Educadium - Terms of Use

Terms of Use Agreement

Welcome to Educadium. With these Terms of Use, our goal is to create a diverse and respectful learning community for the benefit of Educadium visitors, customers, users, and staff.

By using our web sites, Educadium.com and EducadiumLearn.com, and the Educadium service (the “Service”), including but not limited to Educadium Express, Educadium Standard, Educadium Preferred, Educadium Premium, Educadium Add-Ons and any Educadium Professional Services, you agree to be bound by the following terms and conditions (“Terms”). The use of “Educadium,” “our,” “we,” or “us” refers to the legal owner, iContracts. The term "you" or “yours” refers to the user or viewer of the Service. The term “Campus Owner” refers to a user who pays for and manages an Educadium service.

Please review the following Terms carefully. If you do not agree to these Terms, you may not and should not use the Service. Violation of these Terms may result in the immediate termination of your account or access to the Service.

Educadium may change the Terms from time to time without notice. Any new features that augment or enhance the Service, including the release of new tools and resources, will be subject to the Terms. Your continued use of the Service after any such changes will constitute your consent to such changes. You can review the most current version of the Terms anytime at www.educadium.com/terms or by contacting Educadium at This e-mail address is being protected from spambots. You need JavaScript enabled to view it .

You use the Service at your own risk. Educadium is not responsible for any information or data posted by users on the Service (“Content”). You are solely responsible for the photos, profiles (including your name, image, and likeness), messages, notes, text, information, music, video, listings, links, and other content that you upload, publish or display (hereinafter, "post") on or through the Service or the Site, or transmit to or share with other users (collectively the "Content").

You agree that our employees and representatives can access your Content, account and records for any reason, in our sole discretion. Educadium also reserves the right, but does not assume the responsibility, to monitor or review your conduct while using the Service.

You may have reached this page through an Educadium site that presents additional terms or other policies. If these Terms conflict with any other terms, policies or agreements presented at the site where you found them, Educadium’s Terms control.

I. GENERAL TERMS OF USE

Your license for access and use of the Educadium Service and Content are subject to the following conditions, restrictions and prohibitions:

If a child is under the age of 13, a parent or legal guardian MUST sign up for an account under the parent’s name before the child may use the Service. Children under the age of 13 may not send personal information to the Service without proper parental consent. We strongly recommend that parents and guardians supervise the activity of all children under the age of 18 when using the Service. See our Privacy Policy for more information.
You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
If requested, you must provide your full legal name, a valid email address, and other information requested by Educadium in order to complete the sign-up process for an Educadium registration. See our Privacy Policy for more information.
You are responsible for maintaining the security of your account and password. Educadium will not be liable for any loss or damage from your failure to do so. You agree to immediately notify us of any unauthorized use of your account or any other breach of security related to your account or the Service. You agree to "log off"/exit from your account at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
You are solely responsible for all Content, including profiles, messages, photos, music, videos, and notes that you post, and for all activity that occurs under your account. You may not post, transmit, or share Content on the Service that you did not create or that you do not have permission to post.
While Educadium maintains copies of your Content as part of operating the Service, you should not rely on Educadium for storing your Content, including courses, postings, messages, or teaching materials. You are responsible for keeping copies using your own facilities and are encouraged to backup your Content. Educadium is not responsible if you fail to maintain copies of any Content.

Additional Restrictions

In our sole discretion, Educadium may remove Content or disable an account whose use is unlawful, harmful, threatening, damaging or otherwise of concern in any way. Examples include but are not limited to any Content or uses that:

Are illegal or unauthorized, or promote illegal or unauthorized activity
Give rise to criminal or civil liability or encourages conduct that constitutes a criminal offense, including prostitution, or that encourages or provides instructional information about such illegal activities
Modify or hack the Service
Copy, distribute, retransmit, publish or broadcast any part of the Service
Are offensive, harmful, threatening, advocating violence, hateful, harassing, defamatory, invasive of the privacy of another, stalking, obscene, abusive, vulgar, indecent, sexually explicit, pornographic or otherwise objectionable
Include any third-party sensitive or confidential information, or violate a contract with or duty to any third party including but not limited to inside information, proprietary and confidential information learned or disclosed as part of employment relationships or nondisclosure agreements
Infringe any intellectual property right or publicity right
Are false, deceptive or misleading
Impersonate any person or entity or misrepresent an affiliation with any person or entity
Contain or transmit any worm, virus or other code, program or routine that damages, interferes with, intercepts or expropriates any system, data or information from any part of the Service
Attempt to reverse engineer or derive source code from any part of the Service
Contain bulk email, unsolicited commercial email, political campaign material, SMS, spam messages, chain letters, pyramid schemes, unsolicited or unauthorized advertising or promotional materials, or any other form of advertising or solicitation
Harvest or collect email addresses or other contact or database information for any unauthorized purpose, including the sending of unsolicited communications
Solicit personal information from minors for any non-pedagogical purpose
Make use of automated scripts to interact with the Service
Frame or mirror any part of the Service without prior written approval, or otherwise manipulate or disguise the origin of any Content transmitted through the Service
Cause an abnormal increase in bandwidth consumption

Removal of Content

Educadium does not pre-screen Content. Educadium has the right (but not the obligation) in its sole discretion to refuse or remove any Content from the Service. If warranted, Educadium will attempt to remove objectionable Content from the Service, and Educadium’s policy is to remove infringing Content. However, Educadium does NOT warrant that the Service will not contain any of the above examples of Content or use. You use the Service at your own risk.

Intellectual Property

Educadium claims no intellectual property rights in the material you provide to the Service or to Educadium, including but not limited to postings, documents, assessments, multimedia, learning content, and promotional materials (“Content”). All other Service contents, and any materials delivered by Educadium, are the property of Educadium or its licensors. The EDUCADIUM and Educadium name and logo are service marks of Educadium. Other trademarks appearing on the Service are the property of their respective owners. You will not obscure or remove any proprietary rights notices of Educadium or its licensors contained in the Service.

Links

The Service may include links to third-party websites. These links are provided only as a convenience. Educadium is not responsible for the availability of these outside sites or for their contents. You should direct any concerns regarding these third-party sites to the applicable site administrator.

Modification and Termination

Educadium may refuse the Service to anyone for any reason at any time. Educadium may suspend or terminate your account for any reason at any time. Verbal, physical, written or other abuse (including threats of abuse or retribution) with respect to any Educadium customer, employee, member, director, officer or vendor will result in immediate account termination.

If your account is terminated, it will be deactivated or deleted, or your access will be disabled, and your Content will be deleted from the Service. Educadium's stated policy is to delete any Educadium installation and associated Content for which there are no registered users or for which there has been no user activity for more than one year. Educadium may modify or discontinue the Service (or any part thereof) at any time with or without notice. If you downgrade your Service level, this may cause a loss of Content. Educadium will not be liable to anyone for any modification, price change, suspension, downgrading or discontinuation of the Service, or any resulting loss of content.

Disclaimers and Limitations

THE SERVICE, AND ALL TECHNOLOGY, SOFTWARE, FUNCTIONS, CONTENT, IMAGES, MATERIALS AND OTHER DATA AND INFORMATION PROVIDED BY EDUCADIUM OR ITS LICENSORS IN CONNECTION THEREWITH (COLLECTIVELY, THE "SERVICE OFFERINGS") IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES. YOU USE THE SERVICE AT YOUR OWN SOLE RISK. EDUCADIUM DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES REGARDING THE SERVICE OFFERINGS, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE NON-INFRINGEMENT, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, EDUCADIUM DOES NOT WARRANT THAT: (i) THE SERVICE OFFERINGS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE OF ERRORS OR HARMFUL COMPONENTS; (ii) ANY DATA YOU STORE WITHIN THE SERVICE OFFERINGS WILL BE SECURE OR WILL NOT BE LOST OR DAMAGED; (iii) THE RESULTS OBTAINED FROM THE USE OF THE SERVICE OFFERINGS WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICE, INFORMATION, OR OTHER MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE OFFERINGS WILL MEET YOUR EXPECTATIONS; OR (v) ANY ERRORS IN THE SERVICE OFFERINGS WILL BE CORRECTED.

EDUCADIUM AND ITS LICENSORS SHALL NOT BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING, WITHOUT LIMITATION, POWER OUTAGES, SYSTEM FAILURES OR OTHER INTERRUPTIONS, INCLUDING THOSE THAT AFFECT THE RECEIPT, PROCESSING, ACCEPTANCE, COMPLETION OR SETTLEMENT OF ANY PAYMENT SERVICES. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM EDUCADIUM OR FROM ANY THIRD PARTY OR THROUGH THE SERVICE OFFERINGS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

Limitation of Liability

Educadium will not be liable to you or anyone for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for lost profits, goodwill, use, data or other intangible losses (regardless of whether Educadium has been advised of the possibility of such damages), however caused, whether based upon contract, negligence, strict liability in tort, warranty or any other legal theory, arising out of or related to: (i) the use or the inability to use the Service; (ii) the cost of procurement of substitute goods or services resulting from any goods, data, information or services obtained, messages received or transactions entered into through or from the Service; (iii) unauthorized access to or alteration of your transmissions, data or Content; (iv) statements or conduct of any third party on the Service; (v) termination or downgrading of your account; or (vi) any other matter relating to the Service.

Educadium’s maximum cumulative and total liability and your exclusive remedy for any claim arising out of or relating to the Terms or the Service Offerings will be limited to the amount you actually paid for the Service in the 12 months prior to the assertion of the claim in writing.

Because some states and jurisdictions do not allow certain exclusions or limitations of liability, the above limitations may not apply to you.

Indemnification

You will indemnify, defend and hold harmless Educadium, its subsidiaries, affiliates, and each of our and their directors, officers, contractors, agents, and employees from and against any claims, losses, damages, liabilities, judgments, penalties, fines, costs and expenses (including reasonable attorneys fees), arising from or in any way related to (a) your use of the Service Offerings; (b) any software application or Web site that interfaces with the Service Offerings, (c) any content or data you send to us or use as part of your use of any Service Offerings, or (d) the combination of any of the foregoing with other applications, content or processes, (c) your violation of any of these Terms, including without limitation, your representations and warranties, or (d) you or your employees’ or personnel’s negligence or willful misconduct. Indemnified claims include but are not limited to claims involving infringement or misappropriation of third-party rights and/or the use, development, design, manufacture, production, advertising, promotion and/or marketing of any software application and/or content. Educadium will provide you with written notice of such claim, suit or action.

Third Party Activities

If you authorize, assist, encourage or facilitate another person or entity to take any action related to the subject matter of this Agreement, you shall be deemed to have taken the action yourself.

Copyright Notice and Takedown

Educadium’s policy is to respect intellectual property rights and to terminate accounts that repeatedly post infringing Content on the Service. If you are a copyright owner and you believe your work has been copied or used improperly on the Service, please contact our copyright compliance officer. Please provide the following information: (1) physical or electronic signature of a person authorized to act on behalf of the copyright owner; (2) a description of the work that you claim has been infringed and the location of the alleged infringement on the Service; (3) your contact information including address, telephone number and e-mail address; (4) a written 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 and that you have a good faith belief that the accused use is infringing; and (5) a statement by you under penalty of perjury that the information in the notice is accurate and that you are duly authorized to act on behalf of the copyright owner.

Contact our copyright compliance officer at:

Educadium Copyright Compliance Officer

Email: This e-mail address is being protected from spambots. You need JavaScript enabled to view it

II. Educadium REGISTRATION AND ACCOUNT FOR CAMPUS OWNERS ONLY

BY CLICKING THE “I ACCEPT” BUTTON, YOU ACKNOWLEDGE AND CONFIRM THE CAMPUS OWNER’S AGREEMENT TO THESE TERMS AND CONDITIONS, INCLUDING THOSE ABOVE AND TO THE EDUCADIUM PRIVACY POLICY. PLEASE REVIEW THEM.

BY CLICKING THE “I ACCEPT” BUTTON, YOU STATE THAT YOU HAVE THE AUTHORITY, POWER AND RIGHT TO BIND THE CAMPUS OWNER(S) IDENTIFIED IN YOUR REGISTRATION AND/OR IN ANY SERVICE ORDER, WHICH IS/ARE INCORPORATED HERE BY REFERENCE (“CAMPUS OWNER”).

IF YOU LACK THE AUTHORITY TO BIND THE CAMPUS OWNER, OR IF YOU OR THE CAMPUS OWNER DISAGREE WITH ANY OF THE TERMS, EDUCADIUM IS UNWILLING TO PROVIDE THE SERVICE TO THE CAMPUS OWNER, AND THEREFORE YOU SHOULD CLICK ON THE “CANCEL” BUTTON OR END THE REGISTRATION PROCESS.

Limited License

Educadium grants to the Campus Owner a nonexclusive, nontransferable, limited right and license to use the Service and to receive associated training and support services as specified by Educadium or in the Campus Owner’s registration, subject to these Terms. Any software provided to the Campus Owner by Educadium is licensed solely for the Campus Owner’s internal use in connection with the Service. Unless a particular right is expressly granted herein, it is excluded. The Service may be accessed only by the number of End User accounts indicated in the registration. End User accounts are not transferable. “End User” means a registered administrator, teacher, learner, guest, or other individual using the Service as provided and authorized by the Campus Owner.

Payment

You represent and warrant that any credit information that you supply to us for a purchase is truthful and complete and that charges incurred by you will be honored by your credit card company.

Pricing and payment terms are as set forth in the Campus Owner’s registration or Educadium’s invoice. Educadium is not obligated to facilitate payment or offer services for any transaction for which funds have not been provided by the Campus Owner’s issuing bank. Any chargeback by a credit card company or third party, for any reason, related to you or any End User is a material breach of these Terms. Educadium may charge $50 per incident, in addition to other payment-provider service charges that may be charged to Educadium. We may charge interest of 1.5% monthly (or the maximum amount permitted by law, whichever is less) on any late payments.

Service prices are subject to change. Educadium may provide such notice at any time by posting the changes to The Campus Owner bill/invoice, the Educadium website (www.educadium.com), through the Educadium site, by email, or by other means. All fees and prices are exclusive of all taxes, levies, or duties imposed by taxing authorities. The Campus Owner is responsible for payment of all such taxes, levies, or duties. All subscription payments are prepaid and nonrefundable.

End Users

The Campus Owner will ensure that its End Users abide by the Educadium Terms of Use, as modified by Educadium from time to time at its discretion. The Campus Owner agrees that Educadium may modify its terms and conditions without notice. The Campus Owner understands and agrees that any loss or damage of any kind that occurs as a result of End User registration/enrollment by the Campus Owner’s administrators or from any Content, message, or material that the Campus Owner or its End Users upload, post, transmit, display or otherwise make available through the Service is solely the Campus Owner’s responsibility. The Campus Owner will be responsible for any and all breaches of this Agreement by any End User.

Educadium Trademarks and Copyright

The Campus Owner and its End Users will not use the Educadium name, trademarks or copyrighted materials on the Educadium site or elsewhere without Educadium's prior approval.

Educadium Site Policies

The Campus Owner will post, or permit Educadium to post, Educadium site policies including but not limited to general terms of use, copyright policies and privacy policies. In any event, the Campus Owner will ensure that its Educadium site includes conspicuous statements (whether posted by the Campus Owner or by Educadium) that are substantively identical to these Term of Use and to the Educadium Privacy Policy with respect to the following:

Use and disclosure of personally identifiable information
Protection of minors
Rights to remove objectionable or infringing Content and to suspend or terminate offending End Users
Copyright notice and takedown

As a site administrator, the Campus Owner will comply at all times with all policies posted on its Educadium site.

Compliance with Laws

In connection with its use of the Service, the Campus Owner will comply with all applicable information, privacy, intellectual property, securities, and other laws, including but not limited to: the Children’s Online Privacy Protection Act (COPPA), the Family Educational Rights and Privacy Act (FERPA), the Communications Decency Act, and the Copyright Act.

Without limiting the foregoing:

The Campus Owner will post a legally compliant privacy policy statement on its Educadium site.
If personally identifiable information for any End User under the age of 13 is provided or made available to Educadium or to any third party, the Campus Owner will first obtain all requisite consents and authorizations or otherwise obtain the authority to provide such information to Educadium.
If any information covered by FERPA is provided or made available to Educadium or to any third party, the Campus Owner will first give all applicable notices, obtain all applicable consents, and honor all effective objections thereto.

The Campus Owner represents and warrants that the Content and materials it or its End Users posts on the Service, and all customer activities in relation thereto, comply and will comply with all applicable laws.

Export

The Campus Owner acknowledges that the Service may include technology and software that is subject to U.S. customs and export control laws and regulations and may also be subject to the customs and export laws and regulations of the country in which the Service is rendered and/or received. The Campus Owner will abide by those laws and regulations. The Campus Owner further represents that any software provided by The Campus Owner and used as part of the Service contains no encryption or, to the extent that it contains encryption, such software is approved for export without a license.

Indemnification

The Campus Owner will indemnify, defend and hold harmless Educadium and its subsidiaries, affiliates, directors, officers, agents, contractors, partners, and employees from and against any claim arising from, or in any way related to, use by the Campus Owner or its End Users of the Service (including but not limited to Educadium.com, EducadiumLearn.com, Educadium, Professional Services, and CampusPay) or any other Educadium service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. The foregoing indemnification obligation will not apply to the extent that the claim is based on an allegation that Educadium software infringes an intellectual property right.

Term and Termination

The Campus Owner’s account will commence when the Campus Owner agrees to these Terms by clicking the “I Accept” button, and will continue for the period specified in the Campus Owner’s registration unless earlier terminated. Termination does not entitle Campus Owner to any refund or reduction of fees already paid by or due from Campus Owner. If the Campus Owner requests a pro-rata refund as a remedy hereunder, then such request will be an election of remedies and the sole remedy available to the Campus Owner with respect to any dispute with Educadium. If the Campus Owner’s account terminates for any reason, all Services to all End Users will terminate as well.

III. PROFESSIONAL SERVICES

The Campus Owner agrees that all of these Terms of Use (including those above) apply to any and all consulting services, training, add-ons, courseware and related products that the Campus Owner purchases from Educadium. The consulting services to be delivered, and their pricing, will be described on a price sheet or other Educadium Professional Services sales document delivered to the Campus Owner (“Service Description”). In the event of a conflict between these Terms and any Service Description, these Terms will control. All consulting service orders are subject to acceptance by Educadium.

Limited Warranty

Educadium warrants that any custom/professional services, including installation and support for Educadium Add-Ons, (“Professional Services”), when used for their intended use for education and training in accordance with these Terms of Use, will conform to the specifications and standards set forth in the written custom proposal or Educadium website (the “Specifications”) at the time of signature or purchase.

After Educadium sends written notice of project completion to the Campus Owner, the Campus Owner shall have 30 days (“Acceptance Period”) to confirm whether the Professional Services were performed substantially in accordance with the Specifications. If the Campus Owner determines that the Services were not performed substantially in accordance with the Specifications, including a perceived bug or software conflict with the custom/professional services, the Campus Owner must notify Educadium of the specific discrepancies. Unless the Campus Owner of record notifies Educadium in writing of specific discrepancies during the Acceptance Period, the Services shall be deemed to be accepted.

After written notification of specific discrepancies by the Campus Owner, the Campus Owner and Educadium agree to work together for up to 60 days (“Cure Period”) to resolve the identified discrepancies. If the discrepancies are not resolved within the 30–day period, the Campus Owner may remove the custom/professional services and receive a 50% refund of fees paid to Educadium as set forth in the written custom proposal or on the Educadium website.

Without limitation, if Educadium determines in its sole discretion that that the Services were changed or compromised due to irreversible or nonstandard changes or software additions carried out by the Campus Owner or representatives of the Campus Owner, or if the Campus Owner cancels the Campus subscription for any reason before the end of the 60-day Cure Period, or if there is a violation of Educadium's Terms of Use, Educadium shall not be bound by this limited warranty.

IV. MISCELLANEOUS

Limitation Period

Neither Educadium nor the Campus Owner nor its End Users may institute any action in any form arising from the Service or this Agreement more than two (2) years after the cause of action has arisen.

Law and Venue

These Terms will be governed by and construed in accordance with the laws of the State of New Jersey, without giving effect to its conflict of laws rules. Any claim, legal proceeding or litigation arising in connection with the Service must be brought in New Jersey, and you consent to the jurisdiction and venue of such courts.

Entire Agreement

These Terms, together with any documents incorporated by reference, constitute the entire agreement between you and Educadium and govern your use of the Service. These terms supersede any prior agreements between you and Educadium, including but not limited to any prior versions of the Terms. The Terms supersede all prior communications, representations, understandings, negotiations and discussions, written or oral, between you and Educadium regarding the subject of the Terms.

No Waiver

Educadium’s failure to exercise or enforce any right or provision of the Terms will not constitute a waiver of that or any other right or provision. Neither the course of conduct between the parties nor any trade practice shall act to modify any provision of the Terms.

No Assignment

You may not sell, assign or otherwise transfer any of your rights or obligations under these Terms to anyone. Any assignment or delegation in violation of these Terms will be void.

Severability

If any provision in these Terms is invalid or unenforceable, the remaining provisions will continue in full force and effect.

Date modified: August 1st, 2019