EveryCampus® Terms of Service
EveryCampus® offers the EveryCampus.com mobile and/or web application (“App”). The App provides You and other users of the App (each, a “User”) with access to various services and resources included in the App (“Services”). Before becoming a User, and before accessing or using the App, including any of the Services through the App, You are required to agree to the terms of this Agreement. Unless You have entered into a separate agreement regarding the App, this Agreement is the complete and exclusive agreement between You and EveryCampus® regarding Your access to and use of the App and supersedes any oral or written proposal, agreement or other communication between You and EveryCampus® regarding Your access to and use of the App.
PLEASE CAREFULLY READ THIS AGREEMENT. BY ACCESSING OR USING THE APP, OR BY TAPPING OR CLICKING A BOX THAT STATES THAT YOU ACCEPT OR AGREE TO THESE TERMS, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS AGREEMENT.
IF YOU DO NOT AGREE TO THIS AGREEMENT, OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT, EVERYCAMPUS IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE APP AND YOU MUST NOT ACCESS OR USE THE APP. IF YOU ACCESS OR USE THE APP, YOU ACKNOWLEDGE THAT YOU MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT AND AGREE TO BE BOUND BY THIS AGREEMENT.
- Definitions. Terms used in this Agreement have the definitions given in this Agreement or, if not defined in this Agreement, have their plain English meaning as commonly interpreted in the United States.
- Term. This Agreement is entered into as of the earlier of the date You first access or use App (the “Effective Date”) and will continue until terminated as set forth herein.
- Modifications. EveryCampus® reserves the right, at any time, to modify the App, as well as the terms of this Agreement, whether by making those modifications available on the App or by providing notice to You as specified in this Agreement. Any modifications will be effective 24 hours following posting on the App or delivery of such other notice. You may cease using the App or terminate this Agreement at any time if you do not agree to any modification. However, You will be deemed to have agreed to any and all modifications through Your continued use of the App following such notice.
- Eligibility. The App is intended for use by individuals 18 years of age and older.
- To The App. Subject to Your compliance with this Agreement, EveryCampus® will permit You to access and use the App solely for lawful purposes and only in accordance with the terms of this Agreement and any other agreement You agree to before being given access to any specific areas of the App. Any additional agreement is in addition to this Agreement and will govern Your use of the portions of the App to which the additional agreement applies in the event of a conflict between the terms of this Agreement and the additional agreement.
- To Content. Unless otherwise noted on the App, all content provided or made available through the App (“Content”) is owned by EveryCampus®, the Users providing that Content, or other Content providers. All Content is for informational purposes only and You are solely responsible for verifying the accuracy, completeness, and applicability of all Content and for Your use of any Content. Subject to Your compliance with this Agreement, You may access the Content solely for Your own personal purposes. You will not, and will not permit any third party to: (a) alter, modify, reproduce, or create derivative works of any Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any Content; or (c) alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Content. The App has not verified the accuracy of, and will not be responsible for any errors or omissions in, any Content.
- Termination. This Agreement may be terminated by either party at any time, in that party’s sole discretion, upon notice to the other party as permitted under this Agreement. Upon termination of this Agreement for any reason: (1) all rights and subscriptions granted to You under this Agreement will terminate; and (2) You will immediately cease all use of and access to the App (including all Services) and any Content. Sections 1 (Definitions), 6 (Termination), 8 (Technology), 9 (Ownership), 10 (Representations and Warranties), 11 (Disclaimers), 12 (Indemnity), 13 (Limitation on Liability), 14 (Data Privacy), 15 (Disputes), 16 (Governing Law and Venue), 17 (Notices) and 18 (Additional Terms) will survive any expiration or termination of this Agreement.
- Suspension. Without limiting EveryCampus®’ right to terminate this Agreement, EveryCampus® may also suspend Your access to the App, with or without notice to You, upon any actual, threatened, or suspected breach of this Agreement or applicable law or upon any other conduct deemed by EveryCampus® to be inappropriate or detrimental to EveryCampus®, the App, or any other EveryCampus®, customer or User.
- Technology. The App, and the databases, software, hardware and other technology used by or on behalf of EveryCampus® to operate the App, and the structure, organization, and underlying data, information and software code thereof (collectively, the “Technology”), may constitute valuable trade secrets of EveryCampus® and other 3rd-party developers. You will not, and will not permit any third party to: (1) access or attempt to access the Technology except as expressly provided in this Agreement; (2) use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology; (4) alter, modify, reproduce, create derivative works of the Technology; (5) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of Your rights to access or use the Technology or otherwise make the Technology available to any third party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (7) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance or functionality of the Technology; or (9) interfere with the operation or hosting of the Technology. EveryCampus® and other 3rd-party developers use reasonable means to protect the security of the App, but you acknowledge that perfect security on the internet is impossible and that, as a result, Your information may be exposed in the event of a breach.
- Ownership. Between you and EveryCampus®, EveryCampus® retains all rights, title and interest, including, without limitation, all IPR (as defined below), in and to the Technology and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the Technology and You are not granted any right or license to use the Technology itself, apart from Your ability to access the App under this Agreement. The EveryCampus® name, logo and all product and service names associated with the App are trademarks of EveryCampus® and its licensors and providers and You are granted no right or license to use them. For purposes of this Agreement, “IPR” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.
- Representations and Warranties.
- Mutual. Each party hereby represents and warrants to the other party that: (a) it has the legal right and authority to enter into this Agreement; (b) this Agreement forms a binding legal obligation on behalf of such party; and (c) it has the legal right and authority to perform its obligations under this Agreement and to grant the rights and licenses described in this Agreement.
- Compliance with Laws. You represent and warrant to EveryCampus® that Your use of and access to the App will comply with all applicable laws, rules, and regulations and will not cause EveryCampus® itself to violate any applicable laws, rules, and regulations.
- Disclaimers. THE APP, INCLUDING ALL SERVICES AND CONTENT, ARE PROVIDED “AS IS” AND “AS AVAILABLE.” EVERYCAMPUS AND ITS PROVIDERS DO NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, ADEQUACY OR CURRENCY OF ANY SERVICES OR CONTENT AND DO NOT ENDORSE THE VIEWS OR OPINIONS THAT MAY BE EXPRESSED OR PROVIDED THROUGH THE APP. EVERYCAMPUS AND ITS PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE APP AND THIS AGREEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE OR NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE APP, EVERYCAMPUS, OR ITS EMPLOYEES, PROVIDERS OR AGENTS WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION.
- Indemnity. You hereby agree to indemnify, defend, and hold harmless EveryCampus® and its respective officers, directors, shareholders, affiliates, employees, agents, contractors, trustees, assigns, Users, customers, providers, licensees, and successors in interest (collectively, “Indemnified Parties”) from and against any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys' fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation against any Indemnified Party arising in any manner from: (1) Your access to or use of the App, including any Services or Content; (2) information You provide through the App; and (3) Your breach of any representation, warranty, or other provision of this Agreement. EveryCampus® will provide You with notice of any such claim or allegation, and EveryCampus® will have the right to participate in the defense of any such claim at its expense.
- Limitation on Liability. NEITHER EVERYCAMPUS NOR ANY OF ITS PROVIDERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF THE APP OR SERVICES, EVEN IF EVERYCAMPUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF YOUR INFORMATION, OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. EVERYCAMPUS AND ITS PROVIDERS TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT AND ALL SERVICES PROVIDED UNDER THIS AGREEMENT, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED $50. YOU AGREE THAT EVERYCAMPUS AND ITS PROVIDERS WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, THE LIABILITY OF EVERYCAMPUS AND ITS PROVIDERS IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
- Disputes. Except as otherwise provided below, the parties will attempt to resolve all disputes, controversies, or claims arising under, out of, or relating to this Agreement, including the formation, validity, binding effect, interpretation, performance, breach or termination, of this Agreement and the arbitrability of the issues submitted to arbitration hereunder and non-contractual claims relating to this Agreement (each, a “Dispute”), in accordance with the procedures set forth in this Section. If any Dispute cannot be resolved through negotiations between the parties within 5 days of notice from one party to the other of the Dispute, such Dispute will be finally settled through binding arbitration under the arbitration rules of the American Arbitration Association (“AAA”) then in effect (the “Rules”). Either party may commence the arbitration by delivering a request for arbitration as specified in the Rules. The arbitration will be conducted before a sole neutral arbitrator selected by agreement of the parties. If the parties cannot agree on the appointment of a single arbitrator within 30 days (the “Initial Period”) after either party to this Agreement delivers a request for arbitration, a neutral arbitrator will be selected as provided in the Rules. The arbitration will be conducted exclusively in the English language at a site specified by EveryCampus® in Colorado, U.S.A. The award of the arbitrator will be the exclusive remedy of the parties for all claims, counterclaims, issues or accountings presented or plead to the arbitrator. The award of the arbitrators will require payment of the costs, fees and expenses incurred by the prevailing party in any such arbitration by the non-prevailing party. Judgment upon the award may be entered in any court or governmental body having jurisdiction thereof. Any additional costs, fees or expenses incurred in enforcing the award may be charged against the party that resists its enforcement.
- Governing Law. The interpretation of the rights and obligations of the parties under this Agreement, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed in all respects exclusively by the laws of the State of Colorado, U.S.A. as such laws apply to contracts between Colorado residents performed entirely within Colorado without regard to the conflict of laws provisions thereof.
- Additional Terms. Except as expressly set forth in this Agreement, this Agreement may be amended or modified only by a writing signed by both parties. All waivers by EveryCampus® under this Agreement must be in writing or later acknowledged by EveryCampus® in writing. Any waiver or failure by EveryCampus® to enforce any provision of this Agreement on one occasion will not be deemed a waiver by EveryCampus® of any other provision or of such provision on any other occasion. If any provision of this Agreement is held to be unenforceable, that provision will be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions will remain in full force. The prevailing party in any lawsuit or proceeding arising from or related to this Agreement will be entitled to receive its costs, expert witness fees and reasonable attorneys’ fees, including costs and fees on appeal. This Agreement is personal to You and neither this Agreement nor any rights or obligations of You hereunder may be assigned or transferred by You in whole or in part without the prior written approval of EveryCampus®. Any assignment in violation of the foregoing will be null and void. EveryCampus® may assign this Agreement to any party that assumes all or any part of EveryCampus®’ obligations hereunder. The words “include,” “includes” and “including” means “include,” “includes” or “including,” in each case, “without limitation.” The parties hereto are independent parties, not agents, employees or employers of the other or joint ventures, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other. The App may contain links to third-party sites that are not under the control of EveryCampus®. EveryCampus® is not responsible for any content on any linked site and You access any third-party site from App at Your own risk.