Site Visitors. The Site is only available to users who are 18 years of age or older. By using the Site, you represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. Company may, in its sole discretion, refuse to allow access to or use of the Site to any user. This provision is void where prohibited by law, and the right to access the Site is revoked in such jurisdictions.
You agree to comply with all laws regarding online conduct. In addition, you must abide by Company’s policies as stated in this Agreement and other policy documents listed on the Site, as well as all other operating rules, policies and procedures that may be published from time to time on the Site by Company, each of which is incorporated herein by reference and each of which may be updated by Company from time to time without notice to you.
Several features on the Site require registration and creation of a member account. You must keep account information up-to-date and accurate at all times, including a valid email address. You may not transfer or sell your account or User ID to any other party. You must treat your account information as confidential and personal to you. Keep your password secure. Do not provide your username or password information to any other party. You agree that you are fully responsible for any and all activity, liability, and damage resulting from your failure to maintain password confidentiality. You also agree that Company cannot and will not be liable for any loss or damage arising from your failure to keep your password secure. You agree to notify Company immediately in the event of any unauthorized use of your password or any breach of security.
Terms of Sale. Use of the software offered on the Site requires payment of a subscription fee. Unless otherwise stated, all prices and fees are quoted in US Dollars (USD). If you elect to subscribe for our services, you shall pay all applicable fees, as described on the Site. All fees are exclusive of state and local sales or use taxes and any duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes. You agree to pay any such taxes that might be applicable to your use of the services and payments made to the Company. Company reserves the right to change its prices at any time, and any such changes or modifications shall be posted on the Site and effective immediately without need for further notice to any user. Any such changes or modifications in prices and fees shall be effective when the services in question come up for renewal. You authorize Company, directly or through third parties, to make any inquiries it considers necessary to validate your account and financial information you provide. All fees relating to usage of the services are charged automatically using the payment method specified by you on file with Company for your user account. Your subscription will automatically renew at the end of the subscription period unless you cancel before the end of the current subscription period. You may cancel your subscription at any time, and the services will be discontinued upon the expiration of the respective period for which you have paid. Until Company receives a request from you to cancel your subscription, you acknowledge and understand that Company will continue to charge you as long as your account remains active, regardless of whether the services are used or not. Company will not refund any subscription fees already paid to us. You shall not have any claims against Company in relation to the discontinuation of the services. All prices and fees are non-refundable unless otherwise expressly noted, even if the services are suspended or terminated prior to the end of a payment term. If, at any time, you contact your bank or credit card company and decline or otherwise reject the charge of any payable fees, this act will be considered a breach of your obligations hereunder and your use of the services will be automatically terminated. If you have any questions concerning your order, please contact us using the contact information available on the Site.
Idea Submissions. Company considers any unsolicited suggestions, ideas, proposals or other material submitted to it by users (“Material”) to be non-confidential and non-proprietary, and Company shall not be liable for the disclosure or use of such Material. Any communication by you to Company is subject to this Agreement. You hereby grant and agree to grant Company a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish, and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.
Resolution of Disputes and Release. In the event a dispute arises between you and Company, please contact Company. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in the Eastern District of Missouri. You hereby waive any right to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this paragraph. Use of the Site is not authorized in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation, this section. You and Company agree that any cause of action arising out of or related to the Site or this Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
Should you have a dispute with one or more users, or an outside party, you release Company (and Company’s officers, directors, agents, subsidiaries, joint ventures, and employees) from any and all claims, demands and damages (actual and consequential) 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. Company encourages users to report user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity, as applicable.
Intellectual Property. Unless otherwise noted, all of the text, information, data, graphics, photographs, images, illustrations, animations, software, audio, video, and all other content on the Site (collectively, the “Content”) is subject to the copyright and other intellectual property rights of Company. All Content on the Site is the sole property of Company. Company reserves all rights not expressly granted in and to the Site and the Content. Subscribers on the Site are granted a limited, non-exclusive, revocable license to use the software provided on the Site for the sole purpose of creating an online course that you will market and sell on your own site. This limited license shall remain in effect until your subscription is terminated as provided in this Agreement. You agree not to engage in any use of the Content other than as expressly permitted by Company. The software and other Company Content may not be copied, distributed, modified, or reproduced in any medium or for any purpose without express written permission from Company. You agree not to circumvent, disable, or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or any of the Content therein.
“Niche One on One” and other trademarks, trade names, graphics, logos, domain names, designs, page headers, button icons, service names, and any other features of the Course Cats brand (collectively, the “Trademarks”) are the sole property of Company. This Agreement does not grant you any license or right to use the Trademarks for any purpose, whether for commercial or non-commercial use. Company’s Trademarks may not be used except as expressly permitted by Company.
Access and Interference. Company does not guarantee continuous, uninterrupted access to the Site, and operation of the Site may be interfered with by numerous factors outside Company’s control. You agree that you will not: (i) Take any action that imposes, or may impose, in Company’s sole discretion, an unreasonable or disproportionately large load on Company’s infrastructure; (ii) copy, reproduce, modify, create derivative works from, distribute, or publicly display any user Content (except for your Content) without the prior express written permission of Company and the appropriate third party, as applicable; (iii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (iv) bypass Company’s robot exclusion headers or other measures Company may use to prevent or restrict access to Company.
Breach. Without limiting any other remedies, Company may, without notice, and without refunding any fees, issue a warning to a user, temporarily suspend a user, temporarily or indefinitely suspend a user’s account privileges, terminate a user’s account, prohibit access to the Site, and take technical and legal steps to keep a user off the Site and refuse to provide services to a user if Company suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a user has breached this Agreement or other policy documents or guidelines listed on the Site; Company is unable to verify or authenticate any of your personal information or Content; or Company believes that a user is acting inconsistently with the letter or spirit of Company’s policies, has engaged in improper or fraudulent activity in connection with Company or the actions may cause legal liability or financial loss to Company’s users or to Company.
Disclaimer of Warranties. Company makes no representations or warranties as to your use of the Site and the services and assumes no liability or responsibility for the accuracy, or any error or omission, in the Content. We do not represent or warrant that use of the Service by you will not infringe rights of third parties. Third parties may provide some of the content available on the Site. Company does not guarantee the accuracy, integrity, or quality of the content provided by third parties. Neither we, nor any of our affiliates, or any of our employees, agents, content providers or licensors, make any representation or warranty of any kind regarding the Site or the Site content whatsoever.
YOU ACKNOWLEDGE THAT YOU ARE USING THE SITE AT YOUR OWN RISK. COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AND SUPPLIERS PROVIDE THE SITE AND COMPANY’S SERVICES “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM COMPANY SHALL CREATE ANY WARRANTY. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
Liability Limit. IN NO EVENT SHALL COMPANY, AND (AS APPLICABLE) COMPANY’S OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, COMPANY’S SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
Indemnity. YOU AGREE TO INDEMNIFY AND HOLD COMPANY. AND (AS APPLICABLE) COMPANY’S OFFICERS, DIRECTORS, AFFILIATES, AGENTS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR BREACH OF THIS AGREEMENT OR OTHER COMPANY POLICY DOCUMENTS, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.
Severability. If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties’ intention. All remaining provisions of this Agreement shall remain in full force and effect.
Choice of Law. This Agreement shall in all respects be interpreted and construed with and by the laws of the State of Missouri, excluding its conflicts of laws rules, and the United States of America.
Survival. Any and all provisions in this Agreement relating to fees, service, content, licensing, information control, dispute resolution, Company’s intellectual property, data access and site interference, breach of the Agreement, privacy, warranty, limitation of liability, severability, the relationship(s) between and among Company, Site users, and third parties, and choice of law, survive any termination or expiration of this Agreement.