4.2. Proper Purpose
You represent, warrant, and agree that You may only be a User of the Learning Room for a Proper Purpose and that Your User Submissions may only be for a Proper Purpose. For the purposes of these Terms, a “Proper Purpose” shall be limited to education, teaching, or learning about subject-matter approved by Us for inclusion in the Learning Room. You specifically acknowledge, represent and warrant to Us that, without limitation, the following do not constitute a Proper Purpose:
4.3. Proprietary Rights
You represent and warrant to Us that You have the full right, title, and/or license to Your User Submissions, including the right, title, and/or license to upload passwords, pictures, videos, recordings, images, and other User Submissions, whether originally in digital form or not. You specifically represent and warrant to Us that You will not use the Learning Room to copy or distribute information, digital files, or data in contravention of any applicable law, including, without limitation, the United States Copyright Act. You hereby acknowledge, represent, and warrant that We have the right to remove any of Your User Submissions that do not comply with these Terms, including, but not limited to, any actions We may take in compliance with the Digital Millennium Copyright Act of 1998 (the “DMCA”). For further information about how Your User Submissions might be affected by the DMCA and any rights You might have under Our DMCA compliance policy and procedure, visit and review Our DMCA Policy.
Except for that information which is in the public domain or for which You have been given express written permission, Your User Submissions will not contain any proprietary, private, or trade secret information belonging to any other person. By posting information, photographs, content, or other User Submission on or through the Learning Room, You automatically grant, and You represent and warrant that You have the right to grant, to Us, free of charge, an irrevocable, perpetual, non-exclusive, royalty-free, fully-paid, worldwide license to copy such User Submissions strictly for the purposes of maintaining backups and to distribute such User Submissions to other Users of the Learning Room or to Our employees or independent contractors.
8. Additional Terms and Conditions
8.1. Release of LRT
In the event that You have a dispute with another User or with any other person arising from or related to Your use of, access to, or interaction with the Learning Room, You hereby release Us and Our principals, agents, employees, contractors, parents, subsidiaries, and affiliates from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute.
You hereby agree that You will defend, indemnify, and hold Us and Our principals, agents, employees, contractors, parents, subsidiaries, and affiliates harmless, for any losses, costs, liabilities or expenses (including reasonable attorney’s fees and litigation costs) relating to or arising out of Your use of, access to, or interaction with the Learning Room, including, but not limited to:
- Any breach by You of the Terms
- Any allegation that any of Your User Submissions infringes or otherwise violates the copyright, trademark, trade secret or other intellectual property or other rights of any third party
- Any allegation that any of Your User Submissions violates any other rights of any third party
- Any allegation that any of Your User Submissions violates any applicable laws or regulations
- Any allegation that You have sought to circumvent or otherwise avoid compliance with any applicable law; and/or
- Any investigation initiated by any government authority
You hereby acknowledge and agree that this indemnification obligation shall apply without regard to the negligence of any party, including any indemnified party.
8.3. No Warranties
You expressly acknowledge and agree that We provide and maintain the Learning Room on an “as is” basis and that We have not granted any warranties of any kind, express, implied, or statutory, with respect to the Learning Room. We specifically disclaim any implied warranties of merchantability or fitness for a particular purpose. Further, We do not warrant that Your use of, access to, or interaction with the Learning Room will be uninterrupted, always available or error-free, or that the Learning Room will meet Your requirements or that any defects in the Learning Room will be corrected. We disclaim liability for, and no warranty is made with respect to, connectivity and availability.
8.4. Content Provided by Users or Others
Opinions, advice, statements, offers, User Submissions of other Users, or other information or content made available on or through the Learning Room, but not directly by Us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. We do not guarantee the accuracy, completeness, or usefulness of any information on the Learning Room, and We neither adopt nor endorse, nor are We responsible for, the accuracy or reliability of any opinion, advice, statement, or User Submission made by any User or third party, other than Us. Under no circumstances are We responsible for any loss or damage resulting from any person’s reliance on information or other content posted on or transmitted through the Learning Room.
We reserve the right, but We have no obligation, to monitor User Submissions posted on or transmitted through the Learning Room by Users. We shall have the right to remove any User Submission that, in our sole discretion, violates, or is alleged to violate, the law or these Terms. Notwithstanding this right, You remain solely responsible for the content of the User Submissions You post or transmit through the Learning Room.
Although each User must agree to abide by these Terms, We cannot and do not guarantee that each User is at least the required minimum age or has supplied accurate and truthful information, nor do We accept responsibility or liability for any content, communication, or other use or access of the Learning Room in violation of these Terms. Also, it is possible that other Users (including unauthorized users, or “hackers”) may post or transmit offensive or obscene materials through the Learning Room and that You may be involuntarily exposed to such offensive or obscene materials. It also is possible for others to improperly obtain personal information about You. Those others may use Your information for purposes other than what You intended. We are not responsible for the use of any personal information that You disclose on or through the Learning Room. Please carefully select the type of information that You release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Users (including unauthorized persons appearing to be Users), whether such acts or omissions occur during the use of, access to, or interaction with the Learning Room or whether such acts or omissions by such other Users constitute breaches of these Terms.
8.5. Limitation of Liability
In no event will We be liable to You or to any other person for any incidental, consequential, or indirect damages (including, but not limited to, damages for loss of data, loss of programs, cost of procurement of substitute services or service interruptions) arising out of the use of or inability to use the Learning Room, even if We or our agents or representatives know or have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained in the Terms, our liability to You for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by You to Us to be a User.
Further, You expressly acknowledge, agree, and accept that We do not conduct background checks or otherwise screen Users in any way. You expressly acknowledge, agree, and accept that We will not be liable for any damages, direct, indirect, incidental and/or consequential, including by not limited to physical damages, bodily injury or emotional distress, arising out of Your use of, access to, or interaction with the Learning Room, including, without limitation, damages arising out of Your communications with and/or interactions with any other User.
8.6. Dispute Resolution and Arbitration
The Terms are governed by the laws of the State of Texas without regard to its conflict of law provisions. Any dispute arising out of the Terms or Your use of, access to, or interaction with the Learning Room shall be adjudicated by binding arbitration under the rules of the American Arbitration Association. The arbitration shall take place in Houston, Texas. In the event a court action is initiated in connection with the Terms or Your use of, access to, or interaction with the Learning Room, You agree to personal jurisdiction and exclusive venue in the state and federal courts sitting in Harris County, Texas. The preceding sentence shall not be construed in any way as to limit the requirement that a dispute arising out of the Terms or Your use of, access to, or interaction with the Learning Room be adjudicated by binding arbitration as set forth in this subparagraph.
8.7. No Waiver
Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be void, invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the Terms. In such case, the other provisions of the Terms shall remain in full force and effect.
8.8. Reservation of Rights to Use Information
We reserve the right to access, read, preserve, and disclose any information We reasonably believe is necessary to: (a) satisfy any applicable law, legal process, or government request; (b) enforce the Terms, including investigation of potential violations of the Terms; (c) detect, prevent, or otherwise address fraud, security, or technical issues; (d) respond to customer support requests; (e) respond to claims that any content violates the rights of third parties; (f) establish or exercise Our legal rights or defend against legal and/or equitable claims, or (g) protect the rights, property, or safety of LRT, the Users, and the general public.
8.9. Technical Changes in Content
You understand and agree that in the technical processing and transmission of User Submissions or other content by or through the Learning Room, that such User Submissions or other content may be transmitted over various networks and that these networks may modify, edit, or otherwise change content to conform and adapt to technical requirements of these networks’ software, hardware, and other equipment.
8.10. Interstate Commerce
You understand and agree that by using, accessing, or interacting with the Learning Room, You will be causing communications to be sent over Our network and other various networks. As a result, communications that seem intrastate in nature can result in transmission of interstate communications regardless of where You or the receiving party are located at the time of transmission. As such, You acknowledge and agree that the use of, access to, or interaction with the Learning Room results in interstate communications.
8.11. United States Export Controls
User Submissions, software, and other content transmitted on or through the Learning Room may also be subject to United States export controls. As such, no User Submissions, software, or other content may be downloaded from the Learning Room and then exported or re-exported (i) into (or to a national or resident of) Iraq, Libya, North Korea, Iran, Syria, or any other country to which the United States has embargoed goods; or (ii) to anyone on the United States Treasury Department’s list of Specially Designated Nationals or the United States Commerce Department’s Table of Deny Orders. You represent and warrant that You are not located in, under the control of, or a national or resident of any such country or on any such list.
You hereby acknowledge and agree that there shall be no third party rights or third party beneficiaries created or conferred under the Terms.
The agreement memorialized by the Terms constitutes the complete and exclusive statement of agreement between You and Us with respect to the Learning Room and other subject matter herein and replaces and supersedes all prior written and oral agreements, including prior versions of the Terms.
We may assign the agreement memorialized by the Terms, in whole or in part, at any time with or without notice to You. You understand and agree that You may not assign the agreement memorialized by the Terms, or any part or it, to any other person or entity. Any attempt by You to do so is void and unenforceable.
All headings herein are inserted only for convenience and ease of reference and are not to be considered in the interpretation of any provision of the Terms.
We reserve all rights not expressly granted to You.