(Effective: 6 / 29 / 2022)
Welcome to Progeny Virtual Classroom. Please read on to learn the rules and restrictions that govern your access to, and use of the website found at www.progenyvirtualclassroom.com (the “Site”) the Progeny Virtual Classroom mobile application (the “App”), and our learning services accessible Progeny website or any other linked pages, features, content, or applications offered from time to time by Progeny in connection therewith, (collectively “the Services”). By visiting our site and using our services you acknowledge that you accept the practices and policies outlined below you hereby consent that we will collect, use and share your data as described in these Terms and Conditions. If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at: firstname.lastname@example.org.
Will these Terms ever change?
We may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
If you continue to use the Services after we have posted updated Terms, it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services.
1. ACCOUNT AND REGISTRATION
Account. You may be required to sign up for an account, create a password, username, and authorize us to charge you when using some parts of the site, and provide us with certain information or data, such as your contact information. Users of the Services include Child Users (children under the age of 18 who use or access the Services) and Adult Users (parents and legal guardians of Child Users). Adult Users are responsible for setting up their Child User’s account and subscription to the Services. Accounts can have one Child User that Adult Users add to the account (Account), which includes accounts sold or distributed by us or our affiliates via applications, the internet, digital access codes, physical gift cards, and such other methods to be employed by us. You represent and warrant that you are an individual of legal age to form a binding contract. If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organizations or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
Password. Every Account has one designated Adult User who must be at least 18 years of age. You are responsible for maintaining the confidentiality of your password and Account information at all times.
You agree to provide complete and accurate registration information about yourself and any individual you authorize to access your Account and keep your Account information up-to-date. You agree that you are solely responsible for all activities that occur under your Account.
You agree that you will notify us immediately of any unauthorized Account use.
You agree that we are in no way responsible for any loss that you may incur as a result of any unauthorized use of your Account and password.
You agree that you will not sell, transfer, or assign your Account or any Account rights.
If we learn that an ineligible User has created an Account, we may seek confirmation of the User’s status or deactivate the Account, without notice to the ineligible User.
2. PERSONAL DATA YOU PROVIDE
We collect Personal Data from you when you voluntarily provide such information, such as when you contact us with inquiries or register for a Progeny account to access the Services. We may collect the following information from you in order to provide our Services about minors on the site, but only where you, the minor's parent or legal guardian, has provided that information to us during the registration process,
Name or publicly posted name from a Facebook, Google, linked account,
Email address, Home or work address, Phone number, Credit card or other payment information, Your child’s first name, Your child’s age or birthday, Your child’s email address, Video recordings of your child during classes, Images that may be screenshot from the videos of the classes, Your voluntarily provided profile picture or your Facebook, or Google, linked to your account, Information voluntarily provided in the “about me” section of your profile, Information voluntarily provided through reviews; and Notes you provide to teachers about yourself or your child when enrolling a student.
Additionally, you may be able to access certain parts or features of the Services by using your account credentials from other services (each, a “Third Party Account”), such as those offered by Google, and Facebook. By using the Services through a Third Party Account, you permit us to access certain information from such accounts for use by the Services. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third-Party Account.
You will only use the Services for your own internal, personal, non-commercial use, not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
3. BILLING AND SALES
1.General. If you purchase a subscription plan (a “Transaction, Account or Subscription fee”), you authorize us (or our third-party payment processor) to charge you for such subscription fee.
You must use a credit card or other payment mechanism accepted by us (for example, PayPal) (Pay Mechanism) to activate and maintain a paid Account. You may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card, and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). By initiating a Transaction, you agree to the pricing, payment, and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All payments for Transactions are non-transferable except as expressly provided in these Terms.
2.Account Fees and Authorization To Charge. If you purchase a subscription plan, you will be charged the subscription plan fee monthly or quarterly, depending on the type of subscription plan you have selected, plus any applicable taxes, and other charges (“Subscription Fee”), at the beginning of your subscription plan and each month or quarter, thereafter, depending on the type of subscription plan you have selected, at the then-current Plan Fee. BY PURCHASING A PLAN, YOU AUTHORIZE PROGENY VIRTUAL CLASSROOM TO INITIATE RECURRING NON-REFUNDABLE PAYMENTS AS SET FORTH BELOW. If you purchase a subscription plan, you agree that we (or our third-party payment processor) may renew your subscription automatically for the same subscription term on the day after your previous subscription ends. Depending on the type of plan you have selected, using the Payment Information you have provided until you cancel your subscription. For example, no less than thirty (30) days (or 29 in a leap year) and no more than ninety (90) days (or the last day of that 3rd month, whichever comes first) before your Subscription term ends, or otherwise, under applicable law, Progeny Virtual Classroom will send you an email reminder regarding your Subscription.
We may offer promotional trial subscriptions to access the Services for free or at special discounted prices. If you sign up for a trial subscription, your rights to use the Services are limited by the terms of such trial and will terminate or renew according to the terms of your trial arrangement and/or any applicable Additional Terms. Please note that we do not provide price protection or refunds for existing subscribers in the event of a price drop or promotional offering for new subscribers. Failure to pay any fees may result in your inability to access or use the Services.
You agree to pay all amounts due hereunder upon our request and will be solely responsible for any dispute with your payment provider. Should the Pay Provider supplied initially be declined for insufficient funds or any other reason, Progeny reserves the right to attempt to recharge the Pay Provider in full or in lesser installments of the initially incurred charge for the duration of the Account subscription you selected and for up to an additional 90 days. You will not be charged more than the amount for which you purchased your Account subscription. You will be solely responsible for all overdraft fees and/or penalties that may be assessed by your payment provider. We use a third-party service provider to process payments on our behalf. You acknowledge and agree that in the event the third-party payment processor experiences a data breach that affects your information through no fault of Progeny, Progeny will in no way be responsible or liable to you for any such breach.
By agreeing to these Terms and selecting to purchase a subscription plan, you acknowledge that your subscription plan has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your subscription plan by you or Progeny Virtual Classroom. Your subscription plan continues until canceled by you or we terminate your access to or use of the Services or subscription plan in accordance with these Terms.
2.1 ACCOUNT TRANSFER
If you’ve signed up as a teacher with a school-provided email address, and your school later signs up for a Progeny Virtual Classroom school account, we may transfer your account to be under the management and control of your school. To protect Student Data, in certain limited circumstances (such as when a teacher leaves a school) we may transfer a class to a different teacher if we receive a proper authorized request from the relevant school.
2.2 ABANDONED ACCOUNTS
Progeny Virtual Classroom reserves the right to permanently delete accounts that have not been accessed by the account holder for a period of more than one year. Progeny will permanently delete an account that has not been accessed by the account holder for more than seven years, except where required to retain the information longer for legal or compliance purposes. Before permanently deleting an abandoned account, Progeny Virtual Classroom will attempt to notify the account holder by email.
2.3 ACCOUNT SUSPENSION AND TERMINATION
Progeny Virtual Classroom reserves the right to suspend or terminate accounts associated with users who engage in any of the prohibited activities described in “Service Use Restrictions” & “User Conduct” below, or in any manner that otherwise violates these Terms or other policies. In addition, Progeny Virtual Classroom reserves the right to terminate any account at any time for any reason without notice to you. However, we will do our best to contact the account holder by email prior to termination. We reserve the right to revoke the free trial and put your account on hold in the event that we determine that you are not eligible.
If you would like to delete your Progeny account or delete your child’s Progeny Virtual Classroom account, contact email@example.com. If you request that your account or any content submitted to Progeny be deleted, Progeny may still retain information as needed to provide customer support and prevent accidental deletion, or as required or permitted by law.
3. Canceling and Refund. You may cancel your subscription plan at anytime. In order not to incur charges after your free trial period, you will need to cancel the plan you choose on or before the 7th day. If something unexpected happens in the course of completing a Transaction (website issues on our end), we reserve the right to cancel your Transaction for any reason; if we cancel your Transaction, we’ll refund any payment you have already remitted to us for such Transaction. You should expect a full refund within 5-7 business days for your canceled subscription plan.
Without limiting the foregoing, you may cancel your subscription plan at any time, but please note that such cancellation will be effective at the end of the then-current Subscription period. Also, with giving a free 7-day trial, YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE SUBSCRIPTION PLAN FEE PAID FOR THE THEN-CURRENT PLAN/ SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. To cancel, you can send an email to firstname.lastname@example.org You will be responsible for all subscription plan Fees (plus any applicable taxes and other charges) incurred for the then-current subscription plan period. If you cancel, your right to use the Services will continue until the end of your then-current subscription plan period and will then terminate without further charges.
We do not offer refunds for items brought from our shop at this time.
4. SERVICE USE RESTRICTIONS
When posting or transmitting information or otherwise using the Site, you agree that you will comply with all applicable laws, statutes, rules, and regulations. In particular, you agree that you will not:
Harass, defame, intimidate, or threaten another user; Post personally identifiable information belonging to another person or otherwise interfere with another user’s rights to privacy; Post any information subject to HIPAA laws; Post images of or information about another person without his/her prior written consent or otherwise interfere with another user’s rights of publicity;
Post information or images of any child without the prior written consent of the child’s parent or guardian; Distribute chain letters, surveys, or contests; Post any material that is defamatory (i.e., disparaging to the reputation of an individual or business); Post any material that is obscene or indecent; Promote or discuss any illegal activity; Post any trademarks, logos, or copyrightable material without the prior written authorization of the owner;
Post any materials that may damage the operation of a computer (such as a virus, worm, or Trojan horse); or Advertise or sell any goods or services.
Progeny Virtual Classroom does not guarantee the identity of any users you may interact with in the course of using the Services. In addition, Progeny Virtual Classroom does not guarantee the authenticity of any information users provide about themselves.
5. THIRD-PARTY PROVIDERS AND WEBSITE USAGE
Third-Party Providers. The Services (including the Site and App) may allow you to access third-party websites or other resources, for example when a teacher includes a link to an instructional YouTube video in an activity. We provide access only as a convenience and are not responsible for the content, products, or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party resources.
Links to Third-Party Sites. The Site may provide links to other third-party websites operated by individuals or entities that are not affiliated with A statement that you have a good faith belief that the use of the allegedly infringing material in the manner asserted is not authorized by the copyright owner, its agent, or the law;
Your sworn statement that the information in your notification is accurate; and
Your sworn statement that you are authorized to act on behalf of the copyright owner of the allegedly infringing material.
In operating our Sites, we and third parties that provide certain functionality to the Progeny Virtual Classroom Services may use a technology called “cookies.” A cookie is a piece of information that the computer that hosts our Services gives to your browser when you access the Site. Our cookies help provide additional functionality to our Services and help us analyze Site usage more accurately. On most web browsers, you will find a “help” section on the toolbar. Please refer to this section for information on how to receive a notification when you are receiving a new cookie and how to turn cookies off. We recommend that you leave cookies turned on because they allow you to take advantage of some of our Services’ features.
Posted Materials: Progeny Virtual Classroom grants you permission to use materials provided on this Site (such as documents, press releases, datasheets, and FAQs) via download (hereinafter referred to as “Materials”), subject to the following limitations: (1) Use of any and all Materials taken from the Site will be for personal and informational purposes only; (2) Under no circumstances may you use any Materials from the Site for commercial or trade purposes; (3) Materials may not be posted or otherwise made available on any network computer or broadcast in any form of media; and (4) Any and all reproductions (in any manner, electronic, or otherwise) of Materials downloaded from the Site may not be altered in any way, whether through deletion, addition, or in any other manner. Use of Materials for any other purpose and/or in any other manner is expressly prohibited and will constitute an infringement of Progeny Virtual Classroom copyright, among other legal violations, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
Reprints: For reprint permission, please visit this page.
Notice That Material May Be Inaccurate and May Be Changed:
Material published on the Site is reviewed for accuracy, but documents, graphics, and other material may include substantive and technical inaccuracies or typographical errors. Changes are periodically made, and material is periodically deleted and added to the information herein. Progeny Virtual Classroom may make, enhance, alter, improve, and/or otherwise change material posted on the Site at any time. Due to the nature of Sites, decisions should never be made based solely on Site information and without first verifying and/or otherwise corroborating information posted on the Site with other sources deemed to be reliable by you, the user.
In no event will Progeny Virtual Classroom be liable for any special, indirect, or consequential damages or any damages whatsoever resulting from loss of use, data, or profits, whether in an action of contract, negligence, or other tortious actions, arising out of or in connection with the use or performance of software or documents, or the provision of, or failure to, provide services or information available from the Site.
7. CONSENT TO RECEIVE COMMUNICATIONS
By signing up for the Services, you agree to receive communications from Progeny Virtual Classroom, including text (SMS), email, and/or push notifications. If a teacher or school administrator adds a Family Member to the Services via the phone number, the Family Member will receive an SMS with information about how to join the Services and how to opt out of SMS messages. Progeny Virtual Classroom does not collect phone numbers from or send SMS messages to students. By signing up for the Services and providing your phone number either directly to Progeny Virtual Classroom or to your student’s school or district, you agree to receive communications from Progeny Virtual Classroom as well as other Progeny Virtual Classroom users, and you represent and warrant that every person whose contact information you provide to us has also consented in advance to receive communications from you and Progeny Virtual Classroom. Progeny Virtual Classroom is not responsible for your receipt of, or failure to receive any messages, or for messages sent erroneously or with incorrect information. Progeny Virtual Classroom is not responsible for your or someone else’s action or failure to take action due to the receipt of any messages. If you make changes to your contact information, you are responsible for updating your Account Settings and informing your student’s school or district.
You can opt out of notifications at any time. Text "STOP" in reply to any SMS message from Progeny Virtual Classroom to unsubscribe. Text "HELP" for instructions on how to use our service. Message frequency varies. Message and data rates may apply. You can also opt out of notifications in your Account Settings.
You can also opt out of marketing communications from us at any time. If you opt out of marketing communications, you may still receive communications that are necessary for the Services or otherwise exempt from anti-spam laws. By opting out of communications from Progeny Virtual Classroom, you acknowledge that this may impact your use of the Services.
8. CONTENT SUBMITTED TO OUR SITE
Your Intellectual Property. Our Services may allow you to store or share content such as text, information, ideas, opinions (in posts or communications with others), files, documents, graphics, images, music, software, audio, and video. Anything (other than Feedback) that you post or otherwise make available through the Services (collectively, referred to as “User-Generated Content”) on or through the Site, you acknowledge that you remain solely responsible for the Submission.
Students and their schools or districts own all Student Data added to the Services. “Student Data” means any personal information, metadata, or content directly attributable to a student user.
We do not claim any ownership rights to any User-Generated Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User-Generated Content. However, in order to provide our Services, we require certain limited rights to User-Generated Content. For example, when you upload your User-Generated Content, we must be able to store it and serve it back to you.
You are solely responsible for all your User-Generated Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license releases, consents, licenses, permissions, waivers, and/or authorizations, and that use of the Submission by Progeny Virtual Classroom will not violate the rights of any third parties. in your User-Generated Content under these Terms. You represent and warrant that neither your User-Generated Content, nor your use and provision of your User-Generated Content to be made available through the Services, nor any use of your User-Generated Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You agree that you will provide copies of such releases, consents, licenses, permissions, waivers, and/or authorizations when requested by Progeny Virtual Classroom. You consent to our publication of User-Generated Content (with the exception of chats), generated through your Account by any Child Users so long as the publication cannot be used to particularly identify such Child Users. In addition, if you are an Adult, you consent to the publication of information that can be used to identify you in conjunction with User-Generated Content. For example, we may display User-Generated Content submitted as a testimonial you send to us along with your name and other information you submit.
Intellectual Property Limitation of Liability. Progeny Virtual Classroom respects the intellectual property of others, and we ask visitors to our Site to do the same. If you believe that your work has been used in a way that constitutes copyright infringement, please provide written notification (pursuant to 17 U.S.C. § 512(c) via email to email@example.com.
To be effective, your notification must provide us with information that meets the requirements of the U.S. Copyright Act, which is summarized as follows:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
A detailed identification of the copyrighted work or works claimed to have been infringed;
Information sufficient to permit us to contact you, such as an address, telephone number, or e-mail address;
A statement that you have a good faith belief that the use of the allegedly infringing material in the manner asserted is not authorized by the copyright owner, its agent, or the law;
Your sworn statement that the information in your notification is accurate; and
Your sworn statement that you are authorized to act on behalf of the copyright owner of the allegedly infringing material.
Any Submissions to the Site will be governed by the Subscription Services Terms and Conditions.
9 . USER CONDUCT
Prohibited Use. You agree not to do any of the following:
Post, upload, publish, submit or transmit any User-Generated Content that:
infringes, misappropriates, or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; is fraudulent, false, misleading, or deceptive; is defamatory, obscene, pornographic, vulgar, or offensive; promotes discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; is violent or threatening or promotes violence or actions that are threatening to any person or entity; promotes illegal or harmful activities or substances; or is inappropriate for the classroom or violates applicable school or school district policies; Jeopardize the security of your account in any way, for example by allowing someone else access to your account or password; Use, display, mirror, or frame the Services or any individual element within the Services, Progeny’s name, any Progeny trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without Progeny Virtual Classroom express written consent; Access, tamper with, or use non-public areas of the Services, Progeny computer systems, or the technical delivery systems of Progeny providers;
Attempt to probe, scan or test the vulnerability of any Progeny system or network or breach any security or authentication measures; Interfere with, or attempt to interfere with, the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services; Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Progeny or any of Progeny’s providers or any other third party (including another user) to protect the Services; Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, data mining tools, or the like) other than the software and/or search agents provided by Progeny or other generally available third-party web browsers; Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters, or other forms of solicitation; Use any meta tags or other hidden text or metadata utilizing a Progeny trademark, logo URL, or product name without Progeny Virtual Classroom express written consent; Use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms; Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive, or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services; Distribute chain letters, surveys, or contests; Post any material that is defamatory (i.e., disparaging to the reputation of an individual or business); Collect or store any personally identifiable information from the Services from other users of the Services without their express permission; Impersonate or misrepresent your affiliation with any person or entity; Violate any applicable law or regulation, or Encourage or enable any other individual to do any of the foregoing.
We take measures to monitor, log, and block content that violates our policies. We are not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law. To report violations of these policies, contact firstname.lastname@example.org.
10. GOVERNING LAW AND DISPUTE RESOLUTION
These Terms and any action related thereto will be governed by the laws of the State of California, without regard to its conflicts of law provisions. Except as otherwise expressly outlined in Section 2 below (“Informal Dispute Resolution”) and Section 3 (“We Both Agree to Arbitrate”) below, the exclusive jurisdiction for any and all disputes, claims, or controversies arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) that you and Progeny are not required to arbitrate will be the state and federal courts located in San Francisco County, California, and you and Progeny each waive any objection to jurisdiction and venue in such courts.
INFORMAL DISPUTE RESOLUTION. We want to address your concerns without litigation or other formal proceedings. Before filing a claim against Progeny Virtual Classroom you agree to try to resolve the Dispute informally by contacting email@example.com and providing us with reasonably detailed information concerning your issue. We will try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or Progeny may bring a formal proceeding in accordance with these Terms.
WE BOTH AGREE TO ARBITRATE. This Section applies to United States users.
a. Mandatory Arbitration of Disputes. We each agree that any Disputes will be resolved solely by binding, individual arbitration and not in a class, representative, or consolidated action or proceeding. You and Progeny Virtual Classroom agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms and that you and Progeny are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
b. Exceptions. As limited exceptions to Section 3(a) above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
c. Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org. Any arbitration hearings will take place in the county (or parish) where you live unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability, and scope of this arbitration agreement.
d. Arbitration Costs. Payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration, we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration, you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
e. Injunctive and Declaratory Relief. Except as provided in Section 3(b) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
f. Class Action Waiver. YOU AND PROGENY VIRTUAL CLASSROOM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Section 3 (“We Both Agree to Arbitrate”) shall be null and void.
g. Severability. Except as expressly stated in Section 3(f) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of this Section 3 (“We Both Agree to Arbitrate”) is invalid or unenforceable, the other parts of this Section 3 will still apply.
11. WARRANTY DISCLAIMERS
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND ANY THIRD-PARTY SOFTWARE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONNECTION WITH THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SEESAW, AND ITS SUPPLIERS AND PARTNERS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. SEESAW AND ITS SUPPLIERS AND PARTNERS DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF HARMFUL COMPONENTS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT OR DEVICE, LOSS OF USE, OR LOSS OF DATA. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY INFORMATION OR CONTENT ON THE SERVICES. NOTHING IN THIS SECTION IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED.
You agree to indemnify and hold harmless Progeny Virtual Classroom from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys’ fees, arising out of or related to: (a) your use or misuse of Progeny Virtual Classroom; (b) any violation of the rights of any other person or entity by you, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; or (c) your breach of any part of these Terms. Progeny will attempt to provide you with written notice of any such matter; however, any failure or delay by Progeny to do so does not negate your defense or indemnification obligations or waive Progeny’s rights to seek payment or defense or indemnification from you. Progeny Virtual Classroom reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with Progeny in our defense of these claims. You will not settle any claim that affects Progeny or our affiliates without our prior written approval.
13. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROGENY VIRTUAL CLASSROOM WILL NOT BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR ANY DAMAGES FOR LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, GOODWILL OR OTHER INTANGIBLE LOSSES, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR: (A) YOUR ACCESS TO, USE OF, OR INABILITY TO USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY USER OR THIRD PARTY ON THE SERVICES; (C) UNAUTHORIZED ACCESS, USE, OR ALTERATIONS OF YOUR TRANSMISSIONS OR CONTENT; (D) ANY INFORMATION POSTED ON THE SERVICES; OR (E) PROGENY’S DECISION TO PUBLISH OR REMOVE ANY INFORMATION ON THE SERVICES; IN EACH CASE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PROGENY OR OUR SERVICE PROVIDER HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT SHALL PROGENY TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR FROM THE USE OR INABILITY TO USE THE SERVICES EXCEED: (1) THE AMOUNTS YOU PAID TO ACCESS THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM, OR (2) ONE HUNDRED U.S. DOLLARS, WHICHEVER IS GREATER.
The limitations of liability set forth in this Section are fundamental elements of the basis of the bargain between you and us and will survive any termination or expiration of these Terms, and will apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose.
14. SUBMIT FEEDBACK
We welcome your feedback and suggestions about the Services. Please email us at firstname.lastname@example.org at any time. If you choose to submit feedback, you agree that we are free to use it without any restriction or compensation to you.
15. ENTIRE AGREEMENT
These Terms (and any other policies we refer to in this document) make up the entire agreement between you and Progeny Virtual Classroom and supersede any prior agreement. If any part of these Terms are found to be unenforceable by a court or arbitrator, the remaining parts will remain in full force and effect. If Progeny fails to enforce any part of these Terms, such a failure does not constitute a waiver. Except as expressly stated in Section 3(f) of these Terms (“Class Action Waiver”), if any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Progeny’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Progeny may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind to the benefit of the parties, their successors, and permitted assigns.
Progeny Virtual Classroom
Last Updated June 29, 2022