Explain Learning Terms of Use

Last Modified: February 1, 2023

Welcome to explainlearning.com! explainlearning.com is a software application and/or software-as-a-service operated by Explain Learning LLC (referred to herein as “Explain Learning,” “Company,” “we” or “us”) provided through the website explainlearning.com (the software applications, software-as-a-service, and all other services provided through the Website referred to herein as the “Website”). These Terms are entered into by and between you (sometimes referred to herein as the “User”) and Company. Both you and us are sometime referred to herein as the “Parties”, or individually as a “Party”.

Please read these Terms of Use ("Terms”) in their entirety, because they constitute a binding agreement between you, us, and our licensors. Each paragraph provision contained in these Terms of Use is vitally important and requires your agreement and compliance. These Terms govern your access to and use of the Website, whether you are simply browsing explainlearning.com or whether you are a registered user of the software-as-a service or other software application provided through explainlearning.com. By registering for or using the Website, you agree to be bound by the Terms.

1. Introduction

Explain Learning provides a software application and/or software-as-a-service through its Website explainlearning.com. This Website is offered and available to individuals 18 years of age or older. This Website may not be used by anyone under 18, except for individuals between the ages of 13 and 17 who meet the following:

They are an emancipated minor, OR
Their parent or legal guardian has read and agreed to these Terms of Use.

By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

YOU MAY NOT USE THE WEBSITE IF YOU:

DO NOT AGREE TO THESE TERMS;
ARE NOT THE OLDER OF
1. AT LEAST 18 YEARS OF AGE OR
2. LEGAL AGE TO FORM A BINDING CONTRACT, UNLESS YOU HAVE OBTAINED CONSENT FROM YOUR PARENT OR A LEGAL GUARDIAN; OR
ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE BY APPLICABLE LAW OR YOUR SCHOOL OR EMPLOYER.

2. Your Responsibilities

You agree to:

Act responsibly and be truthful and accurate about yourself;
Protect your unique identifier and/or password, as well as your account, from any unauthorized use;
Notify us immediately if you discover any changes and modifications to your account that you did not authorize;
Notify us immediately if you suspect or discover any use, access, or account-related security breach; and
Use this Website for personal or non-commercial purposes only; if you print pages from this Website, you may only use them for your own personal use that does not constitute cheating.

You agree not to:

To obtain any materials from explainlearning.com with the intent to use it and to engage, whether directly or indirectly, in any act that constitutes cheating on any exam, test, or assignment.
To provide any materials to explainlearning.com with the intent for another to use it and to engage, whether directly or indirectly, in any act that constitutes cheating on any exam, test, or assignment.
Create an account for anyone other than yourself unless you are a Legal Guardian, are authorized to do so under a Power of Attorney or have received other appropriate authorization to act on behalf of the user;
Provide any false or inaccurate personal information (including a false User Name);
Create a User Name that is the name of another person with the intent to impersonate that person or create a User Name that is offensive, vulgar or obscene or otherwise unlawful;
Collect or store personal information about others;
Transmit or disclose information about another person or otherwise harass any other person;
To bully, harass, or sexually solicit any other user or person;
Delete or revise any content on this Website except your own information;
Use any device or computer program that interferes or attempts to interfere with the operation of this Website;
Take any action that imposes an unreasonable load on the systems supporting this Website, such as but not limited to data scraping;
Attempt to disrupt, degrade, impair or violate the integrity or security of the infrastructure of this Website (e.g., hacking, denial of service attacks), including any activity that precedes attempts to breach security such as scanning, probing, or other testing or vulnerability assessment activity, or engaging in or permitting any network or hosting activity that results in the blacklisting or other blockage of our IP space;
Remove or obscure the copyright and/or trademark notice or other notices displayed on the content and/or frame Explain Learning’s name or any Explain Learning content, trademark, logo, or trademarks in any meta-tags or other hidden text, or other proprietary information on this Website;
Copy, reprint, modify, lease, distribute, assign, sell content, license, reverse engineer, create derivative works or take other actions that may be prohibited by the Federal regulation known commonly as the “Copyright Act” using information or content retrieved from this Website or any of the third-party Websites we may provide links to;
Use this Website in a manner that may adversely affect this Website’s resources or its availability to others, or that violates any applicable law;
use the this Website in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
send, knowingly receive, upload, download, use, or re-use any material that does not comply with any standards set out in these Terms or in any other content standards set forth on the Website;
transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail," "chain letter," "spam," or any other similar solicitation;
impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing);
engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability;
Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other User’s use of the Website, including their ability to engage in real time activities through the Website;
Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website;
Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms, without our prior written consent;
Use any device, software, or routine that interferes with the proper working of the Website;
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website;
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Website; and/or
Use systems, the Website or techniques to avoid or circumvent Company fees.

Your Website account privileges depend upon your consent to honor these responsibilities; we rely on your good faith and judgment. If you choose to provide inaccurate or false information, use poor judgment, or fail to access your account for eighteen (18) months, Explain Learning has the right to discontinue your access to this Website.

Additional Responsibilities Related to Email and Mobile Use:

Explain Learning will protect data according to our Terms of Use and Privacy Policy (see below), however, you are responsible for:

Updating your information in the Website if you change devices or your phone number;
Activating security and privacy settings (for example, passwords and screen locking), and not allowing others access to your mobile device;
Being aware of all potential risks with unsecure technology (for example, text messaging generally is not secure when sent unencrypted);
Understanding your mobile contract, associated wireless fees and mobile phone coverage in rural, urban and international areas;
Understanding that additional data may be collected by your mobile network or other mobile applications;
Notifying your mobile service provider and Explain Learning if your phone is misplaced, stolen or lost; and
All memory and data stored on your mobile phone.

3. Our Responsibilities

We agree to:

Make reasonable efforts to present accurate information on this Website; however, it is possible that information found on this Website may be out-of-date;
Have security measures in place to protect against the loss, misuse, or alteration of information under our control;
Continually evaluate new technologies intended to safeguard your information;
Provide the content and information on this Website on an "AS IS" and "AS AVAILABLE" basis, without any representations or warranties;
Grant you a personal, non-transferable, non-exclusive limited license to access this Website and to download and print a single copy of the Explain Learning content from this Website solely for your personal, non-commercial use, and
Protect your online information according to applicable U.S. local, state and federal laws and our established company policies, standards and practices.

4. Accessing the Website; Account Security

We want to ensure that you and your data is as safe as possible. For that reason, we have different types of users, including teacher users, parent users and administrative users. To access certain functions or parts of the Website or some of the resources it offers, you will be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy made available at the Website at Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.

You are responsible for both:

Making all arrangements necessary for you to have access to the Website, and
Ensuring that all persons who access the Website through your internet connection are aware of these Terms and comply with them.

We reserve the right to withdraw, revise and/or update this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

5. Account Subscriptions

All payments for subscriptions or services are considered final and are not eligible for refund.

6. Privacy Policy

Our Privacy Policy at Privacy Policy is part of these Terms of Use. The Privacy Policy describes how we collect and use the data you provide to us, including your rights relative to that data. This Policy may need to be revised, so we encourage you to check back from time to time to learn about any updates.

7. Online Security and Website Links

Even though there are many benefits to using this Website, as with all electronic communications there are some risks which may include:

Failure of hardware, software and/or Internet connections; we are not responsible for failures, distortions, delays, or other problems resulting from equipment configuration, connection, signal power, hardware, software or any equipment used to access the Internet; and
No guarantee that the confidentiality or security of electronic transmissions via the Internet can be assured due to potentially unsecure computers and links. This could result in your data becoming lost or intercepted during transmission. Please use good judgment before deciding to send information via the Internet.

8. Compliance with Laws and Regulations

WE HAVE NOT UNDERTAKEN AND DO NOT REPRESENT TO UNDERTAKE THAT YOUR ACTIVITIES ON THE WEBSITE ARE IN COMPLIANCE WITH LAW OR REGULATIONS. IT IS THE USER’S OBLIGATION TO BE IN COMPLIANCE WITH LAW AND REGULATION.

It is you, the user, that uploads data to Explain Learning and controls and manages any and all data you transfer to Explain Learning. As addressed in our Privacy Policy, Privacy Policy, Explain Learning does not itself transfer or disclose any data unless a user acts to do so. It is the user’s obligation to be sure that any action the user makes with any data, for example any educational records, health information, or other personally identifiable information, is in compliance with any applicable law or regulation, for example the United States Family Educational Rights and Privacy Act (FERPA) or the Health Insurance Portability and Accountability Act (HIPAA), and others. We cannot and do not provide any advice to that end.

YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY YOU OR YOUR AUTHORIZED USERS AS A CONSEQUENCE OF ANY ILLEGAL DISCLOSURES OF EDUCATIONAL RECORDS, HEALTH INFORMATION, PERSONALLY IDENTIFIABLE INFORMATION OR ANY OTHER REGULATED DATA OR PRIVATE INFORMATION.

9. Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials;
You may store files that are automatically cached by your Web browser for display enhancement purposes;
You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution;
If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications; and
If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

Make copies of any materials from the Website, except for your personal non-commercial purposes of storing, monitoring, tracking, coordinating, analyzing, sharing, and transferring information related to your personal development; and
Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Website.

If you wish to make any use of material on the Website other than that set out in this section, please address your request to: mitch.m.21946@gmail.com.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of these Terms, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

10. Trademarks

The Company name, the words “Explain Learning”, the Company logo, and all related names, logos, product and service names, designs, and slogans used on the Website are trademarks of the Company or its affiliates or licensors (“Company Trademarks”). You must not use Company Trademarks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

11. User Contributions

The Website may contain functions allowing you to upload your own works of authorship, images, create profiles or pages, and may contain social plugins, embedded comment bars, rating functions, message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Website.

All User Contributions must comply with the Content Standards set out in these Terms of Use.

Any User Contribution you post to the site will be considered non-proprietary. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third Parties any such material for any purpose/according to your account settings.

You represent and warrant that:

You own or control all rights in and to all User Contributions that you provide and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns; and
All of your User Contributions do and will comply with these Terms.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third Party for the content or accuracy of any User Contributions posted by you or any other user of the Website.

12. Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, bullying, violent, hateful, inflammatory, or otherwise objectionable;
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy;
Be likely to deceive any person;
Promote any illegal activity, or advocate, promote, or assist any unlawful act;
Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
Impersonate any person, or misrepresent your identity or affiliation with any person or organization;
Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising; and
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

13. Monitoring and Enforcement; Termination

We have the right to:

Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for the Company.
Disclose your identity or other information about you to any third Party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.

However, we cannot and do not undertake to review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third Party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

If you believe another User or person is violating these Terms, you should report such violation to your school, employer, administration or whatever person or entity authorized/provided you access to Explain Learning. You may also or alternatively report such violation to us by submitting a notice to: mitch.m.21946@gmail.com

14. Copyright Infringement

If you believe that any User Contributions violate your copyright, please contact our DMCA “designated agent” as listed at our Website or email us at mitch.m.21946@gmail.com and provide us the following information so that we can consider whether to remove the allegedly infringing material from the Website:

Your contact information;
Identification of the copyrighted work or works you allege is being infringed, and your confirmation that you own the rights in those works;
Identification of the work or works you allege is infringing and the particular material in that work that you allege is infringing;
Location information or, most preferably, a link to the infringing material;
Identification of the allegedly infringing User (either by their account name or any other information you may have or can provide) responsible for the allegedly infringing works; and
You confirmation that you did not authorize the alleged infringer to use the allegedly infringing works.
A statement that you have a good faith belief that the material is not authorized by the copyright owner, its agent, or the law.
A statement that the information provided is accurate and that you are authorized to make the complaint on behalf of the copyright owner.
A written or electronic signature by the copyright holder or the agent for the copyright holder.

It is the policy of the Company to terminate the user accounts of repeat infringers.

15. Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website includes content provided by third Parties, including materials provided by other Users, bloggers, and third-Party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third Party, for the content or accuracy of any materials provided by any third Parties.

16. Changes to the Website

We may update the content on and functionality of this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

17. Information About You and Your Visits to the Website

All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

18. Linking to the Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent, which you may request by emailing mitch.m.21946@gmail.com

This Website may provide certain features that enable you to:

Link from your own or certain third-Party websites to certain content on this Website.
Send emails or other communications with certain content, or links to certain content, on this Website.
Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-Party websites.

You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional Terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

Establish a link from any website that is not owned by you;
Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking;
Link to any part of the Website other than the homepage; and/or
Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

19. Links from the Website

If the Website contains links to other sites and resources provided by third Parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-Party websites linked to this Website, you do so entirely at your own risk and subject to the Terms and conditions of use for such websites.

20. Changes to the Terms of Use

Explain Learning is a work in progress. These Terms will evolve and change. We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them on this Website, and apply to all access to and use of the Website thereafter.

Your continued use of the Website following the posting of revised Terms means that you accept and agree to the changes, even if we don’t send an email or letter about the change to you specifically. You are expected to check this page from time to time/frequently/each time you access this Website so you are aware of any changes, as they are binding on you.

21. Geographic Restrictions

The owner of the Website is based in the State of New Mexico in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

22. Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

23. Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE PRODUCT OR SERVICE IN THE LAST SIX (6) MONTHS OUT OF WHICH LIABILITY AROSE.

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

IN ACCORDANCE WITH U.S.C. TITLE 17 512(A), EXPLAIN LEARNING, AS A SERVICE PROVIDER SHALL NOT BE LIABLE FOR MONETARY RELIEF, FOR INJUNCTIVE OR OTHER EQUITABLE RELIEF, FOR INFRINGEMENT OF COPYRIGHT BY REASON OF THE PROVIDER'S TRANSMITTING, ROUTING, OR PROVIDING CONNECTIONS FOR, MATERIAL THROUGH A SYSTEM OR NETWORK CONTROLLED OR OPERATED BY OR FOR THE SERVICE PROVIDER, OR BY REASON OF THE INTERMEDIATE AND TRANSIENT STORAGE OF THAT MATERIAL IN THE COURSE OF SUCH TRANSMITTING, ROUTING, OR PROVIDING CONNECTIONS, IF—

THE TRANSMISSION OF THE MATERIAL WAS INITIATED BY OR AT THE DIRECTION OF A PERSON OTHER THAN THE SERVICE PROVIDER;
THE TRANSMISSION, ROUTING, PROVISION OF CONNECTIONS, OR STORAGE IS CARRIED OUT THROUGH AN AUTOMATIC TECHNICAL PROCESS WITHOUT SELECTION OF THE MATERIAL BY THE SERVICE PROVIDER;
THE SERVICE PROVIDER DOES NOT SELECT THE RECIPIENTS OF THE MATERIAL EXCEPT AS AN AUTOMATIC RESPONSE TO THE REQUEST OF ANOTHER PERSON;
NO COPY OF THE MATERIAL MADE BY THE SERVICE PROVIDER IN THE COURSE OF SUCH INTERMEDIATE OR TRANSIENT STORAGE IS MAINTAINED ON THE SYSTEM OR NETWORK IN A MANNER ORDINARILY ACCESSIBLE TO ANYONE OTHER THAN ANTICIPATED RECIPIENTS, AND NO SUCH COPY IS MAINTAINED ON THE SYSTEM OR NETWORK IN A MANNER ORDINARILY ACCESSIBLE TO SUCH ANTICIPATED RECIPIENTS FOR A LONGER PERIOD THAN IS REASONABLY NECESSARY FOR THE TRANSMISSION, ROUTING, OR PROVISION OF CONNECTIONS; AND/OR
THE MATERIAL IS TRANSMITTED THROUGH THE SYSTEM OR NETWORK WITHOUT MODIFICATION OF ITS CONTENT.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

24. Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Website, including, but not limited to: your User Contributions; any use of the Website's content, services, and products other than as expressly authorized in these Terms; and your use of any information obtained from the Website; your use, disclosure, transfer, upload or download of any data, including educational records, health information and/or any personally identifiable information.

25. Governing Law and Jurisdiction

All matters relating to the Website and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the State of New Mexico without giving effect to any choice or conflict of law provision or rule (whether of the State of New Mexico or any other jurisdiction).

All issues and questions relating or in connection to the Website and Terms of Use between Explain Learning, our licensors and you, regarding their interpretation, application, performance, nonperformance or breach, or any information received or otherwise relied on (collectively, "Dispute" or "Disputes") shall be resolved using alternative dispute resolution mechanisms as set forth in these Mediation/Arbitration Provisions. The Dispute Resolution terms described below apply claims relating to or arising from your use of this Website.

26. Mediation/Arbitration Provisions

I. Initial Resolution by Remedy/Cure or Mediation of Dispute.

Explain Learning or Authorized User (the "Notice Party"), as the case may be, shall deliver written notice to the other party (the "Receiving Party"), via certified mail, return receipt requested, of the existence of a Dispute (the "Initial Notice"), as follows:

If to Explain Learning LLC:

2619 Vista Manzano Loop NE
Rio Rancho, NM
87144

2619 Vista Manzano Loop NE
Rio Rancho, NM
87144

If to Authorized User:

At the last known address of record.

The Receiving Party has thirty (30) calendar days following the Notice Party's delivery of such notice to provide a prompt and effective remedy/cure.

If the Dispute has not been resolved within thirty (30) calendar days of the Initial Notice, both the Notice Party and the Receiving Party have two options:

If they agree to mediate, they shall submit the Dispute (the "Mediation Submission") to mediation by an organization or company specializing in providing neutral, third-party mediators. Both the Notice Party and the Receiving Party shall be subject to the following agreed-upon conditions:

(i) The parties agree to participate in the mediation in good faith;

(ii) The parties agree to have present at the mediation one or more individuals with decision-making authority regarding the Dispute;

(iii) Either party may, at its option, be represented by counsel;

(iv) The mediation shall be conducted in English;

(v) The mediation shall be held at a mutually agreed upon venue location in or near Albuquerque, NM, within thirty (30) days of the Mediation Submission, unless the parties mutually agree on a later date or an alternate venue location; and

(vi) The parties shall each bear their own costs and shall each pay one-half of the venue location fee and the mediator's fees and costs, unless the mediator subsequently determines that one party did not participate in the mediation in good faith, in which case that party shall pay all the venue location fee and mediator's fees and costs.
If they do not agree to mediate, or if mediation does not successfully resolve the dispute, the parties shall submit to binding arbitration. Both the Notice Party and the Receiving Party shall work together to select a qualified arbitrator and venue and shall be subject to the following agreed-upon conditions.

II. Binding Arbitration.

Any Dispute or portion thereof that remains unresolved sixty (60) calendar days after a Mediation Submission, either Explain Learning or Authorized User, on Authorized User's own behalf and not as a representative of a purported class, shall submit the Disputes to final and binding arbitration (the "Arbitration Submission") under the commercial rules and regulations of the JAMS/Endispute, subject to the following:

(i) The arbitration shall be conducted by a single arbitrator selected by the parties from a list furnished by the JAMS/Endispute (the "Arbitrator"), provided that in the event of a conflict with the terms of these Mediation/Arbitration Provisions, the terms of these Mediation/Arbitration Provisions shall control. If the parties are unable to agree on such Arbitrator from the list, such Arbitrator shall be appointed by the JAMS/Endispute or in the alternative, each party shall select one arbitrator who, in turn, shall together select the Arbitrator who shall arbitrate the Dispute.

(ii) The Arbitrator shall be required to render a written decision resolving all Disputes with the reasons therefore, and designating one party as the "Prevailing Party" within sixty (60) days from the date of the Arbitration Submission.

(iii) The costs of arbitration, including the venue location fee, Arbitrator's fee and any reporting or other costs, but excluding lawyers', consultants' and witness fees, shall be borne by the non-Prevailing Party unless the Arbitrator subsequently determines as part of his or her award that such allocation is inequitable under the totality of the circumstances.

(iv) The arbitration hearing shall be conducted in English and held at a mutually agreed to venue location in or near Albuquerque, NM, unless Explain Learning and Authorized User mutually agree to an alternate location.

(v) Except with respect to any Dispute or portion thereof involving actual or alleged violation of Explain Learning's or any of Explain Learning's supplier's intellectual property, the Arbitrator shall not have power to award (A) damages inconsistent with the Terms of Use; or (B) punitive damages or any other damages not measured by the Prevailing Party's actual damages, and the parties expressly waive their right to obtain such damages in arbitration or in any other forum.

(vi) Any determination by the Arbitrator with respect to any Dispute shall be final and binding on each party. Judgment upon the award of the Arbitrator may be entered in any court having competent jurisdiction thereof.

Authorized User acknowledges that these Mediation/Arbitration Provisions preclude Authorized User from filing an action at law or in equity and from having any Dispute covered by this agreement resolved by a judge or a jury. Authorized User further acknowledges that these Mediation/Arbitration Provisions preclude Authorized User from participating in a class action or class arbitration filed by any other Authorized User or any other plaintiff claiming to represent Authorized User or Authorized User's interest. Authorized User agrees to opt-out of any class action or class arbitration filed against Explain Learning that raises claims covered by these Mediation/Arbitration Provisions, including, but not limited to, class actions or class arbitrations that are currently pending.

Notwithstanding the foregoing, each of the parties hereto retains the right to seek judicial assistance to obtain interim measures of protection pending arbitration for alleged or imminent breaches of intellectual property rights, confidentiality restrictions or security obligations. In the event that either party seeks judicial assistance to obtain interim relief, or in the event that any dispute arises relating to arbitration, the sole jurisdiction and venue for such actions shall be the U.S. District Court, District of New Mexico in Albuquerque, NM, or if there is no federal jurisdiction, in the state courts located in New Mexico. Each of the parties to this Terms of Use hereby consents to exclusive personal jurisdiction, service of process and venue in the New Mexico courts for such interim measures of protection and for disputes relating to arbitration.

27. Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

28. Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

29. Entire Agreement

The Terms and our Privacy Policy constitute the sole and entire agreement between you and Company regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.

30. Your Comments and Concerns

This Website is operated by:

Explain Learning LLC
Email: mitch.m.21946@gmail.com
Address:
2619 Vista Manzano Loop NE
Rio Rancho, NM
87144

All notices of copyright infringement claims should be sent to the copyright agent designated in Section 14 above and in the manner described in that section.

All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: mitch.m.21946@gmail.com