TERMS OF SERVICE

Effective date: January 28, 2020

IMPORTANT! If you are not of legal age to form a binding contract (in many places, this is 18 years old), then you must get your parent or guardian to read these terms and agree to them for you, before you use Edmodo or provide any information to us. Please review this agreement with your parent or guardian so that you both understand how Edmodo works and what restrictions apply to your use of our websites and services. Remember, always get an adult’s permission before going online.

TERMS OF SERVICE

Effective date: January 28, 2020

Thanks for using Edmodo! We’re glad you’re here, but there are some rules you need to agree to before you use our websites and services (“Services”). When we use the word “Services,” we mean not only the edmodo.com website, but also all the other websites, products, services and applications made available by Edmodo (for example, the Edmodo Android app available via the Android Marketplace, and the Edmodo iPhone and iPad apps available at the Apple App Store). If you have any questions, comments, or concerns regarding these Terms or the Services, please contact us at info@edmodo.com, (650) 513-2735, or 1200 Park Place, Suite 400, San Mateo, CA 94403.

This is a contract, right?

Yep – you’ve done your homework! These Terms of Service (the “Terms”) are a binding contract between you and Edmodo, Inc. (“Edmodo,” and sometimes, when we’re feeling especially friendly, “we” and “us”). You must agree and accept all of the Terms, or you don’t have the right to use the Services. Your using the Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Services.

These Terms include the provisions in this document, and in the Edmodo Privacy Policy, Acceptable Use Policy, DMCA Takedown Policy, Edmodo Store Policies, and Apple Application Terms (don’t worry – each of those is explained in more detail below).

Our Services are constantly changing, to keep up with the dynamic needs of learners everywhere – so, these Terms might need to change, too. If they do change, we will do our best to tell you in advance by placing a notification on the edmodo.com website, or we might send you an email. In certain situations (for example, where a change to the Terms is necessary to comply with legal requirements), we may not be able to give you advance notice. Changes to the Privacy Policy will be provided in advance, as described here.

If you don’t like the new Terms, you are free to reject them – unfortunately, that means you won’t be able to use the Services anymore. If you use the Services in any way after a change to the Terms is effective, then please remember that means you agree to all of the Terms.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

Do you care about my privacy?

Edmodo takes the privacy of its users very seriously. For the entire current Edmodo Privacy Policy, please click here, but we’ve included some information below related to the Children’s Online Privacy and Protection Act (“COPPA”), because we get a lot of questions about that:

COPPA requires that online service providers obtain parental consent before they collect personally identifiable information online from children who are under 13. Therefore, we only collect personal information through the Services from a child under 13 where that student’s school, district, and/or teacher has agreed (via the terms described in the following paragraph) to obtain parental consent for that child to use the Services and disclose personal information to us, for the use and benefit of the learning environment. If you are a student under 13, please do not send any personal information about yourself to us if your school, district, and/or teacher has not obtained this prior consent from your parent or guardian, and please do not send any personal information other than what we request from you in connection with the Services. If we learn we have collected personal information from a student under 13 without parental consent being obtained by his or her school, district, and/or teacher, or if we learn a student under 13 has provided us personal information beyond what we request from him or her, we will delete that information as quickly as possible. If you believe that a student under 13 may have provided us personal information in violation of this paragraph, please contact us at info@edmodo.com.

If you are a school, district, or teacher, you represent and warrant that you are solely responsible for complying with COPPA, meaning that you must obtain advance written consent from all parents or guardians whose children under 13 will be accessing the Services. You are responsible for understanding how any Publisher Software (defined and described below) that you install on behalf of yourself or other users may collect and use information of users of Edmodo’s Services. When obtaining consent, you must provide parents and guardians with our Privacy Policy; you can find a sample permission slip here. You must keep all consents on file and provide them to us if we request them. For more information on COPPA, please click here. If you are a teacher, you represent and warrant that you have permission and authorization from your school and/or district to use the Services as part of your curriculum, and for purposes of COPPA compliance, you represent and warrant that you are entering into these Terms on behalf of your school and/or district.

What are the basics of using Edmodo?

First, you have to sign up for an account, and select a password and user name (“Edmodo User ID”). Also, if you are a school or district, you may be permitted to register a school or district “subdomain” within Edmodo.com (an “Edmodo Subdomain”). You promise to provide us with accurate, complete, and updated registration information about yourself. You can’t select for your Edmodo User ID a name that you don’t have the rights to use or another person’s name with the intent to impersonate that person, nor can you select an Edmodo Subdomain name that you don’t have the right to use. In certain situations, your Edmodo User ID may be selected for you by your school or district; the same rules apply to them when they select an Edmodo User ID for you. You may not transfer your account to anyone else without our prior written permission.

If you are a school, district, or teacher, Edmodo will generate an access code for you to use with each limited access group you administer (an “Access Code”). For example, if you wished to establish a closed group amongst yourself, as a teacher, and your 5th grade class, you would distribute the Access Code only to those members of your 5th grade class that you wanted to view what was going on within that group. Everyone to whom a group administrator distributes the Access Code to will be a member of that “Limited Access Group.”

You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and gotten your parent or guardian to agree to these Terms on your behalf, as we described earlier). If you’re agreeing to these Terms on behalf of an organization or entity (for example, if you’re an administrator agreeing to these Terms on behalf of your district), you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms.

You promise to only use the Services for your personal, internal, non-commercial, educational use, 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 you using the Services in a way that breaks the law.

Also, your use of the Services is subject to our Acceptable Use Policy, which outlines what you can and can’t do with and on the Services. Read the Acceptable Use Policy carefully, and please be a good digital citizen at all times – we are all in this together! For more on digital citizenship, please click here. A violation of the Acceptable Use Policy will be grounds for termination of your right to use or access the Services.

What’s this intellectual property stuff I’ve been hearing about?

  1. The Content

    The materials displayed or performed on the Services (including, but not limited to, text, graphics, articles, photos, images, illustrations, User Submissions (defined below), and so forth) (the “Content”) are protected by copyright and other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Edmodo’s) rights. For example, if someone shares a really creative lesson plan with you on Edmodo, that doesn’t mean you can print it out and start distributing it to other people – unless the owner specifically told you in writing that you could.

    You understand that Edmodo owns the Services. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), creative derivative works based on, or otherwise exploit any of the Services.

    The Services may allow you to copy or download certain Content; please remember that just because this functionality exists, doesn’t mean that all the restrictions above don’t apply.

  2. User Submissions

    Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission.” Some User Submissions are viewable by other users. In order to display your User Submissions on the Services, and to allow other users to enjoy them (where applicable), you grant us certain rights in those User Submissions. Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to User Submissions that are also your personally-identifiable information.

    For all User Submissions, you hereby grant Edmodo a license to translate, modify (for technical purposes, for example making sure your content is viewable on your iPhone as well as your computer) and reproduce such User Submission, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in User Submissions is not affected.

    If you store a User Submission in your own personal Edmodo account, in a manner that is not viewable by any other user except you (a “Personal User Submission”), you grant Edmodo the license above, as well as a license to display, perform, and distribute your Personal User Submission for the sole purpose of displaying that Personal User Submission to you and providing you the Services necessary to do so.

    If you share a User Submission only within a Limited Access Group, or otherwise in a manner that only certain specified users can view (for example, a private message to one or more other users) (each, a “Limited Access User Submission”), then you grant Edmodo the license above, as well as a license to display, perform, and distribute your Limited Access User Submission for the sole purpose of displaying that Limited Access User Submission to other members of that Limited Access Group (or to such specified users, as applicable) and providing you the Services necessary to do so. Also, you grant the other members of that Limited Access Group (or such specified users, as applicable) a license to access that Limited Access User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services. For example, if you share a worksheet (that can be completed through the Services) with students in your Limited Access Group, you grant your students the rights necessary to view that worksheet and fill it out, and return it to you.

    If you share a User Submission in a public “community” or “topic” on the Services or in a manner that more than just you or your Limited Access Group can view (a “Public User Submission”), then you grant Edmodo the license above, as well as a license to display, perform, and distribute your Public User Submission for the purpose of displaying that Public User Submission to all Edmodo users and providing you the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public User Submission in connection with Edmodo, provided that Edmodo will try to notify you if it uses your Public User Submission for any reason other than displaying it on the Services. Also, you grant all other users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

    You agree that the licenses you grant are royalty-free, irrevocable, and worldwide, for as long as your User Submissions are stored with us. When you delete your Edmodo account, we will stop displaying your User Submissions to other users (if applicable), but you understand and agree that it may not be possible to completely delete this from Edmodo’s records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other users.

    Finally, you understand and agree that Edmodo, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media.

  3. DMCA Takedown Policy

    You may have heard of the Digital Millennium Copyright Act (“DMCA”), as it relates to online service providers like Edmodo removing material that they believe in good faith violates someone’s copyright. To learn more about DMCA, click here. Edmodo’s DMCA Takedown Policy is here.

Who is responsible for what I see and do on the Services?

Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. The Services may contain, or direct you to websites containing, the information you may find offensive or inappropriate; we can’t control that, but please let us know if it happens and we’ll try to remedy the situation.

We also can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services. But that doesn’t mean we don’t take security seriously; students are only permitted to access the Services within their Limited Access Groups, we require teachers, schools, and districts guard their Access Codes with the appropriate confidentiality, as described in the Acceptable Use Policy, we enable teachers with moderation tools for monitoring Content within Limited Access Groups, and student accounts are not enabled to “browse” groups to join (a student is only permitted to view and join a group he or she has been given an Access Code to).

You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it. You will keep all your registration information accurate and current. You are responsible for all your activity in connection with the Services.

The Services may contain links or connections to third party websites or services that are not owned, operated, or controlled by Edmodo. When you access third party websites or use third party services (including, without limitation, your use of Publisher Software, defined below), you accept that there are risks in doing so and that Edmodo is not responsible for such risks. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize.

Edmodo has no control over and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, Edmodo will not and cannot monitor, verify, censor or edit the content of any third party site or service (including without limitation the Publisher Software). By using the Services, you release and hold us harmless from any and all liability arising from your use of any third party website or service.

Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties (including without limitation Publishers). You agree that Edmodo shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If there is a dispute between participants on this site, or between users and any third party, you agree that Edmodo is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Edmodo, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

Will Edmodo ever change the Services?

Edmodo is a dynamic learning tool, so the Services will change over time. We may change, suspend, or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn’t always practical. Similarly, we reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), or without any reason, and without notice.

Does Edmodo cost anything?

The basic Edmodo Services are free and always will be – that is, we don’t charge for signing up for a basic, individual Edmodo account, or for a basic school or district subdomain. However, we may offer certain premium products and services for a fee, including software available through the Edmodo Store. This does not mean that if you’re currently using one of the basic accounts described above, that we’ll “reclassify” it as premium account in the future and start charging you to use it.

Tell me more about Third-Party Content.

Depending on the type of user account you have registered for, you may be able to download or use content from third-party publishers (“Third-Party Content”), which can be incorporated into your Edmodo experience. Student accounts are currently not permitted or enabled to access Third Party Content unless the Publisher authorizes student accounts to access such Third-Party Content. However, at some time in the future, Edmodo may make Third Party Content available to students.

Although you can download and access Third-Party Content through the Services, please note that the Third-Party Content is being provided by a third party (a “Publisher”) and not by Edmodo, so we don’t have any control over or responsibility for the content, safety, privacy, or security of any Third Party Content, third party application, service or website. In addition to these Terms with respect to Third Party Content, your download or use of Third-Party Content is governed by the terms of any agreement between you and the applicable Publisher offering such Third-Party Content, where applicable. Edmodo prohibits Publishers from collecting or using any information beyond what Edmodo itself collects and uses pursuant to its Privacy Policy, but this does not mean we are responsible for reviewing or verifying the accuracy of any Publisher’s data collection or use policies. In cases where Publisher’s Third-Party Content collects user data, each Publisher should have its own data collection and use policies (separate from Edmodo’s own Privacy Policy), so please review those carefully as well before you opt to use any Third-Party Content.

Use of Third-Party Content

Third-Party Content is curated by Edmodo. In some cases, Third-Party Content is provided by Edmodo and in other cases Third-Party Content is provided by others. In some cases, Third-Party Content may have certain restrictions on your use of the Third-Party Content in addition to these Terms; if there are any such additional terms, they will be stated in the listing for the applicable Third-Party Content, and you must abide by all such restrictions. In addition to any restrictions imposed by the Publisher, Edmodo requires you to: (i) use the Third-Party Content only for your non-commercial, educational use; (ii) only distribute the Third-Party Content to students who are currently enrolled in courses you teach; (iii) not transfer the Third-Party Content to any other teacher or administrator without the permission of the Publisher; and (iv) use reasonable efforts to ensure that students in your classes don’t use the Third-Party Content for anything other than their own non-commercial, educational use. Any other applicable restrictions set forth in these Terms also apply to your use of the Third-Party Content.

Edmodo cannot guarantee, and is not responsible in any manner for, the quality or accuracy of the Third-Party Content or the listing for the Third-Party Content. For clarity, the disclaimers and limitations on Edmodo’s responsibility and liability for products or services offered by a Publisher that are described in the Terms of Service apply to Third-Party Content and your interactions with Publishers. With regard to Third-Party Content, you may only contact a Publisher if the Publisher has provided contact information in their listing of the Third-Party Content. Edmodo unfortunately can’t control a Publisher’s responses to you, and it isn’t responsible if a Publisher doesn’t communicate with you in a manner that meets your expectations. That said, if you have any issues with a Publisher please let us know by contacting us at support@edmodo.com, or by submitting a review of the Publisher or the Third-Party Content on its listing page.

Where the Services allow for reviews of Third-Party Content, anyone who has accessed a Third-Party Content item is eligible to post a review and rate that item. If you submit a review, you cannot submit any content that violates the Acceptable Use Policy, and you are also prohibited from submitting anything that consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” Edmodo reserves the right (but not the obligation) to remove or edit such content but does not regularly review posted content. If you do post a review, you grant Edmodo a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media, and you grant Edmodo and any sublicensee the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post and that the content is accurate. Edmodo takes no responsibility and assumes no liability for any content posted by you or any third party.

Publishers

Where the Services allow you to publish Third-Party Content, published Third-Party Content is subject to Edmodo’s approval. Your Third-Party Content may be rejected or removed from the Service at any time, in Edmodo’s sole discretion, including, but not limited to, if it fails to meet Edmodo’s standards of educational quality or if it contains inappropriate material or your conduct is inconsistent with these Terms. Third-Party Content must be provided in one of the file formats accepted at the time of upload (which may be subject to change without notice). Each item of Third-Party Content made available on the Service must be contained completely within the download offered, and no part of such Third-Party Content may be delivered separately or require an additional purchase, including without limitation, through sites or services not offered by or via Edmodo.

Edmodo will allow for the download of the Third-Party Content you make available on the Service and does not place any restrictions on use of the Third-Party Content except to the limited extent set forth in these Terms. If you wish to bind users to any additional license terms, we may provide you with the option explicitly to state such terms in the listing for the applicable Third-Party Content, provided such terms must be no less protective of Edmodo than those herein, must afford users at least the rights described below, and must not be inconsistent with these Terms of Service. For the sake of clarity, any such license must allow a user who download the Third-Party Content to use and exploit the Third-Party Content in connection with any class, course, or lessons taught by that user. All Third-Party Content licenses must also be non-exclusive, perpetual, irrevocable, and royalty-free. You understand that while these Terms place certain restrictions on Edmodo users’ use of the Third-Party Content, neither such users nor Edmodo can control students’ use of the Third-Party Content, nor can Edmodo control Edmodo users’ use of the Third-Party Content.

You are not a third-party beneficiary of Edmodo’s Terms of Service that are applicable to users of Third-Party Content, and you have no right to enforce those terms or to require Edmodo to enforce such terms. You acknowledge that you have read these Terms and understand the rights and obligations such terms place on each Edmodo user in connection with your Third-Party Content. You understand that if you do not place any additional license restrictions on your Third-Party Content, the only restrictions on the use of your Third-Party Content by Edmodo users are those set forth in Edmodo’s Terms of Service, which, for clarity, may only be enforced by Edmodo. Furthermore, by uploading your Third-Party Content, you hereby grant Edmodo a worldwide, non-exclusive, sublicensable, perpetual, royalty-free, fully paid-up, transferable right and license to: (a) post your Third-Party Content on the Service; (b) use your applicable trademarks and logos in connection with the distribution and of the Third-Party Content; (c) translate or re-format your Third-Party Content, or edit the listing description for such Third-Party Content, as Edmodo deems it necessary; and (d) to use your Third-Party Content on other services provided by Edmodo.

By posting, uploading, inputting, providing or submitting your Third-Party Content, you represent and warrant that: (a) you have the legal right and authority to do so; (b) the Third-Party Content does not infringe, violate, or misappropriate any law, statute, ordinance or regulation or rights of any third party, including intellectual property rights; (c) the Third-Party Content does not contain a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program; (d) nothing in the Third-Party Content, nor Edmodo’s offering thereof, will require payment of any kind to a third party; (e) you will not engage in any activity in connection with the Service, including the development or distribution of any Third-Party Content, that interferes with, disrupts, damages, or accesses in an unauthorized manner the devices, servers, networks, or other properties or services of Edmodo or any third party; (f) you will not engage in any activity that is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable; (g) you will not engage in any activity that is designed to increase artificially the reviews or ratings of your Third-Party Content, including, but not limited to, submitting reviews for your own Third-Party Content, asking users to write favorable reviews, or using automated means to generate reviews and ratings for your Third-Party Content; (h) you agree that you are solely responsible for (and that Edmodo has no responsibility to you or to any third party for) any Third-Party Content you distribute through the Services and for the consequences of your actions (including any loss or damage which Edmodo may suffer) by doing so.

What if I want to stop using Edmodo?

You’re free to do that at any time by following the directions here; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Services.

Edmodo is also free to terminate (or suspend access to) your use of the Services or your account, for any reason, including your breach of these Terms. Edmodo has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important documents you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, or would not be in the interest of someone’s safety or security to do so.

If you have deleted your account by mistake, contact us immediately at support@edmodo.com – we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

I use one of the Edmodo apps available via the Apple App Store – should I know anything about that?

These Terms apply to your use of all the Services, including the iPhone and iPad applications available via the Apple, Inc. (“Apple”) App Store (the “Application”), but additional terms also apply to the Application, which you can see here.

This contract seems like it needs some more legal-sounding stuff in it.

You’re absolutely right. Don’t space out, this stuff is important:

  1. Warranty Disclaimer

    Edmodo does not make any representations or warranties concerning any content contained in or accessing through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We make no representations or warranties regarding suggestions or recommendations of services or products (including Publisher Software) offered or purchased through the Services. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Services are provided “AS IS” and without any warranty of any kind from Edmodo or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product). THE SERVICES, CONTENT, WEBSITE, AND ANY SOFTWARE ARE PROVIDED ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. (We’re not yelling, we just want to make sure you pay attention!)

  2. Limitation of Liability

    TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL EDMODO BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO EDMODO IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU. (Again, not yelling!)

  3. Indemnity

    You agree to indemnify and hold Edmodo, its affiliates, officers, agents, employees, contractors, and partners harmless for and against any and all claims, liabilities, damages (actual and consequential), losses, and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

  4. Assignment

    You may not assign, delegate, or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Edmodo’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

  5. Choice of Law; Arbitration

    These Terms are governed by and will be construed under the laws of the State of California, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in San Francisco County, California, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Northern District of California.

  6. Miscellaneous

    You will be responsible for withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Edmodo agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Edmodo, and that it supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms, and that all modifications to these Terms must be in a writing signed by both parties (except as otherwise provided herein). No agency, partnership, joint venture, or employment is created as a result of these Terms and you do not have any authority of any kind to bind Edmodo in any respect whatsoever. Except as expressly set forth in the Apple Application Terms, you and Edmodo agree there are no third party beneficiaries intended under this Agreement.