that provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions herein will remain in full force and effect. This Agreement may be amended only in a document signed by authorized representatives of you and Company.
35. Governing Law. This Agreement shall be governed by Minnesota law excluding its conflicts of laws principles. Venue for any action between the parties shall be Hennepin County, State of Minnesota.
36. Entire Agreement. This Agreement is the complete and exclusive agreement between the parties and supersedes all previous and contemporaneous agreements, proposals and communications with respect to this subject matter.
Other Terms and Notices May Apply
Additional terms and conditions may apply to business transactions conducted or any promotions run by Company via this web site. Additional terms will govern any bulletin board services, chat areas and or other message or communication facilities offered via this web site. Nothing contained in this Terms of Use Page is intended to modify or amend any agreement currently in effect between you and Company.
Although these terms of use are intended to apply generally to all content located at this web site, this web site may contain other proprietary notices and conditions of use, the terms of which must also be observed and followed as they apply to the particular portions of this web site for which they are intended. Company may revoke or modify any of the rights stated in this Terms of Use Page at any time by updating this page.
Other Intellectual Property Rights
Please note that any product, process or technology described in the materials on this web site may be the subject of other intellectual property rights reserved by The Learning Factory® LLC and are not licensed hereunder. The Learning Factory® LLC, Compass Child Protection®, the Compass Child Protection® logo, ECOPres.SafeEnvironment.org™, the ECOPres.SafeEnvironment.org™ logo and most other brand names in this web site are the trademarks or registered trademarks of The Learning Factory® LLC. Trademarks of other parties are identified wherever possible and Company acknowledges their rights.
U.S. Government Users
Use, duplication, or disclosure by the United States Government is subject to the restrictions set forth in DFARS 252.227-7013