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Welcome! Please read this User Agreement carefully before using this web site. Your participation in and use of the site and services is conditioned upon your acceptance of the terms and conditions contained in this agreement (the "Agreement"). The following terms and conditions of use apply to the entire group of World Wide Web sites owned and operated by Distance Learning, Inc., its affiliates, Licensees, and subsidiary companies (referred to as "DLI," "Sponsor," "we," "us," or "our" herein), inclusive of, but not limited to all written and graphic or design materials, underlying HTML or other source files, discussion groups and e-mail features, products or services offered as part of any DLI or Sponsor Web site, all of which are defined collectively as the "Site." By using the Site and/or accepting any of the Site's products, in any form, you ("you," "user" or "Member") agree to be legally bound and to abide by this Agreement. If you do not agree with the terms of this Agreement, please do not use the Site.
DLI/Sponsor provide Internet based online services including, but not limited to, the hosting and delivery of this Site, community resources, administrative features, English language courses, content modules, and teacher services ("Products and Services"). By using this Site, and/or the Products and Services, you confirm your acceptance of, and agree to be bound by, this Agreement, without limitation or qualification. Sponsor may revise this Agreement at any time by updating this posting. You should visit this page periodically to review the Agreement, because it is binding on you.
GENERAL RULES
You may not use the Web site in order to transmit, distribute, copy, store or destroy material (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the copyright, trademark, trade secret, or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, or (c) that is defamatory, obscene, threatening, abusive or hateful.
1. PRIVACY POLICY AND USE OF MEMBER INFORMATION
Sponsor respects the privacy of its members. The name, address and payment information that you provide when you enroll in and/or purchase Sponsor's products and services, together with any other information you provide to Sponsor and information regarding the manner in which you use Sponsor's Products and Services and/or the Internet, will not be processed or disclosed by Sponsor except as permitted by this Agreement or as required or allowed by applicable law or legal process.
1.1 Use of Aggregate Information
By becoming a Member, you agree that Sponsor may share with other parties both aggregate information and limited individual information gathered during your use of Sponsor's Products and Services and/or the Internet. "Aggregate information" is information that describes the habits, usage patterns and/or demographics of Members as a group but does not indicate the identity of particular Members. "Individual information" is information about a Member presented in a form distinguishable from information relating to other Members but not in a form that enables the recipient to personally identify any Member. You also agree that locator information about you may be gathered, processed or used as provided in Section 1.3 and 1.4. "Locator information" consists of a Member's name, email address, physical address, and/or other data that enables the recipient to personally identify the Member.
1.2 Use of Locator Information
You agree that locator information for you may be gathered, processed or used in the following instances: first, if you use Sponsor's Products and Services to purchase or otherwise obtain physical goods or services (that is, those that are not delivered by means of electronic transmission during a Products and Services related session), the company ("Merchant") that sells or provides such physical goods or services will obtain locator information; second, if you use Products and Services to purchase or otherwise obtain digital delivery of or access to specific content, goods or services (that is, those specifically delivered or made accessible to you by means of electronic transmission during a Products and Services related session and for which you pay a fee in addition to the Products and Services Membership fees), the company providing such content, goods or services (a "Content Provider," or "CP") may obtain locator information; and third, Sponsor may use the locator information for the billing and collection of charges due pursuant to this Agreement, and as is necessary for its enforcement of any of the terms of this Agreement.
Although you may change, modify or add to certain of your locator information, Sponsor does not make online requests for your password, credit card or debit card numbers, bank account or other locator information, except at your request for goods or services. Sponsor encourages you to use caution when giving out any personally identifiable information about yourself or your children online, no matter how legitimate it may seem. Sponsor encourages all parents to instruct their children in the safe and responsible use of their locator information while using Products and Services and the Internet. Such information sent over the Internet cannot be tracked or retrieved by Sponsor.
1.3 Changes to Member Information
Some of the locator information (i.e., your name, address and email address) that you provide during the Products and Services sign-up process or when you fill in Sponsor's Member properties section may be used to populate an entry in your name in the Pen Pal section and/or in community listings. You can modify, add to or delete your Member profile information by contacting.
1.4 Disclosure of Content
In addition, Sponsor may, in its sole discretion, review uploaded files, conferences, Bulletin Boards, Forums, and Chats and authorize restrictions on access thereto. Sponsor will not review the contents of email except as required or allowed by applicable law or legal process. Notwithstanding the above, Sponsor reserves the right to disclose any content, records, or electronic communication of any kind: (a) to satisfy any legal request; (b) if such disclosure is necessary or appropriate to enforce this Agreement; or (c) to protect the rights of Sponsor or its users and/or partners.
1.5 Registration For A Subscription
Sponsor offers English language courses online at competitive prices. To take one of these courses, you need to register as a Member on this Web site. You also need to supply us with credit card information, so that you can pay for the services you request. This information is encrypted on a secure server.
1.6 Cookies
An individual site may place a text file called a "cookie" in the browser files of your computer. Cookies are pieces of information that a Web site transfers to an individual's hard disk for record keeping purposes. The cookie itself does not contain locator information although it will enable the site to relate your use of the site to information that you have specifically and knowingly provided to the site.
1.7
If at any time you believe that Sponsor has not adhered to these policies concerning privacy and use of Member information or if you have questions about these policies, please notify us as provided in the Notice provisions below and we will use all commercially reasonable efforts to promptly address your concerns.
2. USE OF SPONSOR PRODUCTS AND SERVICES
2.1 Email
You may send and receive electronic mail ("email"), engage in conferences and chats, download and upload files and otherwise use the Products and Services as permitted by this Agreement, Sponsor's Web site rules and policies, and applicable law. Files that you upload, public messages that you send and your activity in conferences and chats are subject to review, modification and deletion without notice by the forum manager responsible for the area where your uploading or other activity takes place (or by an individual designated by the forum manager for such purpose. Files uploaded to bulletin boards ("BBS") may be subject to posted limitations on usage, reproduction or dissemination, and you are responsible for adhering to such limitations if you download them.
2.2 Online Conduct
You are responsible for your communications on Sponsor's Web site, and your use of Sponsor's Products and Services. You may not, under any circumstances, do any of the following: (a) publish, post, distribute or disseminate defamatory, infringing, obscene or other unlawful material or information via Sponsor's sites; (b) use the Products and Services to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; (c) intercept or attempt to intercept email or other private communications not intended for you; (d) use the Products and Services in a manner that adversely affects the availability of its resources to other Members; (e) use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity that is not a Sponsor Member, the Member directory, Sponsor community listing(s) or any portion thereof other than for personal, noncommercial purposes (except as otherwise expressly permitted by Sponsor); (f) download files that contain software or other material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or control the rights thereto or have received all necessary consents; (g) falsely purport to be a Sponsor employee or agent; (h) cause disruptive incidents; (i) post any franchise, pyramid scheme, "club membership" or other business opportunity which requires an up front periodic payment, pays commissions only or requires recruitment of others; (j) use any device software or routine to interfere with the proper working this Web site or any activity conducted on this site; (k) take any action that imposes an unreasonable or disproportionately large load on Sponsor's Web site's infrastructure; (l) disclose or share your password with any other person or entity or use of your password for any unauthorized purpose; (m) aggregate, reverse engineer, copy or duplicate in any manner any of the materials or information from the Web site; or (n) act, or fail to act, in your use of the Products and Services, in a manner that is contrary to applicable law or regulation; In addition, each time you upload a file on Sponsor's sites you represent and warrant that you own or otherwise control the rights or have the necessary consents to do so, and you grant every other Sponsor Member the right to download and use such file for personal use. Your failure to observe any of the foregoing limitations or obligations may result in civil or criminal liability, as well as termination of your membership.
The contents of this Web site, such as the "look" and "feel" of the Web site, text, graphics, images, logos, button icons, software and other "Material" are Sponsor's exclusive property, its content suppliers and/or customers, and are protected by U.S. and international copyright laws. Unauthorized use of the Material may violate copyright, trademark, patent and other laws. You must retain all copyright, trademark, service mark and other proprietary notices contained in the original Material on any copy you make of the Material. You may not sell or modify the Material or reproduce, display, publicly perform, distribute, or otherwise use the Material in any way for any public or commercial purpose. The use of the Material on any other Web site or in a networked computer environment for any purpose is prohibited.
2.3 Necessary Equipment
You agree to acquire and maintain all equipment required for your access to and use of the Products and Services, including, without limitation, all hardware and software necessary or advisable to use the Products and Services.
2.4 Password Confidentiality
Use of any password-protected area of the Web site is restricted to the registered user who has been given permission and a password to enter such area. You agree that you will not distribute your password to others, and that you are responsible for any and all damages to Sponsor resulting from the distribution of your password to unauthorized users. You agree to: (a) maintain the security of your password and other confidential information relating to your Sponsor account; (b) immediately notify Sponsor of any unauthorized use of your password; and (c) be responsible for all charges resulting from use of your Sponsor account, including unauthorized use prior to your notifying Sponsor of such use and taking steps to prevent its further occurrence by changing your password. You agree to immediately notify Sponsor of any unauthorized use of your password. To do so, please email Sponsor at < % %>.
2.5 Termination
Either you or Sponsor may terminate your Sponsor Site membership at any time. Sponsor also reserves the right to terminate or suspend your Sponsor Site membership with or without prior notice.
2.6 Course Time Limits
With the purchase of a course, you are entitled to use lesson materials and all ancillary materials and services on this Site offering the course as provided in the on line course catalog. Sponsor is not obligated to provide these materials and services past the expiration date of the purchased course.
3. OPERATION
Sponsor reserves complete and sole discretion with respect to the operation of the Products and Services. Sponsor may, among other things: (a) monitor conferences and chats and authorize restrictions on access thereto; (b) subject to Section 1, make available to third parties information relating to the Sponsor courses and Members; and (c) withdraw, suspend or discontinue any functionality or feature of the Products and Services. Sponsor will not distribute uploaded files outside a its Web site without the uploading Member's consent but may include information about them in promotional materials and may make such information available to third parties for promotional purposes and you agree that files that you have uploaded to Sponsor's site(s) may be used in such manner and for such purposes. Sponsor will not review or monitor the contents of email except as required or allowed by applicable law or legal process.
4. MEMBER REPRESENTATIONS AND ACKNOWLEDGEMENTS
You represent and warrant that you possess the legal right and ability to enter into this Agreement and to use the Products and Services in accordance with this Agreement. You agree to be financially responsible for your use of the Products and Services (as well as for use of your account by others, including minors living with you) and to comply with your responsibilities and obligations as stated in this Agreement. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ALL FEES YOU PAY TO SPONSOR ARE NON-REFUNDABLE. THEREFORE, ANY TERMINATION OF YOUR MEMBERSHIP BY EITHER YOU OR SPONSOR WILL RESULT IN YOUR FORFEITING ALL FEES YOU PAID TO SPONSOR (INCLUDING, WITHOUT LIMITATION, ANY FEES PAID IN ADVANCE OF SERVICES PROVIDED).
5. WEB SITE CONTENT
5.1 Disclaimer
Sponsor does not endorse or stand behind the accuracy, truthfulness or reliability of any information (including statements of opinion or advice) provided on or by means of Sponsor's sites, other than information provided in writing by authorized Sponsor spokespersons. Statements made in Web sites, newsgroups, message boards, email, forums, conferences and chats reflect only the views of their authors. Forum managers, forum hosts, CPs, or Merchants are not authorized Sponsor spokespersons, and do not necessarily reflect Sponsor's views. Advice received via community features should not be relied upon for important personal, medical, legal or financial decisions and you should consult an appropriate professional for specific advice to your situation. You acknowledge that any reliance on material posted by other users will be at your own risk.
5.2 User's Grant of License
By submitting content to any public or non-public area of the Web site, including job boards, message boards, forums, and chat rooms, you grant Sponsor and its affiliates the royalty-free, perpetual, irrevocable, sublicenseable (through multiple tiers), non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such content. You also warrant that the holder of any rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You also permit any subscriber to access, display, view, store and reproduce such content for personal use. Subject to the foregoing, the owner of such content placed on the Web site retains any and all rights that may exist in such content.
6. JOB BOARDS AND THIRD PARTY LINKS
Sponsor provides links for various third-party Web sites. These sites may contain information or material that some people may find inappropriate or offensive. The links are provided solely as a convenience to you and not as Sponsor's endorsement of the contents of such third-party sites. Sponsor is not responsible for the content of the third-party sites and does not make any representations regarding the content or accuracy, copyright compliance, legality, decency or any other aspect of the content of materials on such third-party Web sites. Sponsor is not responsible for the terms of use/service agreements or privacy practices of such other sites, and the inclusion of such links on Sponsor's Sites does not imply endorsement of the sites by Sponsor or any association with its operators. Sponsor encourages you to be aware when you leave its Sites, and to read the terms of use/service agreements and privacy statements of any web site that collects personally identifiable information. This Agreement applies only to information collected by Sponsor.
If you decide to access linked third-party Web sites, you do so at your own risk. In that capacity, this Site acts as a venue, inter alia, for (a) companies to post job opportunities and to interact with their placement vendors; (b) for candidates to post their own resumes for the purpose of evaluating job opportunities for themselves; (c) foreign language schools; and (d) travel related companies. Sponsor does not screen or censor the profiles or other information related to these companies or individuals. Sponsor is not involved in the actual transaction between Member companies and their vendors or companies and job candidates. As a result, Sponsor has no control over the quality, safety or legality of the jobs or profiles posted, the truth or accuracy of the listings, the ability of companies to offer job opportunities to job candidates or the ability of job candidates to fill job openings. In addition, note that there are risks, including but not limited to the risk of physical harm, of dealing with strangers, foreign nationals, underage persons or people acting under false pretenses. You assume all risks associated with dealing with other users with whom you come in contact via Sponsor's Web sites. You further acknowledge and agree that Sponsor shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such sites or resource.
Because user authentication on the Internet is difficult, Sponsor cannot and does not confirm that each user is who they claim to be. Because we do not and cannot be involved in user-to-user dealings or control the behavior of participants on Sponsor's Web sites, in the event that you have a dispute with one or more users, you release Sponsor (and our agents and employees) from claims, demands and damages (actual and consequential, direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
You acknowledge that Sponsor is under no legal obligation to, and generally does not, control the information provided by other users that is made available through the Web site. By its very nature, other people's information may be offensive, harmful or inaccurate, and in some cases will be mislabeled or deceptively labeled. Sponsor expects that you will use caution and common sense when using this Web site.
The Material may contain inaccuracies or typographical errors. Sponsor makes no representations about the accuracy, reliability, completeness, or timeliness of the Web site or the Material. The use of the Web site and the Material is at your own risk. Changes are periodically made to the Web site and may be made at anytime.
You acknowledge and agree that you are solely responsible for the form, content and accuracy of any resume or material placed by you on a Sponsor's Site. Companies are solely responsible for their postings on a Sponsor Site. Sponsor does not warrant or guarantee that a resume or job posting will be viewed by any specific number of users, or that it will be viewed by any user. Sponsor does not endorse, warrant, or guarantee any third party product or service offered through Sponsor, and will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or services.
Sponsor is not to be considered to be an employer with respect to your use of any Sponsor Site and Sponsor shall not be responsible for any employment decisions, for whatever reason made, made by any entity posting jobs or candidate profiles on a Sponsor Site.
7. OWNERSHIP OF PROGRAMS AND SERVICES
All programs, services, processes, designs, software, technologies, trademarks, trade names, inventions and materials comprising Products and Services, and all services offered by Merchants or CPs are wholly owned by Sponsor and such Merchants or CPs, respectively, and are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Sponsor has a compilation copyright in its Products and Services but does not possess, claim ownership of or exert control over individual uploaded files, components, or the intellectual property contained therein. By uploading a file to a forum or otherwise contributing intellectual property to the service, you grant the forum manager for the forum or the service as appropriate, the right to reproduce and distribute all information, software and other materials in the file or other intellectual property in any form, anywhere and for any purpose. You also warrant and represent that you own or otherwise control all of the rights to the content that that public posting and use of your content by Sponsor will not infringe or violate the rights of any third party. The forum manager or a service representative may check uploaded files or other contributions for viruses and may remove an uploaded file (in his or her sole discretion) upon determining that the file is inappropriate for the forum or the service. As between Sponsor, Merchants, CPs and you, you retain at all times full legal responsibility for software and other material contained in files that you upload to a forum or the service.
8. NO WARRANTIES AND LIMITATION OF LIABILITY
8.1 Warranty Disclaimer
ALL SPONSOR PRODUCTS AND SERVICES ARE PROVIDED "AS IS," AND SPONSOR MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. SPONSOR DOES NOT WARRANT THAT ITS WEB SITES AND SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. SPONSOR MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING CONTENT, GOODS OR SERVICES PROVIDED BY ANY MERCHANT, CP OR INTERNET SERVICE PROVIDER (AN "ISP"). SPONSOR DOES NOT WARRANT THAT ACCESS TO OR USE OF SPONSOR'S PRODUCTS AND SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT SPONSOR SOFTWARE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. SPONSOR EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATABILITY, SECURITY OR ACCURACY. IF YOUR USE OF ANY SPONSOR WEB SITE AND SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, SPONSOR IS NOT RESPONSIBLE FOR THOSE COSTS.
8.2 Disclaimer Of Consequential Damages
YOUR USE OF ALL SPONSOR PRODUCTS AND SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES OR OTHER MATERIAL (INCLUDING SPONSOR SOFTWARE) OBTAINED THROUGH SPONSOR PRODUCTS AND SERVICES. YOU AGREE THAT SPONSOR AND PROVIDERS OF ELECTRONIC COMMUNICATIONS AND NETWORK SERVICES FOR SPONSOR PRODUCTS AND SERVICES (INCLUDING, WITHOUT LIMITATION, ISPS) WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERUPTION) ARISING OUT OF YOUR USE OF OR INABILITY TO USE ANY SPONSOR PRODUCT OR SERVICE, OR THE ACTIONS OR INACTIONS OF ANY MERCHANT, CP OR ISP OR THE GOODS OR SERVICES THEY PROVIDE, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF SPONSOR HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SPONSOR IS ALSO NOT RESPONSIBLE FOR CLAIMS BY A THIRD PARTY. SPONSOR'S LIABILITY TO YOU FOR BREACH OF THIS AGREEMENT IS LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR ACCESS TO AND USE OF SPONSOR PRODUCTS AND SERVICES, EXCLUSIVE OF PAYMENTS RELATING TO GOODS AND SERVICES PURCHASED FROM MERCHANTS, CPS OR ISPS. YOU HEREBY RELEASE SPONSOR FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME JURISDICTIONS DO NOT ALLOW IMPLIED WARRANTIES OR CONDITIONS TO BE EXCLUDED OR MODIFIED OR LIABILITY TO BE LIMITED, SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO YOU.
9. CHARGES
9.1 Payment
You agree to pay all charges (including, without limitation, the Products and Services fees and any ISP access charges, and long distance charges for your use of the Products and Services at the course price then in effect for your country of residence. All Products and Services charges (other than ISP access charges) will be exclusive of value added ("VAT"), sales or other taxes. Membership fees as well as Merchant, CP and ISP charges, if applicable, will be subject to VAT, sales or other taxes as appropriate. Sponsor reserves the right to prospectively change its prices or institute new charges for access to or use of its Products and Services at any time. All changes will be posted online, and you are responsible for reviewing pricing information posted on Sponsor's sites regularly to obtain timely notice of such changes. When you provide credit card information you represent to Sponsor that you are the authorized user of the credit card that is used to pay Sponsor's course or other fees. Continued use or non-termination of your membership after changes are posted constitutes your acceptance of the prices as modified by the posted changes. Your account balance may include charges incurred for your purchase of content, goods and services offered by Sponsor, Merchants or CPs. The payment terms applicable to such charges are as stated herein unless you are otherwise notified by Sponsor or the Merchant or CP from which you purchased such goods or services. The ISP from which you purchase access services may bill you directly for its own access charges.
9.2 Long Distance Telephone Charges
It is possible the telephone number you use to connect to Sponsor Web sites may be a long distance number and may result in long distance charges billed to you by a third party. You agree to pay any charges you incur by using a long distance telephone number to connect to Sponsor Web sites, including those that may be billed to you by a third party.
9.3 Additional Charges/Roaming Rates
YOU MAY INCUR CHARGES LEVIED BY YOUR LOCAL OR LONG DISTANCE TELEPHONE COMPANY TO ACCESS SPONSOR WEB SITES. IF SPONSOR UPGRADES THE SOFTWARE USED FOR MEMBERS' ACCESS TO ITS PRODUCTS AND SERVICS (OR TO ANY PARTICULAR FEATURE OF THE PRODUCTS AND SERVICES), SPONSOR MAY CAUSE UPGRADED SOFTWARE TO BE DOWNLOADED AUTOMATICALLY TO YOUR MACHINE, IN WHICH EVENT YOU WILL BE RESPONSIBLE FOR ALL RESULTING CONNECT TIME CHARGES IN EXCESS OF THE TIME COVERED BY YOUR APPLICABLE MEMBERSHIP OR ISP ACCESS PLAN.
You also agree to pay any additional charges that you incur if you access Sponsor's Web sites or the Internet through a telephone number in a country other than where you first established your account ("Roaming Rates").
9.4 Taxes
You must pay all taxes due as a result of your purchase of the Products and Services, including taxes on your purchase of goods and services from Merchants or CPs.
9.5 Course Fees
YOUR COURSE FEES ARE PAYABLE IN ADVANCE AND ARE NOT REFUNDABLE IN WHOLE OR IN PART. Course fees and charges are to be paid in the currency in which they are billed. If the payment method for your account is by credit or debit card ("card") or by bank transfer and payment is not received from the card issuer, transferring bank or their respective its agents, you agree to pay all amounts due upon demand by Sponsor. Each time you use the Products and Services, you agree and reaffirm that Sponsor is authorized to charge your designated card. Your card issuer's agreement governs your use of your designated card in connection with Sponsor related purchases, and you must refer to such card agreement (not this Agreement) with respect to your rights and liabilities as a cardholder.
9.6 Collection Costs
You agree to pay all costs incurred in the collection of any delinquent fees due under this Agreement or the enforcement of this agreement, including attorneys' and/or accountants' fees.
9.7 Third Party Charges
Sponsor may provide links to other Web sites. Some of these Web sites may charge separate fees, which are not included in any Course fees that you may pay to Sponsor. Sponsor may also provide access to third-party vendors, who provide content, goods, and/or services on Sponsor's Web site or the Internet. Such content, goods and/or services provided to you by a Merchant or CP may be subject to additional charges, terms and conditions. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility. You agree to review any such additional charges, terms and conditions before using such services and that your use constitutes your acceptance thereof. You acknowledge that Sponsor may provide billing and collection services for Merchant transactions and/or CP transactions, but that Sponsor is not a party to any transaction involving you and a Merchant or CP. You also agree that Sponsor is not liable for any costs or damages arising out of any dispute between you and a Merchant or CP with respect to your use or purchase of its content, services or products. This Agreement is for the benefit of Merchants and CPs, as well as for Sponsor, and they have the right to assert and enforce its provisions directly on their own behalf.
10. DUTY TO PAY
Sponsor reserves the right, at its sole discretion, to pursue all legal remedies, including but not limited to the right to suspend or terminate your Membership without notice upon rejection of any credit or debit card charges or if your card issuer (or its agent or affiliate) seeks return of payments previously made to Sponsor when Sponsor in good faith believes you are liable for the charge, or upon any breach by you of the Terms and Conditions of this Agreement. Such rights are in addition to and not in lieu of any other legal rights or remedies available to Sponsor. The amount due Sponsor must be paid in full by your card issuer upon receipt of the charge; you are not entitled to carry-over a balance with Sponsor (although you might be entitled to do so with your card issuer). Sponsor reserves the right to refer your Sponsor account to a third party for collection in the event of default.
11. ASSIGNMENT OR SHARING PROHIBITED
Your Sponsor membership is personal. You agree not to assign, transfer, sell, or sublicense your rights or obligations under this Agreement. You also agree not to make any unauthorized commercial use of the Web site.
12. INDEMNIFICATION
You agree to defend, indemnify, and hold harmless Sponsor from and against any and all liabilities, expenses and damages arising out of claims, actions, or demands, including without limitation reasonable legal and accounting fees, based upon your use of the Products and Services, including any claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other Members and infringement of intellectual property or other rights. Sponsor will notify you of any claim for which it seeks indemnification and will afford you the opportunity to participate in the defense of such claim, provided that your participation will not be conducted in a manner prejudicial to Sponsor's interests, as reasonably determined by Sponsor.
13. NOTICES, EFFECTIVE DATE, AND CHANGES TO TERMS
Notices given by Sponsor to you will be given by email, by general posting on Sponsor's Web sites, or by conventional mail. In any matter requiring Sponsor's prior consent, such consent will be considered given only if made in the foregoing manner by an authorized representative of Sponsor.
Notices given by you to Sponsor must be given by email to scervieri@dli.com or by conventional mail, return receipt requested to Distance Learning, Inc., 135 Fifth Avenue, Third Floor, New York, NY 10010, USA, Attention: Customer Care.
This Agreement takes effect as of the date you first access any Sponsor Website, and continues until the earlier of the scheduled termination date of any Product and Service you purchase or your Membership is otherwise terminated, all as provided herein. SPONSOR RESERVES THE RIGHT TO CHANGE THIS AGREEMENT AT ANY TIME BY POSTING CHANGES ONLINE. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING INFORMATION POSTED ONLINE ON SPONSOR'S WEB SITES TO OBTAIN TIMELY NOTICE OF SUCH CHANGES. YOUR NON-TERMINATION OR CONTINUED USE OF SPONSOR PRODUCTS AND SERVICES AFTER CHANGES ARE POSTED CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT AS MODIFIED BY THE POSTED CHANGES.
14. GENERAL
14.1 Copyright And Other Intellectual Property Rights
Sponsor respects the intellectual property of others, and we ask our Members, users, account holders and content partners to do the same. The unauthorized reproduction, copying, distribution, modification, public display or public performance of copyrighted works constitutes infringement of the copyright owners rights. As a condition to your use of this Web site, you agree not to use the Web site to infringe the intellectual property rights of others in any way. Sponsor will terminate the accounts of any account holders, and block access to our Web site of any users, who are repeat infringers of the copyrights, or other intellectual property rights, of others. We reserve the right to take these actions at any time, in our sole discretion, with or without notice, and without any liability to the account holder who is terminated or to the user whose access is blocked.
If you believe that your copyrighted work has been uploaded, posted or copied to a Sponsor Web site and is accessible on that site in a way that constitutes copyright infringement, please notify Sponsor by providing Sponsor's copyright agent designated below with the following information: (a) the physical or electronic signature of either the copyright owner or of a person authorized to act on the owner's behalf; (b) a description of the copyrighted work you claim has been infringed, and a description of the activity that you claim to be infringing; (c) identification of the URL or other specific location on the Web site where the material or activity you claim to be infringing is located or is occurring; you must include enough information to allow us to locate the material or the activity; (d) your name, address, telephone number and, if you have one, your e-mail address; (e) a statement by you that you have a good faith belief that use on the Sponsor Web site of the copyrighted work in the manner you are complaining of is not authorized by the copyright owner, any agent of the copyright owner, or the law; and (f) a statement by you, made under penalty of perjury, that the information you have provided in your notice is accurate and that you are either the copyright owner or are authorized to act on behalf of the copyright owner.
Sponsor has designated Distance Learning, Inc. as its agent to receive notices of claims of copyright infringement on its Web site. You can contact Distance Learning, Inc. at:
Distance Learning, Inc. 135 5th Avenue New York, NY 10010
Attn: Customer Care
By Telephone: (212) 353-0022 x.15
By Email at scervieri@dli.com
14.2 Jurisdiction and Waiver
This Agreement is governed by the laws of the State of New York, USA, and is treated in all respects as a New York contract. You consent to the exclusive jurisdiction and venue of courts in the state or federal courts in New York County, New York, without respect to its conflict of laws principles, in all disputes arising out of or relating to your use of any Sponsor Web site or Membership. If any provisions of this Agreement are found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect. No waiver of any term or condition of the Agreement shall be deemed a further or continuing waiver of such term or any other term. Sponsor makes no claims that its Products and Services may be lawfully viewed or downloaded outside of the United States. Access to Sponsor Products and Services may not be legal by certain persons or in certain countries. If you access the Web site from outside the United States, you do so at your own risk and are responsible for compliance with the laws in your jurisdiction.
14.3 No Agency or Representative Relationship
You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and Sponsor as a result of your use of Sponsor Products and Services or your Sponsor membership. You agree not to hold yourself out as a representative, agent or employee of Sponsor, and that Sponsor will not be liable by reason of any representation, act or omission to act by you.
14.4 Legal Compliance
Sponsor's performance under this Agreement is subject at all times to existing laws and legal process and nothing contained in this Agreement is in derogation of Sponsor's right to comply with law enforcement requests or requirements relating to your use of the Products and Services or information provided to or gathered by Sponsor with respect to such use.
14.5 Additional Terms Of Use
Certain areas of this Web site may be subject to additional terms of use. By using such areas, or any part thereof, you agree to be bound by the additional terms applicable to such areas.
14.6 Cumulative Remedies Unless otherwise set out in this Agreement the rights and remedies granted to each party under this Agreement are cumulative and are in addition to each party's rights provided by law or otherwise. Each party may exercise its rights concurrently or separately. The exercise of one remedy is not deemed an exclusive election of that remedy, nor does it preclude the exercise of any other remedy. 14.7 English Language
It is at the express wish of the parties that this Agreement and all related documents have been written in English.
14.8 Survival and Severability Any terms and conditions of this Agreement that by their nature extend beyond the term or expiry of this Agreement shall survive the termination or expiry of this Agreement. If any provision of this Agreement is held to be invalid, illegal or unenforceable, all other provisions will nevertheless continue in full force and effect.
14.9 Headings The headings and captions used in this Agreement are inserted only as a matter of convenience and for reference and in no way are to be construed as defining, limiting, or describing the scope or intent of this Agreement.
15. ENTIRE AGREEMENT
This Agreement together with all policies, guidelines and amendments set out, from time to time, by Sponsor anywhere on its Sites constitutes the entire agreement between Sponsor and you with respect to your use of Products and Services and/or your Membership, and it supersedes all prior or contemporaneous communications and proposals, whether oral or written, between Sponsor and you with respect thereto. |
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