Terms and Conditions

Welcome to Class Of!

Class Of, LLC’s (“Class Of” or “we” or “us” or “our”) allows schools and school administrators ("School"), parents, and students to collaborate within Class Of’s products and services in the creation of personalized digital yearbooks commemorating individualized school experiences through Class Of’s mobile application and website (the "Services").These terms and conditions of use (“Terms of Use” or “Terms”) govern users, Schools, visitors, subscribers, administrators, partners and customers (collectively “Subscribers” or “you” or “your”), use of the Class Of’s mobile application (the “App”) and Website. These Terms of Use are posted by Class Of through the App or otherwise made available on our website at www.classof.app/termsofuse. Please also consult our Privacy Policy at www.classof.app/privacypolicy for a description of our Privacy Practices and Policies. Compliance with these Terms of Use is a condition of your use of the App and Website. If you do not agree to be bound by the Terms of Use, including the Privacy Policy, promptly exit this App or Website. In the event of a conflict between these Terms of Use and Privacy Policy, the stricter terms of the two will govern.

THESE TERMS OF USE ARE A BINDING LEGAL AGREEMENT. BY CLICKING “AGREE”, SIGNING UP, REGISTERING, OR BY ACCESSING AND USING THE APP OR WEBSITE, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE TO THESE TERMS ON BEHALF OF YOURSELF OR THE ENTITY YOU REPRESENT IN CONNECTION WITH THE ACCESS AND USE. IF YOU DO NOT AGREE WITH ANY PART OF THESE TERMS OF USE, YOU SHOULD IMMEDIATELY DELETE THE APP/LEAVE THE WEBSITE AND CEASE ACCESSING OR USING THE APP OR WEBSITE. BY (1) BECOMING A MEMBER OR (2) ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU ARE A PARENT OF A STUDENT, YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOURSELF AND YOUR CHILD(REN) WHO ARE AUTHORIZED TO USE THE SERVICES. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MAY NOT USE THE SERVICES. IF YOU ARE A SCHOOL ADMINISTRATOR, SCHOOS STAFF MEMBER OR TEACHER, THESE TERMS AlSO APPLY TO YOUR USE OF THE SERVICES.

THE APP AND WEBSITE MAY INCLUDE SERVICES PROVIDED BY OR ON BEHALF OF THIRD PARTIES, ALL OF WHICH ARE REFEREED TO AS THE “THIRD PARTY SERVICES.” THE THIRD-PARTY SERVICES ARE NOT PROVIDED BY US, AND WE ARE NOT RESPONSIBLE FOR THE THIRD PARTY SERVICES.

Furthermore, you must comply with the Terms of Use and Policies of each App Store (Apple App Store or Google Play Store) from which you acquire our App. Additionally, you must comply with the Terms of Use and Policies of each web browser (i.e. Google Chrome, Mozilla Firefox, Safari, Internet Explorer, etc.) from which you use our Website.

These Terms of Use provide that all disputes between you and Class Of will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION) to assert or defend your rights under these Terms of Use (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below titled Dispute Resolution; Arbitration Agreement for the details regarding your agreement to arbitrate any disputes with us. All fees associated with any arbitration proceeding will be paid by you. We will not pay for fees associated with any arbitration proceeding, including costs and attorney fees.

By clicking “AGREE” or beginning use or access of the App or Website, or any service accessible through the App or Website, you represent and warrant to Class Of that: (1) your use of the App will be conducted in compliance with every applicable law; (2) you have read these Terms of Use, you understand these Terms of Use, and you agree to be bound by these Terms of Use; and (3) you have read the Privacy Policy, you understand these Privacy Policy, and you agree to be bound by these Privacy Policy.

1. ELIGIBILITY AND ACCOUNT REGISTRATION.

In order to access certain features of the Services and to post any Content through the Services, you will need to create an account ("Account") and become a "Member". If you are under the age of thirteen (13), you must have your parent or legal guardian create an Account for you before you can become a Member and use the Services.

During the registration process, you will be required to provide certain information and you will establish an email and a password. You agree to provide accurate, current and complete information during the registration process. Class Of reserves the right to suspend or terminate your Account if any information provided during the registration or sign up process or thereafter proves to be inaccurate, not current or incomplete.

You are responsible for safeguarding your password and Account access. You are responsible for any activities or actions under your Account. You will immediately notify Class Of of any unauthorized use of your Account. Class Of is not responsible or liable for any activities and actions under your Account.

BY USING THE APP, YOU REPRESENT AND WARRANT TO CLASS OF THAT YOU ARE AT LEAST THIRTEEN (13) YEARS OLD. IF YOU ARE AN INDIVIDUAL ACCESSING OR USING THE APP ON BEHALF OF, OR FOR THE BENEFIT OF, ANY CORPORATION, PARTNERSHIP OR OTHER ENTITY WITH WHICH YOU ARE ASSOCIATED (AN “ORGANIZATION”), THEN YOU ARE AGREEING TO THE TERMS OF USE ON BEHALF OF YOURSELF AND SUCH ORGANIZATION, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THESE TERMS OF USE. REFERENCES TO “YOU” AND “YOUR” IN THESE TERMS OF USE WILL REFER TO BOTH THE INDIVIDUAL ACCESSING THE APP AND TO ANY SUCH ORGANIZATION. REFERENCES TO “WE,” “US,” AND “OUR” REFER TO CLASS OF.

(a) ACCESS CODES.

In order to access the Services, you must receive an access code from your School. If you are a parent or a student, your access to and use of the Services will be subject to privileges and restrictions set by your School and Class Of. If you have problems accessing a Class Of account set up with an access code we recommend you check with the School that provided you with the related access code. Class Of will have no responsibility to you or any other third party for your inability to access or use the Services related to such an account and disclaims any liability related thereto.

(b) School Obligations.

The following terms apply to school administrators, staff and teachers, regarding the School’s obligations related to the Services. The School is responsible for ensuring that its and any other user’s use of the Services under Class Of’s agreement with the School will not violate any applicable U.S., state, or foreign law or regulation, including without limitation, applicable background imageprivacy laws. The School will be solely responsible (and the School hereby agrees that Class Of is not responsible) for compliance with the Family Educational Rights and Privacy Act and the Child Online Privacy Protection Act (COPPA), including without limitation, by limiting access to the Services to those student users from whom the School has received valid consent forms and complying with all parental requests regarding the collection, use and disclosure of such parent’s child’s information. The School is responsible for disseminating parental consent forms to parents of potential student users, for confirming receipt of valid consent forms for each child before granting a parent and/or that parent’s child an access code for the Services, and for retaining such consent forms on file. The School must provide parent as users with the option to agree to the collection and use of such parent’s child’s personal information without agreeing to the disclosure of the information to third parties. If a parent as a user does not consent or rescinds such consent, the School shall immediately notify School to discontinue that child’s access to the Services and ensure that such child’s information is no longer accessible through the Services. In any case, however, School may provide any collected information to Class Of or its third parties who use it to provide support for the internal operations of Class Of’s products and services.

The School decides who has access to what information and Content and who can delete or modify the information and Content. The School is responsible for providing parent as users access to their child’s profile so the parent as a user may review, modify, or delete any student user’s information contained in the student user’s profile by allowing the parent to edit the child’s profile on the Services. The School (and not Class Of) is solely responsible for all consequences of the performance or non-performance of its obligations in this Section of the Terms; Class Of hereby disclaims any and all liability for the School’s failure to perform its obligations under the Terms or agreement.

(c) Transactions.

If you make a purchase or otherwise transact with us through our App or Website, such transactions are also governed by the policies, terms and conditions. We use Secure Socket Layering (SSL) to encrypt your personal credit information, including your credit card number, before it travels over the Internet. SSL technology is the industry standard for secure online transactions. Please review these Terms of Use before making any transaction through our App or Website. All prices quoted are payable in United States Dollars, unless otherwise stated.

2. PERMITTED USES OF THE APP AND WEBSITE.

You may use the App and Website only in complete conformity with all applicable laws and regulations and with these Terms of Use. Your use of the App and Website in a manner that violates these Terms of Use, violates any law, or materially affects Class Of, could result in termination of your access to the App and Website and further action as described in these Terms of Use or Privacy Policy.

(a) Your Content.

Users may post, upload, publish, submit or transmit text, graphics, images, music, software, audio, video, information or other materials uploaded, downloaded, or otherwise available through the Services ("Content"), to be made available through our Services. You may not post Content that is libelous, defamatory, obscene, violent, abusive, or that violates a third party’s background imageproprietary and privacy rights or that otherwise violates any applicable law. You may not post Content that degrades, bullies, or harasses others on the basis of gender, race, class, ethnicity, national origin, sexual preference, disability or other classifications. Class Of does not control the Content posted by Users on the Services. You grant to all other users of the Services a limited, non-exclusive, non-transferable license, without the right to sublicense, to access, view, download and print any Content for such Users’s personal and non-commercial purposes. You also grant Class Of and your School (including its related third party vendors, including but not limited to photographers and yearbook publishers) a nonexclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, distribute, prepare derivative works of, display, publish, perform, transmit and access any Content in connection with the Services and Class Of’s business, including, without limitation, publishing and redistributing Content in the School yearbooks.

You will be responsible for the Content that you make available through our Services. Accordingly, the Content that you make available through the Services or you have the right, license, or permission necessary to grant to Class Of the rights in such Content; and the Content you provide (and Class Of’s or your School’s use of that Content) will not infringe, misappropriate or violate a third party’s proprietary rights, or result in the violation of any applicable law or regulation.

Class Of respects copyright law and expects its users to do the same. Class Of has adopted and implemented a DMCA Compliance and IP Policy that provides for the termination in appropriate circumstances of registered users or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Your posting of or linking to any Content is subject to our DMCA Compliance and IP Policy.

Your School has the right to edit or remove any of your Content at any time for any reason in their sole discretion. If you dispute the editing or removal of any of your Content, you must contact your School for resolution of the dispute. Class Of disclaims any and all liability for such editing or removal and will not arbitrate any disputes over removal of your Content with you and your School.

3. TERMINATION.

You or Class Of may suspend or terminate your right to use the Services at any time, for any reason or for no reason at your cost. School may also suspend or terminate your right to use the Service if you do not follow their procedures, guidelines, or policies. We reserve the right to change, suspend, or discontinue all or any aspect of the App or Website at any time without notice. We may also block your access to our Services in the event that (a) you breach these Terms of Service; (b) we are unable to verify or authenticate any information you provide; or (c) we believe that your actions may cause financial loss or legal liability for you, our users, or us. Any violation of our Terms of Use shall be deemed as a forfeiture to use our Services and you shall have no right or be entitled to any refund.

Your violation of the Terms of Use will result in the immediate termination of your ability to use the App and all other Services and Products offered by Class Of. Additionally, we reserve the right to terminate your access to any of its features at our sole discretion. Any and all saved data uploaded to any of our servers may also be deleted by Class Of at its sole discretion. We accept no responsibility for data gathered and/or lost through the use of the App. We also reserve the right to modify and/or discontinue your access background imageto the App and Website and all other Class Of’s Products and Services at any time, temporarily or permanently, without notice to you. We accept no liability for any damage or loss resulting from our deletion of any and/or all of your data gathered through the use of any of our applications, functions, or features within the App and Website. By clicking “AGREE” or beginning use of the App or Website, or any service accessible through the App or Website you agree that when and if your account is deleted or your access to any of our Services is restricted in any way, Class Of will have no responsibility to grant you access to such data or content.

Result of Termination. Except as specifically provided herein to the contrary, upon expiration or termination of this Agreement, the rights and licenses granted herein shall terminate.

(a) Refund Policy.

Refunds will not be provided. All sales of our Products and Services are final. By purchasing our Products and Services, you are forgoing any right and remedy to any refund. Additionally, we do not provide credit, refunds, or prorated refunds for using our Products and Services.

4. PROHIBITED USES OF THE APP AND WEBSITE.

You agree not to operate the App and Website in a manner that is illegal, unsafe, reckless, or contrary to these Terms of Use.

BY CLICKING “AGREE” OR BEGINNING USE OF THE APP OR WEBSITE, OR ANY SERVICE ACCESSIBLE THROUGH THE APP OR WEBSITE YOU AGREE NOT TO:

We accept no liability for any civil fines or criminal sanctions arising from your operation of the App and Website.

5. SUBMISSIONS.

Except where expressly provided otherwise by us, all comments, feedback, information and data submitted to us through, in association with or in regard to the App, Website and/or any other of our Products or Services ("Submissions") shall be considered non-confidential and our property. This may include copyright ownership of images which you may upload, but does include an express license to use said images in any method we see fit and make compilations and derivative works thereof in all media now known or hereafter devised. Except as expressly enumerated in the preceding sentence, by providing such Submissions to us, you agree to assign to us, as consideration in exchange for the use of the App and Website, all worldwide rights, title and interest in copyrights and other intellectual property rights to the Submissions. You represent that you have the right to grant us these rights. We shall be free to use and/or disseminate such Submissions on an unrestricted basis for any purpose. You acknowledge that you are responsible for the Submissions that you provide, and that you, not us, have full responsibility for the Submissions, including their legality, reliability, appropriateness, originality and copyright.

You will not post any Submission that (a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; (b) bigoted, hateful, or racially or otherwise offensive; (c) is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or (d) otherwise harms or can reasonably be expected to harm any person or entity.

We reserve the right, but disclaim any obligation or responsibility, to (a) refuse to post or communicate or remove any Submission from any of our Apps, Websites and/or any other of our Products or Services that violates these Terms of Use and (b) identify any user to third parties, and/or disclose to third parties any Submission or personally identifiable information, when we believe in good faith that such identification or disclosure will either (i) facilitate compliance with laws, including, for example, compliance with a court order or subpoena, or (ii) help to enforce these Terms of Use and/or protect the safety or security of any person or property, including any Class Of’s App, Website and/or any other of our Products or Services. Moreover, we retain all rights to remove Submissions at any time for any reason or no reason whatsoever.

6. CHILDREN.

We do not accept Submissions from persons under the age of 13 (“Child” or “Children”). Furthermore, we do not accept any user who is a Child without the consent of a parent or legal guardian. You are ineligible to use this App if you are under the age of 13 without the consent of a parent or legal guardian. If you are under the age of 18, you must have your parent or legal guardian set up your account and have them agree to these terms. If you are under the age of 18, your parent or legal guardian’s consent to these terms is ongoing and they hereby warrant that they will review these terms for changes, and if any occur, background imagethat they will be amenable thereto until you reach age 18, at which point you hereby give your consent to these terms. Furthermore, to the extent any user under the age of 18 makes a Submission of copyrighted materials, their parent or legal guardian hereby grants Class Of all rights to utilize the copyright and image/likeness embodied therein as further enumerated in this Agreement.

All Submissions must be true, and in accordance with the rights of privacy and publicity and all federal, state and international law. Furthermore, we reserve the right to cancel or suspend your account, if in its sole discretion, it believes you are using Class Of or its property for improper purposes, or any purpose inconsistent with its business.

7. DISCLAIMERS; NO WARRANTIES.

CLASS OF DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE APP TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE. ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THE TERMS OF USE) ARE MADE ON BEHALF OF CLASS OF AND ITS AFFILIATES AND SUBSIDIARIES.

THE CLASS OF APP AND WEBSITE IS MADE AVAILABLE TO YOU ON AN “AS IS,” “WHERE IS,” AND “WHERE AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. CLASS OF DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE CLASS OF APP. CLASS OF DISCLAIMS ALL WARRANTIES REGARDING ALL INFORMATION PROVIDED BY THE CLASS OF APP AND WEBSITE, INCLUDING: 1) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND 2) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. CLASS OF DOES NOT WARRANT THAT THE SERVICE PROVIDED THROUGH THE APP OR WEBSITE WILL BE UNINTERRUPTED, SECURE, FREE OF ERRORS, FREE OF VIRUSES, FREE OF HARMFUL CODE, FREE OF OFFENSIVE CONTENT, OR EVEN OPERATE AT ALL. YOU ASSUME ALL RISK FOR ANY PROPERTY DAMAGE, INJURY, CIVIL PENALTY, CRIMINAL PENALTY, AND ALL OTHER TYPES OF LOSS THAT MIGHT RESULT FROM YOUR USE OR ACCESS TO THE APP AND THE INFORMATION PROVIDED TO YOU THROUGH THE APP.

YOU UNDERSTAND AND AGREE THAT SOME OF THE THIRD-PARTY SERVICES ARE NOTIFICATION, SIGNALING AND DETECTION PRODUCTS AND SERVICES. THOSE PRODUCTS AND SERVICES DO NOT ELIMINATE OCCURRENCES OF NEGATIVE OCCURRENCES OR EMERGENCIES. FURTHER, YOU UNDERSTAND AND AGREE THAT THE THIRD-PARTY SERVICES MAY NOT STOP, MINIMIZE, OR HELP IN THE EVENT OF SUCH OCCURRENCES OR EMERGENCIES. CLASS OF MAKES NO EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION (INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE) RELATED TO THE THIRD-PARTY SERVICES, OR THE EFFICACY OF THE THIRD-PARTY SERVICES.

BY CLICKING “AGREE” OR BEGINNING USE OF THE APP OR WEBISTE, OR ANY SERVICE ACCESSIBLE THROUGH THE APP OR WEBSITE YOU ARE AGREEING THAT YOU ARE USING THE APP AND WEBSITE AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL PROPERTY DAMAGE, PERSONAL INJURY, DAMAGE TO YOUR MOBILE DEVICE, COMPUTER, OR TABLET DEVICE, AND LOSS OF DATA THAT RESULTS FROM YOUR USE, MISUSE, OR INABILITY TO USE THE APP OR WEBSITE.

8. END USER LICENSE AGREEMENTS.

Grant of License

Subject to the terms of this end-user license agreement (EULA), Class Of grants to you a limited, revocable, nontransferable, nonexclusive license for the use of App and Website, solely for use in conjunction with your personal, non-commercial purposes.

Restrictions

You agree not to, and you will not permit others to, (a) license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the App and Website or make the App and Website available to any third party, (b) copy or use the App and Website for any purpose other than as permitted in the Section titled “Grant of License,” (c) use any portion of the App and Website on any device other than the one that you own or control, (d) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the App and Website, or (e) modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the App and Website. You may not release the results of any performance or functional evaluation of any of the App and Website to any third party without prior written approval of Class Of for each such release.

Reservation of Rights and Ownership

We reserve all rights not expressly granted to you in this EULA. The Products and Services are protected by copyright and other intellectual property laws and treaties. Class Of owns the title, copyright, and other intellectual property rights in App and Website. This EULA does not grant you any rights to any copyrights, trademarks or service marks of Class Of. There are no implied licenses in this EULA.

Term and Termination

This EULA and the license granted hereunder are effective on the date you first use the App or Website and shall continue for as long as you use the App and Website, unless this EULA is terminated under this section. Without prejudice to any other rights, Class Of may terminate this EULA at any time if you fail to comply with any term(s) hereof. You may terminate this EULA effective immediately upon written notice to Class Of and cessation of the App and Website. Upon termination of this EULA, the license granted hereunder will terminate and you must stop all use of the App and Website and you must delete all copies of the App/remove yourself from the Website, but the terms of Sections 10, 13 – 24 will remain in effect, after any such termination.

9. OPEN SOURCE.

Certain items of software included with the App and Website are subject to “open source” or “free software” licenses (“Open Source Software”). Some of the Open Source Software is owned by third parties. The Open Source Software is not subject to the terms and conditions of this EULA. Instead, each item of Open Source Software is licensed under the terms of the end user license that accompanies such Open Source Software. Nothing in this EULA limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for the Open Source Software. If required by any license for particular Open Source Software, Class Of makes such Open Source Software, and Class Of’s modifications to that Open Source Software, available by written request to Class Of at the email address listed below.

10. LICENSES FROM CLASS OF.

You are being granted solely a revocable, limited license, in compliance with these terms

11. LICENSES FROM YOU.

You grant to Class Of and its third-party providers the non-exclusive, worldwide right to use, copy, transmit and display any data, information, content or other materials, provided to Class Of by you in the course of accessing and/or using the App and Website. Notwithstanding the foregoing, Class Of’s obligations regarding identification and other information concerning your personal information shall be governed by the terms of the Privacy Policy available at www.classof.app/privacypolicy.

12. YOU AGREE TO INDEMNIFY CLASS OF FOR YOUR USE OF THE APP OR WEBSITE.

Except to the extent prohibited under any applicable law or regulation, by clicking “AGREE” or beginning use of the App or Website, or any service accessible through the App or Website you are agreeing to defend, indemnify, and hold harmless Class Of and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against every claim, liability, damage, loss, judgment, award, costs, expenses, and fees (including attorney fees), arising out of or relating to: (1) your use and/or alleged use of, or activities in connection with the App or Website; (2) any violation or alleged violation of the Terms of Use by you; (3) your use of the App or Website to commit a violation of any third party’s rights including but not limited to, privacy rights, intellectual property rights, real property rights, or any other rights; (4) any dispute between you and any other person or entity. However, we reserve the right and ability to assume the exclusive defense and control of any matter that would otherwise be subject to indemnification by you. Doing so does not limit your indemnification obligations with respect to that matter. By clicking “AGREE” or beginning use of the App or Website, or any service accessible through the App or Website, you are agreeing to completely and fully indemnify Class Of and to cooperate with our defense of any claim.

13. LIMITATION OF LIABILITY.

IN NO EVENT WILL CLASS OF BE LIABLE TO YOU FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER FORM OF LOSS) ARISING OUT OF OR RELATING TO YOUR USE OF, ACCESS TO, OR INABILITY TO ACCESS OR USE, THE APP. THIS INCLUDES ANY CLAIM ARISING FROM DAMAGE OR HARM TO YOU AS A RESULT OF THE THIRD-PARTY SERVICES OR THE APP, BASED ON ANY WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY CLASS OF ENTITY, SHAREHOLDER, OFFICER, OR AGENT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

EACH PROVISION OF THESE TERMS OF USE THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTY, OR EXCLUSION OF DAMAGES IS INTENDED AS AN ALLOCATION OF THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS OF THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF CLASS OF UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

14. RELEASE.

CLASS OF HEREBY DISCLAIMS, AND YOU HEREBY DISCHARGE, WAIVE, AND RELEASE CLASS OF AND ITS AFFILIATES AND THIRD PARTY PROVIDES AND EACH OF THEIR MEMBERS, OFFICERS, DIRECTORS, AGENTS, AND REPRESENTATIONS FROM ANY PAST, PRESENT, AND FUTURE CLAIMS, LIABILITIES, DAMAGES, AND DEMANDS, WHETHER KNOWN OR UNKNOWN, ARISING OUT OF OR RELATING TO THE APP OR WEBSITE, OR YOUR USE OF THE APP AND WEBSITE.

IF YOU ARE A CALIFORNIA RESIDENT,TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION.

15. DISPUTE RESOLUTION; ARBITRATION AGREEMENT.

We will work in good faith to resolve any issue you have with the App and Website working in accordance with the stated specifications we provide, if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer’s satisfaction.

In the interest of resolving disputes between you and Class Of in the most expedient and cost-effective manner, you and Class Of agree that ALL disputes arising out of or related to the Terms of Use and/or your use of the App or any of Class Of’s services and products, whether based in tort, statute, fraud, contract, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these terms, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and is subject to very limited review by courts. Arbitration allows for more limited discovery than in court, however, we agree to cooperate with each other to agree to reasonable discovery in light of the issues involved and amount of the claim. Arbitrators can award the same damages and relief that a court can award, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court, including without limitation, the law on punitive damages as applied by the United States Supreme Court. This arbitration provision shall survive termination of these Terms of Use and any other contractual relationship between you and Class Of. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CLASS OF ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Exceptions to Arbitration Agreement

Notwithstanding the paragraph above, nothing in these Terms of Use will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if such an action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.

Arbitration Process

If you desire to assert a claim against us, and you therefore elect to seek arbitration, you must first send to us, by certified mail, a written Notice of your claim (“Notice”). The Notice to us should be addressed to: Class Of, LLC, Attn.: Legal, 6920 S. Cimarron Rd, Las Vegas, NV 89113 (“Notice Address”). If we desire to assert a claim against you and therefore elect to seek arbitration, it will send, by electronic mail (Email), a written Notice to the most recent Email address we have on file or otherwise in our records of you provided by the school or otherwise, through certified mail. Schools will cooperate in any efforts to assert a claim or defense by you or us in an arbitration action. A Notice, whether sent by you or by us, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If we and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or us may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by us or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association (“AAA”) at www.adr.org. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association, as modified by these Terms of Use, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms of Use. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms of Use, including this arbitration agreement. Any arbitration hearing will take place at a location to be agreed upon in Las Vegas, Nevada. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. You will pay for all costs and attorneys’ fees, if any.

No Class Actions

YOU AND US AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and us agree otherwise, the arbitrator may not consolidate more than one person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If this specific provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms of Use shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts in Las Vegas, Nevada.

16. INDEMNITY.

You agree to defend, indemnify and hold us and any affiliated entity or individual harmless from any and all liabilities, costs, and expenses, including reasonable attorneys’ fees, related to or in connection with (i) the use of the Services or your placement or transmission of any User Submission or other content, message or information on this Services by you or your authorized users; (ii) your violation of any term of this Agreement, including without limitation, your breach of any of the representations and warranties above; (iii) your violation of any third party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any claim or damages that arise as a result of any User Submission that you provide to us, including without limitation any claim or damages arising from a defamation or invasion of privacy claim; or (vi) any other party’s access and use of the Services with your unique username, password or other appropriate security code.

17. FORCE MAJEURE.

Neither us nor you shall be responsible for damages or for delays or failures in performance resulting from acts or occurrences beyond their reasonable control, including, without limitation: fire, lightning, explosion, power surge or failure, water, acts of God, disease, pandemic war, act of terrorism, revolution, civil commotion or acts of civil or military authorities or public enemies: any law, order, regulation, ordinance, or requirement of any government or legal body or any representative of any such government or legal body; or labor unrest, including without limitation, strikes, slowdowns, picketing, or boycotts; inability to secure raw materials, transportation facilities, fuel or energy shortages, or acts or omissions of other common carriers.

18. PROPRIETARY RIGHTS AND INTELLECTUAL PROPERTY NOTICES.

The App, Website and all other web and mobile based platforms provided by us are our property. The source code, visual interfaces, graphics, designs, information, compilations, data, computer code, products, software, services, manuals, and all other elements of the App and Website are protected by intellectual property and other laws. Unless given the express consent by us, you are not permitted to make use of any of our protected materials. Further, elements of the App and Website are protected by copyright, trademark, trade dress and other laws and may not be copied or imitated in whole or in part.

The Class Of trademark and/or other identifiers referenced herein are trademarks of Class Of and/or its affiliates, and may be registered in certain jurisdictions.

Please provide the following notice:

  1. Identify the copyrighted work or other intellectual property that you claim has been infringed;
  2. Identify the material on the Services that you claim is infringing, with enough detail so that we may locate it on the Services;
  3. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  4. A statement by you declaring under penalty of perjury that (a) the above information in your notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
  5. Your address, telephone number, and email address;
  6. Your physical or electronic signature.

We may give notice to our users of any infringement notice by means of a general notice on any of our Services, electronic mail to a user's email address in our records, or by written communication sent by certified mail to a user's physical address which may be collected from School or otherwise. If you receive such an infringement notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:

  1. Your physical or electronic signature;
  2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
  3. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;
  4. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
  5. Additional Assistance. If you do not understand any of the foregoing Terms of Service or if you have any questions or comments, we invite you to contact us at info@classof.app.
  6. Copyright Notice. All design, graphics, text selections, arrangements, and all software are Copyright © 2020, Class Of, LLC. and its related companies or its licensors. ALL RIGHTS RESERVED.

19. NEVADA LAW GOVERNS.

This Agreement and the relationship between you and us, and your use of the App, shall be governed by the laws of the State of Nevada, excluding its conflict of law provisions. If a lawsuit or court proceeding is permitted under these Terms, then you and Class Of agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Las Vegas, Nevada, for the purpose of litigating any dispute. We make no representation that the App, Website, or any other items are appropriate or available for use in your location.

20. GENERAL TERMS.

We reserve the right to modify these Terms of Use without notice. You will be prompted to accept the new Terms of Use if necessary and in that case you will be bound by the subsequent Terms of Use upon clicking “AGREE” or beginning use of the App or Website, or any service accessible through the App or Website.

Use of section headers in these Terms of Use is for convenience only and will not have any impact on the interpretation of any provision. If any provision or part of these Terms of Use is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. You agree that the App and Website shall be deemed a passive service that does not give rise to jurisdiction over Class Of, either general or specific, in jurisdictions other than Nevada. These Terms of Use and any other items expressly incorporated by reference into these Terms of Use are the entire and exclusive understanding of the parties regarding background imageyour use of the App and Website. You may not assign or transfer these Terms of Use or your rights or duties under these Terms, in whole or in part, by operation of law or otherwise, without our express written consent. We may assign these Terms of Use at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time thereafter. A waiver of any breach or default of these Terms of Use, or any provision herein, will not constitute a waiver of any subsequent breach or default. Upon termination or expiration of these Terms of Use, Sections 10, 13 – 24 shall survive, along with any other terms or agreements incorporated by reference into these Terms of Use.

We reserve the right to change these Terms of Use or its policies relating to the App and Website at any time and from time to time, and such changes will be effective upon being posted herein. You should visit this page from time to time to review the then current Terms of Use because they are binding on you. Certain provisions of these Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages of the App, which may be posted from time to time. Your continued use of the App and Website after any such changes and/or postings shall constitute your consent to such changes.

The failure of either party to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by such party in writing. Any and all rights not expressly granted herein are reserved by Class Of.

21. CONTACT INFORMATION.

If you have any questions about these Terms or Use, please contact us at info@classof.app.

22. ELECTRONIC COMMUNICATIONS.

By using the App or Website, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

23. CORRECTION OF ERRORS AND INACCURACIES.

The information on our App or Website may contain typographical errors or inaccuracies and may not be complete or current. We therefore reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time without prior notice (including after you have submitted your signed up). Please note that such errors, inaccuracies or omissions may relate to service description, pricing and availability. We apologize for any inconvenience this may cause you.

24. ENTIRE AGREEMENT.

These Terms and the Privacy Policy constitute the entire and exclusive understanding and agreement between Class Of and you regarding the Services, and supersede and replace any and all prior oral or written understandings or agreements between Class Of and you regarding the Services.

Version Date: June 1, 2020