The Lonely Entrepreneur Learning Community

Mighty Networks

The Lonely Entrepreneur Learning Community is comprised of two main elements:

Learning: which provides users with access to, among other things, learning assets, tools and templates and vendor reviews
Community: an online community to engage with us and other members.

The Terms of Service of these elements of the Learning Community is detailed below.

Learning Terms of Service

The Lonely Entrepreneur (“TLE”) provides an online course platform designed to deliver online courses, (the “Services”), which enables end-users (“Students”) to connect with independent instructors (the “Instructors,” collectively with Students, “you” or the “Users,” each a “User”) who provide live and pre-recorded instruction, digital goods, and learning services (the “Courses”) through https://lonelyentrepreneur.teachable.com/ and subdomains, mobile applications, and other media managed by TLE (collectively, the “Sites”). These Terms of Use are entered into by and between you and TLE, and together with the Privacy Policy and any other documents they expressly incorporate by reference, govern your access to the Sites, as well as any content or functionality of the services, whether as a visitor or a registered user.

These Terms of Use are entered into by and between TLE and its Users and visitors to the Sites, and together with the Privacy Policy, govern those persons’ access to the Sites, as well as any content or functionality of the Services, whether as a visitor or a User. YOUR USE OF THE SITES, THE SERVICES, RELATED WEBSITES, AND/OR THE CONTENT CONTAINED THEREIN CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF USE. The Sites and Services are offered to you conditioned on your acceptance of these Terms of Use and all terms, conditions, and notices contained herein. Please read the Terms of Use carefully before you start to use the Sites. By using the Sites, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Sites.

YOU MUST BE AT LEAST 18 YEARS OLD TO USE THE SITES, OR, IF YOU ARE BETWEEN THE AGES OF 13 AND 18, YOU MUST HAVE YOUR PARENT OR GUARDIAN’S PERMISSION TO USE THE SITES AND YOU REPRESENT AND WARRANT THAT YOU HAVE OBTAINED SUCH PERMISSION. CHILDREN UNDER THE AGE OF 13 MAY NOT USE THE SITES OR REGISTER FOR AN ACCOUNT.

1. The Relationship Between TLE, Instructors, and Students

TLE provides a service upon which Instructors may create, offer for sale, and administer Courses to Students in the context of TLE’s online platform. TLE is neither a Course provider nor an educational institution. TLE is responsible for providing the technological means through which Instructors may broadcast and otherwise make available their Courses and, at each Instructor’s election, for processing payments through Teachable’s payment gateway as described in the Instructor Policy. Teachable is not liable for any disputes, claims, losses, injuries, or damage of any kind that may arise out of the Instructor/Student relationship, including but not limited to, any Student’s reliance upon any information provided by an Instructor at any time.

As stated in our Privacy Policy, Teachable only provides Instructors with the following information about the Students enrolled in their Courses: (1) name, (2) email address, (3) IP address, and (4) the Instructor’s Course in which the Student has enrolled. Teachable does not disclose any other information about Students to Instructors, and Students assume full responsibility for the disclosure and use of any other personal information the Student chooses to disclose to any Instructor or other User on the Sites, which at all times shall be subject to the terms of our Privacy Policy.

2. Code of Conduct

In using the Services, you must behave in a civil and respectful manner at all times. Further, you agree not to use the Sites 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, including but not limited to, exposing them to inappropriate content, asking for personally identifiable information; or to impersonate or attempt to impersonate Teachable, a Teachable employee, or any other user or person or entity. Teachable has the right, but not the obligation, to monitor all conduct on and content submitted to the Sites.

4. Cancellation and Deletion

Cancellation

If you cancel a paid plan, the cancellation will become effective at the end of the then-current billing cycle. When you cancel a paid plan, your account will revert to a Free account and Teachable may disable access to features available only to paid plan users.

Deletion

You may delete your account at any time. Accounts on the Free plan may be deleted from the Sites if they remain inactive (i.e., the user fails to log in) for a continuous period of at least six (6) months. Accounts on paid plans will remain active unless you explicitly ask us to delete it when you cancel your paid plan. Upon termination, all licenses granted by Teachable will terminate. In the event of account deletion for any reason, your course content may no longer be available. Teachable is not responsible for the loss of such content.

5. Instructor Payouts and Student Refunds

Instructor Payouts

Instructors and their affiliates are paid for signups through PayPal 30 days after the end of the month in which a sale is made. This 30-day period is necessary to account for student refunds.

Student Refunds

If an Instructor uses Teachable’s payment gateways, the Instructor’s Students are entitled to a full refund within 30 days of their initial class enrollment, payment, and refund request.

6. Content, Licenses & Permissions

Content

The content on the Sites, including all information, software, technology, data, logos, marks, designs, text, graphics, pictures, audio and video files, other data or copyrightable materials or content, and their selection and arrangement, is referred to herein as “Content.” Content uploaded, transmitted, or posted by Users, whether they are Instructors or Students, is referred to herein as “User Content.”

User Content is and remains that User’s property, and Teachable’s only right to that User Content is the limited licenses to it granted in these Terms of Use. The Sites, and all Content other than User Content and all software available on the Sites or used to create and operate the Sites, is and remains the property of Teachable, and is protected under the Copyright Act of 1976, as amended, and other intellectual property laws of the United States and any foreign jurisdiction where the Sites are accessed, and all rights to the Sites, such Content, and such software are expressly reserved. All trademarks and service marks, whether registered or unregistered, as well as product names and company names or logos, displayed or mentioned on the Sites are the property of their respective owners. You must not use such marks without the prior written permission of the owner of the marks. Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by Teachable.

Your User Content is your responsibility. Teachable does not control or monitor User Content and, as such, does not guarantee in any manner the content, reliability, validity, accuracy, or truthfulness of such User Content, including but not limited to Content presented through the Courses. By using the Services, you may be exposed to User Content that you consider offensive, indecent, or objectionable. Teachable has no responsibility to keep such content from you and no liability for your access or use of any User Content to the extent permissible by law. Although we have no obligation to do so, we have the absolute discretion to remove, screen, or edit without notice any User Content posted or stored on the Sites, and we may do this at any time and for any reason. You are solely responsible for maintaining copies of and replacing any User Content you post or store on the Sites.

Teachable’s Limited License for Use of the Services

Teachable grants you a limited, non-exclusive license to access and use the Services for your own personal and commercial purposes. This license is personal to you and may not be assigned or sublicensed to anyone else. Except as expressly permitted by Teachable in writing, you will not reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Services. Nor will you take any measures to interfere with or damage the Services. All rights not expressly granted by Teachable are reserved.

Your Limited License of Your User Content to Teachable

While Teachable does not claim any ownership interest in your User Content, we do need the right to use your User Content to the extent necessary to operate the Sites and provide the Services, now and in the future. For example, when an Instructor makes Course materials available to its Students through the Sites or a Student communicates with an Instructor on a discussion forum, Teachable needs a license from those Users to display their respective Content on the Sites, as well as the right to sublicense that User Content to our other Users so that they can view that User Content. Therefore, by posting or distributing Content to or through the Sites, each User grants to Teachable, and its affiliates and subsidiaries, a non-exclusive, royalty-free, transferable, worldwide license and right to display, publicly perform, reproduce, distribute, publish, modify, adapt, create derivative works of, and otherwise use such User Content that you upload, transmit, or post on the Sites or through the Services, in the manner in and for the purposes for which the Sites from time to time uses such User Content. In doing so, the User represents and warrants that it owns and controls all of the rights to the User Content that it posts or otherwise distributes, and has the lawful right to post and distribute that User Content, to or through the Sites, and the use and posting or other transmission of such User Content does not violate these Terms of Use and will not violate any rights of or cause injury to any other person or entity.

If your User Content is intended for the use by other Users, you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense such User Content to such Users for their use in connection with their use of the Sites, as described in the section titled Teachable’s Limited License of Content to Users.

Teachable’s Limited License of Content to Users

Teachable grants to Users a limited, revocable, non-exclusive, non-sublicensable license to access the Sites and to view, copy, and print the portions of the Content available to Users on the Sites. For Students, this includes access and use of the Courses and content provided therein, for which they have paid all required fees. Such license is subject to these Terms of Use, and specifically conditioned upon the following:

Users may only view, copy, and print such portions of the Content for their own personal use;
Users may not modify or otherwise make derivative works of the Sites or Content, or reproduce, distribute, or display the Sites or any Content (except for page caching) except as expressly permitted in these Terms of Use;
Users may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content;
Users may not use any data mining, robots, or similar data gathering or extraction methods; and
Users may not use the Sites or Content other than for their intended purposes.

Except as expressly permitted above, any use of any portion of Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted herein, these Terms of Use, and your access to the Sites. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms of Use may be construed as conferring any license to intellectual property rights, whether by estoppels, implication, or otherwise. Teachable may revoke this license at any time for any reason or no reason, and shall not be liable to any User for any purported interference with business or contractual relations, in tort or otherwise.

Users represent and warrant that their use of the Sites and the Content will remain consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. To request permission for uses of Content not included in this license, you may contact Teachable at the address set out at the bottom of these Terms of Use.

Use of Interactive Areas and the Sites

The Sites may contain discussion forums, bulletin boards, review services, or other forums in which Users or third parties may post content, messages, materials, reviews, or other items on the Sites (“Interactive Areas”). You are solely responsible for your use of such Interactive Areas and use them at your own risk. You represent and warrant that any content you submit to any Interactive Areas complies with these Terms of Use and that you own or control all rights in and to that content. Any content submitted to any public area of the Sites is non-confidential and non-proprietary. By using any Interactive Areas, you agree that the content must comply with all applicable federal, state, local and international laws and regulation, and agree not to post any content containing material which is defamatory, discriminatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable. You also expressly agree not to post, upload to, transmit, distribute, store, create, or otherwise publish through the Sites any of the following:

Any message, data, information, text, music, sound, photos, graphics, code, or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;
Content that would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any applicable federal, state, or local law;
Content that may infringe any patent, trademark, trade secret, copyright, or other intellectual property or proprietary right of any party;
Content that impersonates any person or entity or otherwise associates, infers, or misrepresents the User’s affiliation with a person or entity;
Any tool or service that imports content from any platform that prohibits such services from accessing its platform for this purpose.
Unsolicited promotions, political campaigning, advertising, or solicitations;
Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, and credit card numbers, unless that third party has expressly consented to such use and disclosure;
Viruses, corrupted data, or other harmful, disruptive, or destructive files;
Content that is unrelated to the topic of the Interactive Area(s) in which such Content is posted, in Teachable’s sole determination; and
Content that, in Teachable’s sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Sites, or which may expose Teachable or its affiliates or Users to any harm or liability of any kind.

Finally, Teachable has a zero-tolerance policy towards unsolicited email or messages, commonly referred to as “spam.” Users may not use the Interactive Areas or the Sites generally to send commercial or other messages to any third-party, within or outside of the Sites, if those messages are not solicited, authorized, or welcomed by the third-party, and in using the Sites, Users must comply with all applicable laws, including laws that apply in any jurisdiction, to spam and marketing practices, and with any applicable marketing association guidelines on ethical marketing practices.

Any use of the Interactive Areas or other portions of the Sites in violation of the foregoing violates these Terms of Use and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Sites. If you believe that your own User Content violates any law or regulation, is inaccurate, or poses any risk whatsoever to any third party, it is your responsibility to take any corrective steps you deem necessary. If you believe that any third party’s Content or any Teachable Content violates any laws or regulations, including, without limitation, any copyright laws, you should report it to Teachable in accordance with the procedures that we maintain under our intellectual property policies as set forth in the section titled Intellectual Property.

7. Intellectual Property

The Sites and their 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 Teachable, 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.

Users may not engage in any activity on or through the Sites, including transmitting or using User Content, that infringes or otherwise makes unauthorized use of another party’s copyright, trademark, or other intellectual property or proprietary rights. We will respond to legitimate requests made pursuant to the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”) and trademark law, and we retain the right to remove Content from the Sites that Teachable believes in good faith infringes on any third party’s intellectual property rights upon notice from the owner of such intellectual property, or their agent. Be advised that misrepresentations of infringement could result in liability for monetary damages and that Teachable reserves the right to seek damages and indemnification from any party that submits a Notice of Claimed Infringement or Counter Notification in violation of the law. Consult an attorney before taking any action pursuant to the DMCA or to enforce trademark or other intellectual property rights.

Any Notice of Claimed Infringement and request for removal, and all Counter Notifications thereto, the requirements for which are listed below, should be sent to Teachable’s Designated Agent by physical or electronic mail at:

Teachable, Inc.

Attention: Designated Agent

16 W. 22nd Street, 6th Floor

New York, New York 10010

Email: [email protected]

Please only use the above address for submitting the notices set forth in this Intellectual Property section. Any other correspondence about Teachable, the operation of the Sites, or any other matter should be sent to [email protected].

Notice of Claimed Infringement

If you believe in good faith that any Content has been used in a manner that infringes a copyright that you own or control, you may send a timely Notice of Claimed Infringement containing the following information:

A physical or electronic signature of the copyright owner, or person authorized to act on its behalf;
A description of the copyrighted work that you claim has been infringed upon;
A description of where the material that you claim is infringing is located on the Sites, the easiest way being by providing us with the URL(s) leading directly to the allegedly infringing Content;
Your mailing address, telephone number, and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement, made under penalty of perjury, that the information contained in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

For claims of trademark infringement, send a notice to Teachable’s Designated Agent containing the preceding information as applicable to your trademark or service mark, including the mark, registration number if applicable, basis for your trademark claim, jurisdiction in which you claim trademark rights, and class of goods or services and accompanying description for which you assert trademark rights. Please note that a copy of your notice will be sent to the party who posted the content you report as infringing.

Counter Notification

If we remove your Content in response to a Notice of Claimed Infringement, we will notify you and offer to provide you with a copy of such notice. If you believe your Content was wrongly removed due to a mistake or misidentification of the Content, you may submit a timely Counter Notification to our Designated Agent that includes the following information:

Your physical or electronic signature;
Identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or access to it was disabled;
A statement, made under penalty of perjury, that you have a good faith belief that the Content was removed or disabled as a result of mistake or misidentification of the Content to be removed or disabled; and
Your name, mailing address, telephone number, and email address, and a statement that you consent to the jurisdiction of the United States District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which Teachable may be found, and that you will accept service of process from the party who submitted the Notice of Claimed Infringement, or its duly appointed agent.

Upon receiving an effective Counter Notification, Teachable will promptly forward it to the reporting party. If the reporting party fails to notify Teachable within ten (10) business days that it has filed an action seeking a court order to restrain you from engaging in the allegedly infringing activity, Teachable will consider, in our sole discretion, restoring eligible Content to the Sites.

Our policy is to remove any User Content posted to the Sites by any User for whom Teachable has received and acted on more than two takedown requests. Teachable has discretion, however, to terminate any User’s account and/or access to the Sites or Services after receipt of a single Notification of Claimed Infringement, or in Teachable’s in sole discretion.

8. Third Party Communications

Teachable disclaims all liability for any communications directed to you from any third party directly or indirectly in connection with the Sites that you may receive and any actions you may take or refrain from taking as a result of such communications. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any such third-party communications. Teachable assumes no responsibility for verifying, and makes no representations or warranties regarding the identity or trustworthiness of the source or content of any such third-party communications.

Links to Other Sites

The Sites and posted User Content may contain links to third-party websites (“Third-Party Sites”) and third-party content (“Third-Party Content”) as a service to those interested in this information. Teachable may also have relationships with third party service providers who handle certain functions for the Sites. Your use of links to Third-Party Sites and any Third-Party Content, or service provided on this Sites or a third party site, is at your own risk. Teachable does not monitor or have any control over, and makes no claim or representation regarding Third-Party Content or Third-Party Sites and accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third-Party Content, Third-Party Sites, or websites linking to the Sites. When you leave the Sites, our terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Site, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

9. Registration

To use certain Services, including providing or accessing Courses, you will need to register and obtain a password-protected account. You agree to provide accurate and complete information when registering and at all times thereafter. You are solely responsible for maintaining the confidentiality of your account, username, and password, and for all activities associated therewith. Please contact us at [email protected] if you suspect your account was compromised or was used without your permission, and promptly take steps to secure your account. After registering for a myTeachable account, Students may save a credit card to their account in order to be able to enroll in and pay for multiple Courses through single sign on (“SSO”).

To the extent permissible under applicable law, Teachable will not be responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of use or misuse of your account, either with or without your knowledge. In cases where you have authorized or registered another individual, including minor children under the age of 18, to use your account, you are fully responsible for the online conduct of such person, controlling that person’s access to and use of the Sites and Services, and the consequences of any misuse by that person.

10. Errors and Corrections

Teachable does not represent or warrant that the Sites or any services offered through the Sites will be error-free or otherwise reliable, free of viruses, or other harmful components, or that defects will be corrected or that they will always be accessible. Teachable may make improvements and/or changes to the Sites and their features and functionality at any time, and will use commercially reasonable efforts to avoid disrupting peak hours, though some downtime may occur. Please contact individual Instructors directly to report errors in their respective Course content.

We reserve the right to amend the Sites, and any service or material we provide on the Sites, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Sites is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Sites, or the entire Sites, to Users.

11. Assumption of Risk

You are solely responsible for ensuring that your use of the Sites complies with applicable law and does not violate the rights of any third party, including, without limitation, intellectual property rights. You assume all liability for any claims, suits or grievances filed against you, including, but not limited to, all damages related to your use of the Sites.

DISCLAIMER

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Sites 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 the Sites for any reconstruction of any lost data. 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 SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITES LINKED TO IT.

THE SITES, SERVICES, COURSES, AND CONTENT ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS. TEACHABLE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TEACHABLE HAS NO OBLIGATION TO SCREEN OR MONITOR ANY CONTENT AND DOES NOT GUARANTEE THAT ANY CONTENT AVAILABLE ON THE SITES COMPLIES WITH THESE TERMS OF USE OR IS SUITABLE FOR ALL USERS. TEACHABLE DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, AND/OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF, OR IN ANY WAY RELATED TO (A) ANY ERRORS IN OR OMISSIONS FROM THE SITES, SERVICES, OR COURSES INCLUDING, BUT NOT LIMITED TO, TECHNICAL FUNCTIONALITY OR INACCURACIES; (B) THIRD PARTY COMMUNICATIONS; (C) ANY THIRD PARTY CONTENT THEREIN DIRECTLY OR INDIRECTLY ACCESSED THROUGH LINKS ON THE SITES, INCLUDING BUT NOT LIMITED TO ANY ERRORS IN OR OMISSIONS THEREFROM; (D) THE UNAVAILABILITY OF THE SITES, SERVICES, COURSES, OR ANY PORTION THEREOF; (E) YOUR USE OF THE SITES; AND (F) YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THE SITES.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, TEACHABLE, ITS PRESENT AND FUTURE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, SUPPLIERS, AND ANY THIRD PARTY INFORMATION PROVIDERS TO THE SITES, SHALL NOT BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM YOUR USE OF THE SITES, THE SERVICES, THE COURSES, ANY FACTS OR OPINIONS APPEARING THEREIN, THE CONTENT, OR ON OR THROUGH ANY THIRD-PARTY COMMUNICATIONS. TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, TEACHABLE SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE USE OF OR INABILITY TO USE OR ACCESS THE SITES, THE SERVICES, THE COURSES, THE CONTENT, OR ANY THIRD-PARTY COMMUNICATIONS. TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, TEACHABLE SHALL NOT BE LIABLE TO ANY PARTY FOR CLAIMS ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITES, THE SERVICES, OR THE COURSES, INCLUDING, WITHOUT LIMITATION, CLAIMS FOR COPYRIGHT INFRINGEMENT. TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY IS PROHIBITED OR FAILS OF ITS ESSENTIAL PURPOSE, TEACHABLE’S SOLE OBLIGATION TO YOU FOR DAMAGES SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO TEACHABLE OVER THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM(S), UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW.

12. Indemnification

You agree to indemnify, defend, and hold harmless Teachable, its present and future officers, directors, employees, agents, licensors, suppliers, and any third party information providers to the Sites from and against all claims, losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms of Use by you or arising from or related to your use or misuse of the Sites (including, without limitation, use in contravention of these Terms of Use, other Teachable policies, and copyright and other intellectual property law).

13. Third Party Rights

The sections titled Disclaimer, Limitation of Liability, and Indemnification are solely for the benefit of Teachable and its present and future officers, directors, employees, agents, licensors, suppliers, and any third-party providers to the Sites. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on their own behalf. Except as set forth herein, nothing express or implied in these Terms of Use is intended or implied to confer, and nothing herein shall confer, any rights, remedies, liabilities, or obligations whatsoever upon any person or entity. You may not assign your rights under these Terms of Use without Teachable’s prior written consent.

14. Unlawful Activity; Termination of Access

Teachable reserves the right to investigate complaints or reported violations of these Terms of Use and to take any action it deems appropriate, including but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties, and disclosing any information necessary or appropriate to such persons or entities relating to Users, User accounts, email addresses, usage history, posted materials, IP addresses, and web traffic information. Teachable may discontinue any User or visitor’s participation in the Sites and Services at any time for any reason or no reason. When Teachable terminates a User’s account, that User’s Content will, shortly thereafter, not appear on the Sites, except for User Content submitted to our forum or comments on our blog, which may remain on the Sites after termination. We may also retain an archival copy of your User Content after termination, and you hereby grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for compliance with any relevant laws and regulations and for our internal business purposes.

Without limiting the foregoing, Teachable will 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 Sites. YOU WAIVE AND HOLD HARMLESS TEACHABLE AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS, FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR AS A RESULT OF, ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we do not undertake to review User content material before it is posted on the Sites, 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 herein.

15. Remedies for Violations

Teachable reserves the right to seek all remedies available at law and in equity for violations of these Terms of Use, including but not limited to the right to block access from a particular IP address or other user identifier to the Sites.

16. Communications

Teachable may notify Users of relevant information regarding the Sites and Services in any of the following ways: (a) by emailing Users at the contact information they provide in their account registration, (b) by posting a notice in dashboard areas of the Sites, and (c) by posting the notice elsewhere on the Sites in an area suitable to the notice. It is each User’s responsibility to periodically review the Sites for such notices.

Subject to the Privacy Policy, if you send to Teachable or post on the Sites in any public area any testimonials, techniques, suggestions, workflows, or know-how (“User Submissions”), for any purpose, including the developing, manufacturing, and/or marketing or products or services incorporating such information, you acknowledge that Teachable can use such User Submissions without acknowledgement or compensation to you, and you waive any claim of ownership or compensation or other rights you may have in relation to your User Submissions. We actively review User Submissions for new ideas. If you wish to preserve any interest you might have in your User Submissions, you should not post them to the Sites or send them to us.

17. Governing Law and Jurisdiction; Disputes and Arbitration

These Terms of Use are governed by and construed in accordance with the internal law of the State of New York without regard to its principles of conflicts of laws. Any action arising out of or relating to these Terms of Use shall be filed only in the state or federal courts located in the County of New York in the State of New York, and you hereby consent and submit to the exclusive personal jurisdiction of such courts for the purpose of litigating any such action.

Any dispute, controversy, proceeding, or claim arising out of or in connection with or relating to these Terms of Use, any of Teachable’s policies, or the Sites and/or Services, in each case, whether in contract, tort, common or statutory law, equity or otherwise (collectively, a “Dispute”) shall be resolved by binding confidential arbitration by JAMS pursuant to its Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. The arbitration will be conducted in New York County, New York, unless you and Teachable agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall be deemed as preventing Teachable from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, dilution, or violation of our data security, intellectual property rights, or other proprietary rights.

YOU AND TEACHABLE EACH AGREE TO WAIVE ITS RIGHT TO TRIAL BY JURY AND THAT ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE ARISING HEREUNDER WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS, AND THAT YOU WILL NOT SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU ACT OR PROPOSE TO ACT IN A REPRESENTATIVE CAPACITY. YOU FURTHER AGREE THAT NO PROCEEDING WILL BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF TEACHABLE AND ALL PARTIES TO ANY SUCH PROCEEDING.

Limitation on Time to File Claims

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

18. California Civil Code Section 1789.3 Compliance

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Teachable must be addressed to our agent for notice and sent via certified mail to that agent. For our agent’s most current contact information, please send a request to [email protected].

California websites users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California, 95814, or by telephone at (916) 445-1254 or (800) 952-5210.

19. Privacy

Your use of the Sites is subject to our Privacy Policy.

20. Entire Agreement; Severability of Provisions; No Waiver

These Terms of Use incorporate by reference any notices contained on the Sites, including within the Privacy Policy, and constitute the entire agreement with respect to access to and use of the Sites, Services, Courses, and Content. If any provision of these Terms of Use is deemed unlawful, void, or unenforceable by a court of law exercising proper jurisdiction, that provision shall be deemed severed from the remaining provisions and shall not affect their validity and enforceability. No waiver of any provision hereof shall be valid unless in writing signed by the parties. Any failure to enforce any right or remedy hereunder shall not operate as a waiver of the right to enforce such right or remedy in the future or of any other right or remedy.

21. Changes to the Terms of Use

Teachable may review and update these Terms of Use at any time in our sole discretion and it is your responsibility to keep abreast of those changes. All changes are effective immediately when posted and apply to all access to and use of the Sites thereafter. Your continued use of the Sites following the posting of revised Terms of Use means that you accept and agree to the changes which are binding on you, so please check this webpage periodically for updates.

22. Contact Us

If you have questions or concerns regarding these Terms of Use, the Sites, or the Services, you may contact us at:

Teachable, Inc.

16 W. 22nd Street, 6th Floor

New York, New York 10010

Email: [email protected]

Community Terms of Service

This Terms of Use sets forth the Agreement between you and TLE Enterprises LLC (“we” or “us”) regarding your use of our web service and mobile applications, (collectively the “Service”). Please read this Agreement, because it contains important information about your content (you own it!), our limitation of liability to you, and your agreement to resolve any disputes by individual arbitration and to waive the right to participate in a class action, and information sharing between Members and Hosts.

If you cannot agree, don’t use our Service.

1. Using the Service

a. How It Works.

Our service enables people to create or participate in a community dedicated to an individual, identity, or interest (a “Mighty Network”) for free or for a fee. People who create Mighty Networks (“Hosts”) do so to invite in people (“Members”) to connect with each other, to message, and to exchange information and content. Hosts tailor their Mighty Network by the Members they invite, the conversations they organize, what they call their Mighty Network, and additional branding they may choose to use.

b. Who can use Mighty Networks.

You must be at least the age of majority in the state or country where you live to create or participate in a Mighty Network.

c. Registration.

When you set up a profile with Mighty Networks, you must provide us accurate information. We will treat registration information according to our Privacy Policy. Your name and contact information will be made available to your Host. You are responsible for maintaining the confidentiality of your password.

d. Privacy.

Our privacy practices are set forth in our Privacy Policy, which is part of this Agreement. By joining a Mighty Network, you are sharing personally identifiable information with your Host, other Members, and us.

e. Play Nice.

We hope you will take care to keep your interaction with others a positive experience for everyone. You agree to follow the Mighty Networks Acceptable Use Policy at all times. We reserve the right, but have no obligation or liability for, monitoring any interactions with other Members or Hosts of the Service. You may also submit a complaint or concern about another Member or Host to [email protected].

f. Termination.

You may close your Host or Member account at any time by going to account settings and disabling your account. We may suspend your use of the Service or the Service at any time for any reason, without any notice. We may terminate your account if you violate the Mighty Networks Acceptable Use Policyor for any other reason.

g. Feedback.

We welcome your feedback and suggestions about how to improve Mighty Networks. Submit feedback at [email protected]. By submitting feedback, you agree to grant us the right to use it for free.

2. Your Content Stays Yours: You keep complete ownership of all content, but give us permission to run Mighty Networks, such that your content shows up, but that’s it. Make sure you have permission to use content that you post on Mighty Networks.

a. Your Content.

The Service enables you to add posts, articles, photos, videos, questions, polls, links, files, events, groups, and chat with other Members. The Service also allows you, if you are a Host, to create a personalized name for your Mighty Network (“Your Network Name”), which will appear in a subdomain accessible directly to visitors and Members (e.g. Your Network Name.mn.co). All material that you upload, publish or display to others via a Mighty Network is “Your Content.” If you are Host, Your Content includes Your Network Name. Material that a Member uploads, publishes, or displays to others via a Mighty Network is “User Generated Content”. Your Content, including User Generated Content, does not include Data (defined below).

b. You (and the people you license Your Content from) keep complete ownership of all Your Content. By posting Your Content on the Service, you grant us a license to show it on your Mighty Network, but you and your licensors still own it.

In legalese: In connection with your use of the Service, you hereby grant and will grant Mighty Software, Inc. and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable (through multiple tiers), perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, and otherwise use Your Content in connection with the operation of the Service in any form, medium or technology now known or later developed, including publication and use on any Integrated Services (as defined below). This license includes the right for us to make Your Content available to other entities and individuals who partner with us in the delivery of the Service. If you join a Network that is Private or Secret, rather than Public, only we, your Host and Users who are invited to join that Network will be able to see Your Content that you post on that Network. Mighty Software, Inc. may preserve Your Content and may also disclose Your Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Use; (c) respond to claims that any Your Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Mighty Software, Inc., its Users and the public. The technical processing and transmission of Your Content may involve transmissions over various networks and changes to conform to technical requirements of connecting networks or devices.

c. Play Nice.

You agree to follow the Mighty Networks Acceptable Use Policy. Do not infringe the intellectual property and personal rights with Your Content. You accept responsibility if Your Content violates the intellectual property or personal rights of others. You agree to pay all royalties, fees, and any other monies owed to any person by reason of any of Your Content. We are not obligated, but reserve the right, to remove or suspend, in whole or part, Your Content that violates the Mighty Networks Acceptable Use Policy or for any other reason.

3. Copyright and Trademark Policies

The Mighty Networks Copyright Policy and Mighty Networks Trademark Policy are incorporated by reference into this Agreement. If you believe that your intellectual property is being violated on the Service, you can submit a complaint and request for takedown of specific material at [email protected].

4. Our Content and Materials

a. Data.

You own Your Content and User Generated Content. Mighty Software, Inc, collects and stores data about Mighty Networks, Hosts, and Members (“Data”) in order to run the Service more effectively and efficiently. Our Privacy Policy explains how we do this, and your rights to opt out.

b. Our Content and Materials

All right, title, and interest in the Service, including the Mighty Networks buttons, badges, logos, widgets, text, images, design, software, documentation, source code, algorithms, graphics, photographs, video and audio files, other files, data, and the selection, arrangement, structure, coordination, and “look and feel” thereof (excluding Your Content, User Generated Content, third-party web services or third-party content linked to or posted within the Service) (collectively “Our Content and Materials”) are the property of Mighty Software, Inc. and/or its licensors Copyright ©2018 Mighty Software Inc. and/or its licensors. The Mighty Networks name and logo, the Mighty Networks mark, the Mighty Networks logo are trademarks and service marks of Mighty Networks. We retain all right, title, and interest in and to the Data and Our Content and Materials. Except as expressly provided in these terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Our Content and Materials or Data without our express written permission.

c. Our Licenses to You.

Subject to these terms, including our Mighty Networks Acceptable Use Policy, we grant you a limited, non-exclusive license to use and access Our Content and Materials and the Service. If you are a Host, subject to these terms, we also grant you a limited, non-exclusive license to use and access certain Data for the purpose of maximizing Member engagement and facilitating communications. We may terminate this license at any time for any reason. Except for the rights and license granted in these terms, we reserve all other rights and grant no other rights or licenses, implied or otherwise.

d. No Endorsement or Screening.

Please note that the Service contains access to third-party content and other interactions over which we have no control. We assume no responsibility for, nor do we endorse, screen, or approve the content, offerings, or materials made available to you within a Mighty Network, or the conduct of parties who participate in a Mighty Network.

5. Rights and Obligations of Hosts

a. Contact Information of Members.

The name and contact information of Members who register to join a specific Mighty Network is made available to that Mighty Network’s Hosts in order to facilitate communications. A Host may use the contact information of Members solely to communicate with a Member for purposes related to the Mighty Network or the reasonably assumed interests of the Member who has joined the Mighty Network. In no event may a Host: i) sell contact information of a Member to a third-party, or ii) or use or disclose it for commercial purposes unrelated to the Mighty Network or the interest of Member who joined the Might Network.

b. Member Data.

Hosts are provided access to certain Data, which may be aggregated or personalized, in order to facilitate Member engagement and communications. The Host may not sell or share Data accessible from the Service to third parties.

c. Representation and Warranty of Hosts.

If you are a Host, it is important for you to respect and honor the trust of Members who join the Mighty Network you created. If you are a Host, you represent and warrant that, in your communications with Members and handling of Data, you: i) will comply with all applicable laws and regulations; and ii) will honor the restrictions set forth in Sections 5(a) and 5(b). If you are a Host, you also represent and warrant that all advertising, sponsorships, and promotions you introduce to your Mighty Network will comply with all applicable laws, regulations, and industry guidelines, including but not limited to the FTC December 2015 guidance regarding native advertising. If you are a Host with Members in the European Union, you represent and warrant that you have obtained user consent prior to sending emails outside of the Service, as EU law requires opt-in consent for emails. You must provide a means of opting-out of any emails.

d. Takedown Assistance.

In the event that a party misdirects a takedown request directly to the Host (within or outside of the Service), the Host will redirect the takedown request directly to [email protected] within two (2) business days.

e. EU Data Processing Addendum.

If you are a Host, effective May 25, 2018, this Agreement includes the EU Data Processing Addendum.

6. Integrated Services

You may enable various online services like Facebook to be integrated into your Mighty Networks Host or Member account or Mighty Network (“Integrated Services”). For example, you may be able to share or access your Might Network activity on Integrated Services such as Facebook. To take advantage of these features, we may ask you to register for or log into the Integrated Services on the websites of their providers. By enabling Integrated Services in connection with the Service, you are allowing us to pass to, and receive from, these Integrated Services your login information and other Data for use in connection with the Service and/or the Integrated Services. For more information about the implications of activating these Integrated Services and our use, storage, and disclosure of information related to you and your use of such services within Mighty Networks (including your friend lists and the like), please see our Privacy Policy. However, please remember that your use of any Integrated Services, and the manner in which any Integrated Services offer or perform their services and collect, use, store, and disclose your information is governed solely by the terms of use, privacy policies, and other policies of such third parties, and we shall have no liability or responsibility for the privacy practices or other actions of any Integrated Services or any other third party site or service, whether or not they are directly enabled within the Service.

7. Premium Services

a. Fees.

If you select a portion of the Service for which a fee applies (“Premium Service”), you agree to pay the applicable fee when you sign up. For a Premium Service, you will be required to select a payment plan and instrument for payment. For Premium Services, additional terms may apply, and you may be asked to agree to additional terms by separate agreement.

b. No Refund at Termination.

If you as a Host terminate your Premium Service, we will not refund any payment for your unused Premium Service.

If we terminate your Premium Service for violation of the terms of this Agreement or our policies, we will not refund any amount paid for unused Premium Service.

If you are a Member and your Host terminates your Premium Service, or you terminate your subscription yourself, your Host will decide whether to provide you with a refund.

8. Disclaimers and Limitation of Liability

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF MIGHTY SOFTWARE, INC. ENTITIES TO YOU. “MIGHTY SOFTWARE, INC. ENTITIES” MEANS MIGHTY SOFTWARE, INC., AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES OF EACH OF THEM. EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:

a. WE ARE PROVIDING YOU THE SERVICE, ALONG WITH OUR CONTENT AND MATERIALS AND THE OPPORTUNITY TO CONNECT WITH OTHERS, ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, MIGHTY SOFTWARE, INC. ENTITIES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR TRADE USAGE.

b. MIGHTY SOFTWARE, INC. MAKES NO PROMISES WITH RESPECT TO, AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR: (i) CONTENT POSTED BY ANY MEMBER, HOST, OR THIRD PARTY, (ii) ANY THIRD-PARTY WEBSITE, THIRD-PARTY PRODUCT, OR THIRD-PARTY SERVICE LISTED ON OR ACCESSIBLE TO YOU THROUGH THE SERVICE, INCLUDING AN INTEGRATED SERVICE PROVIDER (iii) THE QUALITY OR CONDUCT OF ANY THIRD PARTY, HOST, OR MEMBER YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE SERVICE. MIGHTY SOFTWARE, INC. MAKES NO WARRANTY THAT (a) THE SERVICE OR ANY MIGHTY NETWORK WILL MEET YOUR REQUIREMENTS, (b) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (c) THE RESULTS OR INFORMATION THAT YOU MAY OBTAIN FROM THE USE OF THE SERVICE, OR ANY MIGHTY NETWORK, WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY MIGHTY NETWORK, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE.

c. YOU AGREE THAT UNDER THE MAXIMUM EXTENT PERMITTED BY LAW, MIGHTY SOFTWARE, INC. ENTITIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT MIGHTY SOFTWARE, INC. ENTITIES SPECIFICALLY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF DATA (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE) ARISING OUT OF IN ANY WAY CONNECTED WITH YOUR USE OF, OR INABILITY TO USE, THE SERVICE.

d. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE.

e. WITHOUT LIMITING THE FOREGOING, MIGHTY SOFTWARE, INC.’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SERVICE OR THIS AGREEMENT IS LIMITED TO THE AMOUNT PAID TO MIGHTY SOFTWARE, INC. IN CONNECTION WITH THE SERVICE IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY.

9. Indemnification

You agree to release, indemnify, and defend Mighty Software, Inc. Entities from all third-party claims and costs (including reasonable attorneys’ fees) arising out of or related to: i) your use of Service, ii) Your Content, iii) your conduct or interactions with other Hosts or Members of the Service, or iv) or your breach of any part of this Agreement. We will promptly notify you of any such claim, and will provide you (at your expense) with reasonable assistance in defending the claim. You will allow us to participate in the defense, and will not settle any such claim without our prior written consent. We reserve the right, at our own expense, to assume the exclusive defense of any matter otherwise subject to indemnification by you. In that event, you will have no further obligation to defend us in that matter.

10. Dispute Resolution, Arbitration, and Class Action Waiver

We hope that our customer success team can resolve any issues you may have. However, if that does not work, then both parties agree to resolve any dispute arising out of these terms exclusively by individual, binding arbitration. The term “dispute” is to be given the broadest possible meaning that will be enforced, and will include disputes related to your use of the Service, this Agreement (including the scope of this provision), regardless of whether such disputes are based in contract, tort, statute, fraud, unfair competition, or some other legal theory. Disputes regarding privacy shall be resolved by the mechanisms outlined in our Privacy Policy.

The arbitration process can be a faster, simpler, less formal, and less expensive route than filing a lawsuit and going to court. In arbitration you are still entitled to a fair hearing, but your rights will be determined by a neutral arbitrator (and not a judge or jury). Arbitrator decisions are as enforceable as any court order, and are subject only to very limited review by a court. Each party is giving up the right to sue in court and to have a trial before a judge or jury.

Each party here agrees to try in good faith for 30 days to informally resolve any dispute before starting arbitration. A party who intends to seek arbitration must first send the other a written notice that describes the nature and basis of the dispute as well as the relief sought. If you want to send such a notice to us, send it to [email protected]. If we want to send such a notice to you, we will send it to the email address associated with your account. If the parties do not reach an agreement to resolve the dispute within 30 days after the date the notice was sent, then the parties may start arbitration as described below.

The American Arbitration Association (AAA) will administer the arbitration, and the arbitration will be governed by the AAA’s Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes, as modified by these terms. Those rules and information about how to start arbitration are available at www.adr.org or by calling 1-800-778-7879. The arbitrator is bound by these terms. The arbitration will be conducted through the submission of documents, by phone, or in person in the county where you live or at another mutually agreed location.

The arbitrator’s award will be final and specifically enforceable under applicable law, and judgment may be entered upon it in any court with jurisdiction. The arbitration costs, including arbitrator compensation, will be shared between you and us according to the AAA’s Commercial Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes.

Any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. By agreeing to these terms, you are waiving the right to participate in a class action. Further, unless the parties mutually agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. If this waiver is found to be illegal or unenforceable, then the parties agree that this entire section will be unenforceable, that any dispute will be resolved exclusively in a state or federal court located in Santa Clara County, California, and that the parties both submit to the personal jurisdiction of such courts. If a claim proceeds in court rather than through arbitration, the parties waive any right to a jury trial.

This section does not: (i) prevent either party from litigating any dispute in small claims court; (ii) apply to disputes arising out of or related to infringement or other misuse of our intellectual property rights; or (iii) prevent either party from bringing a dispute to the attention of any federal, state, or local government agencies.

If you do not want to be bound by this binding arbitration provision and class action waiver, you must notify us within 30 days of the date that you first accept or receive these terms by sending a written notification to [email protected] that includes your actual name and Mighty Networks user name, address, and a clear statement that you do not wish to resolve disputes with us through arbitration.

11. General Legal Terms

a. Changes to these Terms.

We may amend this Agreement (including any policies, such as the Privacy Policy, Mighty Networks Acceptable Use Policy, Mighty Networks Copyright Policy , and Mighty Networks Trademark Policy that are incorporated into this Agreement) at any time in our sole discretion. If we amend the terms to this Agreement, such amendment will be effective after we send you notice of the amended agreement. Such notice will be in our sole discretion and manner of notification could include, for example, via email, posted notice on the Service, or other manner. You can view the Agreement at any time at here. Your failure to cancel your account, or cease use of Mighty Networks, after receiving notification of the amendment, will constitute your acceptance of the amended terms. If you do not agree to the amendments or to any of the terms in this Agreement, your only remedy is to cancel your account or to cease use of Mighty Networks.

b. Governing Law and Jurisdiction.

You agree that Mighty Networks is operated in the United States and will be deemed to be solely based in California and a passive service for purposes of jurisdictional analysis. For any claims for which arbitration is inapplicable, you agree that such claims will be brought in federal or state court in Santa Clara County, California and governed by laws of the state of California, without regard to any conflict of law provisions.

c. Use Outside of the United States.

Mighty Software, Inc. expressly disclaims any representation or warranty that the Service complies with all applicable laws and regulations outside of the United States. If you use the Service outside of the United States, you expressly understand and agree that you are responsible for determining compliance with different laws, regulations, or customs that may apply in connection with your use of the Service.

d. Export.

The Service is controlled and operated from our United States offices in California. Mighty Networks software is subject to United States export controls. No software for Mighty Networks may be downloaded or otherwise exported or re-exported in violation of any applicable laws or regulations. You represent that you are not (1) located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country, and (2) listed on any U.S. government list of prohibited or restricted parties.

e. Applications and Mobile Devices.

If you access the Service through a Mighty Networks mobile application, you acknowledge that this Agreement is between you and Mighty Software, Inc. only, and not with another application service or application platform provider (such as Apple, Inc. or Google Inc.), which may provide you the application subject to its own terms. To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply.

f. Survival.

The following provisions will survive expiration or termination of this Agreement: Sections 1(f)(Termination), 1(g)(Feedback), 2(b)-(c)(Your Content and Your Responsibilities for Your Content), 4(a)(Data) and 4(b)(Our Content and Materials), Section 5(c)(Representation and Warranty of Hosts), any outstanding payment obligations pursuant to Section 7(Premium Services) and Sections 8-11.

g. Notice for California Users.

Under California Civil Code Section 1789.3, California web users are entitled to the following specific consumer rights notice: The Service is provided by Mighty Software, Inc., located in Palo Alto, California. If you have a question or complaint regarding the Service, please contact Mighty Software, Inc. at [email protected]. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.

h. Government End Users.

Any Mighty Networks software and related documentation are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202 (as applicable). Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202- 1 through 227.7202-4 (as applicable), the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. government end users: (i) only as Commercial Items; and (ii) with only those rights as are granted to all other end users pursuant to this Agreement.

i. Assignment.

You may not assign or transfer this Agreement (or any of your rights or obligations under this Agreement) without our prior written consent; any attempted assignment or transfer without complying with the foregoing will be void. We may freely assign or transfer this Agreement. This Agreement inures to the benefit of and is binding upon the parties and their respective legal representatives, successors, and assigns.

j. Electronic Communications.

You consent to receive communications from us by email in accordance with this Agreement and applicable law. You acknowledge and agree that all agreements, notices, disclosures, and other communications that we provide to you electronically will satisfy any legal requirement that such communications be in writing.

k. Entire Agreement / Severability.

This Agreement supersedes all prior terms, agreements, discussions and writings regarding the Service and constitutes the entire agreement between you and us regarding the Service, except as provided for in Section 7. If any provision in this Agreement is found to be unenforceable, then that provision will not affect the enforceability of the remaining provisions of the agreement, which will remain in full force and effect.

l. Interpretation.

In construing or interpreting the terms of this Agreement: (i) the headings in this Agreement are for convenience only, and are not to be considered, and (ii) no presumption is to operate in either party’s favor as a result of its counsel’s role in drafting this Agreement.

m. Notices.

All notices permitted or required under this Agreement, unless specified otherwise in this Agreement, must be sent in writing as follows in order to be valid: (i) if to you, by us via email to the address associated with your account, and (ii) if to us by you via [email protected]. Notices will be deemed given (a) if to you, when emailed, and (b) if to us, on receipt by us.

n. Relationship.

This Agreement does not confer any third-party beneficiary rights and does not create a joint venture, agency, partnership, or other form of joint enterprise between you and us. Except as expressly provided herein, neither party has the right, power, or authority to create any obligation or duty, express or implied, on behalf of the other.

o. Waiver.

No waiver of any terms will deemed a further or continuing waiver or such term or any other term. Our failure to assert a right or provision under this Agreement will not constitute a waiver of such right or provision.

p. Further Assurances.

You agree to execute a hard copy of this Agreement and any other documents, and take any actions at our expense that we may request to confirm and effect the intent of this Agreement and any of your rights or obligations under this Agreement.

q. Contact.

Feel free to contact us at [email protected] with any questions about these terms.

r. Agreement to Terms.

When you use the Service, you agree to the terms of use set forth in this agreement (including the Privacy Policy and Mighty Networks Acceptable Use Policy), regardless of whether you are a registered user.

s. Changes to the Service.

We are always trying to improve your experience on the Service. We may need to add or change features and may do so without notice to you.