By clicking “I Agree”, you are agreeing to be bound by the Terms described herein, all applicable laws and regulations, and you agree that you are responsible for compliance with any applicable local laws. If you do not accept all of these Terms, you should not sign-up for, use or access the Services. We reserve the right to revise these Terms at any time by posting the most recent version of the Terms on the Site. Use of the Services after such changes are posted will signify your acceptance of the revised Terms.
The Services provide a comprehensive, convenient, online tool which connects teachers who have a subscription to use the Services (“Teachers”), students (“Students”) and their parents (“Parents”) collectively (“Users”). The Services are designed to: i) assist Teachers with planning and organizing; ii) enable Students and Parents to stay informed and up to date on homework assignments, expectations and events; and iii) allow Teachers, Students and Parents to access and share Content.
Account Registration and Usage
You must (i) provide, true, accurate, current and complete information about yourself when finalizing registration; (ii) maintain and promptly update your Account information to ensure it remains true, accurate, current and complete; and (iii) maintain the confidentiality of your account including not sharing your password with anyone. If we have reasonable grounds to suspect that such information about you is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your Account and your access to all or part of the Services.
You are responsible for your use of the Services including any Content that you make available through the Services. Content that is submitted, posted, or displayed by you may be viewed by other Users. You agree to notify us immediately of any unauthorized use of your Account or any other breach of security, and to ensure that you log-out of your Account at the end of each session. Optimal Learning will not be liable for any loss or damage arising from your failure to maintain the confidentiality of your Account, or any unforeseeable event.
Optimal Learning may alter, suspend, or discontinue the Services at any time and for any reason or no reason, without notice. The Services may be unavailable from time to time due to maintenance or malfunction of computer or network equipment or other reasons. Optimal Learning may periodically add or update the information and materials on the Services without notice.
Restrictions on Content and Use of the Site and Services
Optimal Learning reserves the right at all times (but will not have no obligation) to remove or refuse to make available any Content on the Site and/or Services and to terminate or reclaim user accounts. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of our users and the public. For greater certainty, Optimal Learning will fully cooperate with any legal obligation to disclose the identity of anyone posting threatening, libelous, obscene, pornographic, profane, or otherwise offensive or illegal materials. You acknowledge that you alone are responsible for the Content that you post to the Services and the consequences thereof.
Users hereby agree to refrain from the following while accessing the Services:
- Contravening any applicable laws relating to acceptable online conduct, behaviour, and Content usage;
- Engaging in any illegal, offensive or unauthorized conduct including:
- Copying or distributing any part of the Services (including the contents of the Services);
- Altering or modifying any part of the Services;
- Hacking, accessing, tampering with, or using non-public areas of the Services, our computer systems, or the technical delivery systems of our providers and partners;
- Uploading, posting, emailing, transmitting or otherwise making available on the Services any material that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, sexual or pornographic, libelous, invasive of another’s privacy, hateful, racially or ethnically objectionable, promotes bigotry, threatening, discriminates (based on race, sex, religion, nationality, disability, sexual orientation, age or otherwise), encourages criminal behavior, or gives rise to civil liability, violates law, or is otherwise objectionable;
- Uploading, posting, emailing, transmitting or otherwise making available on the Services any falsehoods or misrepresentations or creating an impression that you know is incorrect, misleading, or deceptive, or any material that could damage or harm minors in any way;
- Impersonating any person or entity or misrepresenting their affiliation with a person or entity;
- Uploading, posting, emailing, transmitting or otherwise making available any material which violates or infringes upon the rights of others, including material which is an invasion of privacy or publicity rights, or which is protected by any intellectual property rights, including, copyright, patent, trade secret, trademark, or other proprietary rights;
- Removing or modifying any copyright, trade mark or other proprietary notice on the Services;
- Uploading, posting, emailing, transmitting or otherwise making available any unsolicited or unauthorized advertising, solicitations for business, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
- Forging headers or otherwise manipulating identifiers in order to disguise the origin of any material transmitted to or through the Services;
- Interfering with or disrupting the Services or servers or networks connected to the Services, or disobeying any requirements, procedures, policies or regulations of networks connected to the Services or probing, scanning, or testing the vulnerability of any system or network or breaching or circumventing any security or authentication measures;
- Uploading, posting, emailing, transmitting or otherwise making available 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 or hardware or telecommunications equipment or data or the Services or that of any users or viewers of the Services or that compromises a user’s privacy; and
- Using automated devices (such as robots and spiders) to scrape or index the Services or their Content.
DISCLAIMER OF ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS.
THE INFORMATION AND MATERIALS PROVIDED THROUGH THE SERVICES ARE PROVIDED "AS IS." SPECIFICALLY, BUT WITHOUT LIMITATION, OPTIMAL LEARNING DOES NOT REPRESENT, WARRANT OR OFFER ANY CONDITIONS THAT: (I) THE INFORMATION OR MATERIALS ON THE SERVICES ARE CORRECT, ACCURATE, RELIABLE OR COMPLETE; (II) THE FUNCTIONS CONTAINED ON THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (III) DEFECTS WILL BE CORRECTED, OR (IV) THE SERVICES OR THE SERVER(S) THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. OPTIMAL LEARNING SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM DOWNLOADING OR USING ANY SUCH MATERIAL. OPTIMAL LEARNING DOES NOT WARRANT, ENDORSE, GUARANTEE, PROVIDE ANY CONDITIONS OR REPRESENTATIONS, OR ASSUME ANY RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE WEBSITE OR IN RESPECT TO ANY WEBSITE THAT CAN BE REACHED FROM A LINK ON THE WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE SERVICES, AND OPTIMAL LEARNING SHALL NOT BE A PARTY TO ANY TRANSACTION THAT YOU MAY ENTER INTO WITH ANY SUCH THIRD PARTY.
Limitation of Liability
You are solely responsible for all Content that you post, upload, email, transmit or otherwise make available through the Services. Optimal Learning does not control such Content and, as such, does not guarantee its accuracy, integrity or quality. Users acknowledge that by using the Services, they may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will Optimal Learning be liable in any way for any materials, including, but not limited to, for any errors or omissions in any materials, or for any loss or damage of any kind incurred as a result of the viewing or use of any materials posted, uploaded, emailed, transmitted or otherwise made available through the Services.
Optimal Learning does not endorse and does not take any responsibility for content of links to third party websites (“Links”). The Services may contain third party content and Links. Optimal Learning and its participating partners, officers, directors, employees, agents, licensors, and their respective successors and assigns do not have any responsibility or liability for and, unless explicitly stated on the Services, recommend or endorse any information or brand of products or services that may be available through such content or Links. Optimal Learning may remove any Link to the Services without notice. Upon the request of Optimal Learning you agree to remove any Link to the Services you may have acquired or stored.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW optimal learning AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND INCLUDING WITHOUT LIMITATION ANY LOSS OR DAMAGES CAUSED BY RELIANCE ON INACCURATE INFORMATION OR OTHER LOSSES INCURRED IN CONNECTION WITH YOUR USE, MISUSE OR RELIANCE UPON THE SERVICES OR THEIR CONTENT, OR YOUR INABILITY TO USE THE SERVICES, ANY LOSS OF DATA REGARDLESS OF THE CAUSE AND WHETHER ARISING IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE. THE FOREGOING LIMITATION SHALL APPLY EVEN IF Optimal learning KNEW OF OR OUGHT TO HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
Because Optimal Learning does not supervise or control interactions between Users, and because Optimal Learning has no control, if any, over the quality, safety, legality, truthfulness or accuracy of those aspects of the Services provided by Users or third parties, and because Optimal Learning cannot guarantee the security of information transmitted over the Internet, you agree that you bear all risk and you agree to release Optimal Learning (and their officers, directors, shareholders, agents, employees, affiliates, subsidiaries, and third party partners) of every kind and nature of injury, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your use of the Services except to the extent any injury is directly due to the negligence of Optimal Learning or its personnel. You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver.
Intellectual Property and Limited License
All right, title, and interest in and to the Services (excluding Content provided by you) are and will remain our exclusive property and the property of our licensors. The Services are protected by copyright, trademark, and other laws of both Canada and foreign countries. Nothing in the Terms gives you a right to use our name or any of our trademarks, logos, domain names and other distinctive brand features. If you provide us with any suggestions, comments or other feedback ("Feedback") relating to the Services, we may use such Feedback in the Services or in any other Optimal Learning products or services (collectively, " Optimal Learning Offerings"). Accordingly, you agree that: (a) Optimal Learning is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of you or any third party and you have all of the necessary rights to disclose the Feedback to Optimal Learning, (c) Optimal Learning (including all of its successors and assigns and any successors and assigns of any of the Optimal Learning Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Optimal Learning Offerings, and (d) you are not entitled to receive any compensation or reimbursement of any kind from Optimal Learning any of the users of the website.
Optimal Learning gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software that is provided by us as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Optimal Learning, in the manner permitted by these Terms.
By submitting, posting or displaying Content on or through the Services, you grant Optimal Learning a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).
Optimal Learning may, under certain circumstances and without prior notice, immediately terminate your ability to access the Services or portions thereof. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the Terms or any other agreement that you may have with Optimal Learning (including, without limitation, non-payment of any fees owed in connection with the Services or otherwise owed by you to Optimal Learning), (b) requests by law enforcement or other government agencies, (c) a request by you, (d) discontinuance or material modification to the Services (or any part thereof), (e) unexpected technical, security or legal issues or problems, and/or (f) participation by you, directly or indirectly, in fraudulent or illegal activities. Termination of your access to the Services may also include removal of some or all of the materials uploaded by you to the Services. You acknowledge and agree that all terminations may be made by Optimal Learning in its sole discretion and that Optimal Learning shall not be liable to you or any third-party for any termination of your access to the Services or for the removal of any of the materials uploaded by you to the Services. Any termination of your access to the Services by Optimal Learning shall be in addition to any and all other rights and remedies that we may have.
You acknowledge and agree that the Services may be provided with advertisements. If you elect to have any business dealings with any third party whose products or services may be advertised on the Services, you acknowledge and agree that such dealings are solely between you and such third party and you further acknowledge and agree that Optimal Learning shall not have any responsibility or liability for any losses or damages that you may incur as a result of any such dealings.
Use prohibited where contrary to law. Use of the Services is unauthorized in any jurisdiction where the Services or any of the Content may violate any laws or regulations. You agree not to access or use the Services in such jurisdictions. You agree that you are responsible for compliance with all applicable laws or regulations. Any contravention of this provision (or any provision of this Agreement) is entirely at your own risk.
Governing law and Jurisdiction. The Services are operated by Optimal Learning from its offices within the Province of Ontario, Canada. You agree that all matters relating to this Agreement, or your access or use of the Services and Content shall be governed by the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to conflict of laws principles. You agree and hereby submit to the exclusive jurisdiction of the courts of the Province of Ontario with respect to all matters relating to your access and use of the Services and the Content as well as any dispute that may arise therefrom.
Waiver and Severability. The failure of Optimal Learning to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.
Notice. Questions or comments regarding the Services should be directed to the Optimal Learning Administrator by clicking on: Contact Us
Last Updated: November 24, 2013