AME Engage

TERMS OF USE

 

 We are willing to provide our Services to you on the condition that you first accept these terms of use (“Terms”). By using this website, you represent that you have read and understand these Terms and that you agree to be bound by the Terms as set forth below. AME Learning Inc. (“AME”) reserves the right at its discretion to modify the Terms under which this website is offered. If changes are made, then an update will be made available and will contain the date at which the updated Terms became effective. If you use our Services after the updated Terms date, then you are agreeing to accept the updated Terms.

Certain features of this Service may be provided by third parties and the use of such features may be conditioned upon your agreement to such third parties’ terms of use and privacy policies. You understand that the Terms apply only to the parts of the Service that reside on AME’s servers and not to those that reside on third-party servers not controlled by AME.

 PRIVACY

AME is concerned about the safety and privacy of all users of the Service. Please read our Privacy Policy, which is an important part of the Terms. During the course of using the Services, we may ask you to share certain personal information for us to provide you with the Services. Our Privacy Policy describes our policies around collecting, using, and maintaining the privacy of your personal information.

OWNERSHIP

All rights (including without limitation, copyrights, trademarks, patents, and trade secrets) in our Services and the content contained therein, other than User Content, (“AME Content”) are and will remain the sole and exclusive property of AME and/or its licensors. No title to or ownership of any portion of our Services, the AME Content or any other products or services manufactured, sold, and/or distributed or otherwise made available by us, or any proprietary rights related to those Services, is or will be transferred pursuant to or by virtue of these Terms. AME hereby grants you a limited, non-exclusive, non-sublicensable, revocable license to display and use the AME Content (other than software code) solely for your personal use in connection with using the Services in accordance with these Terms.

PROPRIETARY SERVICES

AME operates electronic platforms that enable students, instructors, and practitioners to access and use certain online products and services offered by AME (the "Service(s)") through this website. The Material on this website includes general non-proprietary information available to all users of this website, but to access and use the Services you are required to register an account on this website.

LIMITED LICENSE

AME grants you a limited, non-exclusive, non-transferable license to use our Services for your own personal non-commercial, educational purposes. Any commercial use in violation of these Terms is not permitted. Except as provided in these Terms, you may not copy, reproduce, publish, transmit, transfer, sell, rent, modify, create derivative works from, distribute, repost, perform, display, or in any way commercially exploit the Materials provided on this website, nor may you infringe upon any of the copyrights or other intellectual property rights contained in the Materials.

AME is the owner and authorized user of all trademarks, logos, service marks and trade names ("Trademarks") on this website and is the owner or licensee of the Materials available on this website. You may not use any Trademark displayed on this website without our prior written consent. You may not remove or alter, nor cause to be removed or altered, any copyright, trademark, or other proprietary notices or visual marks and logos from the Materials.

You shall provide, at your own expense, suitable equipment, software, and internet access as necessary to access and use our Services. You are responsible for all your actions and activities while using our Services. Neither our Services nor any portion thereof may be displayed, copied, downloaded, sold, resold, used, distributed, or otherwise exploited for any commercial purpose without our prior written consent.

You acquire no rights or licence whatsoever in the Materials other than the limited rights to use them per these Terms. AME reserves any rights not expressly granted under these Terms. AME reserves the right to modify, update, suspend, discontinue, or restrict the use of or access to this website or any portion of this website at any time and without notice or liability.

You understand and agree that:

·        our Services may have limits, including but not limited to licensing that restricts the length of time for which you can access the Services, file size limitations, and maximum allowable storage space;

·        some services allow you to add your own original content (“User Content”). By submitting User Content to our Services, you hereby grant us a worldwide, royalty-free, non-exclusive, sublicensable and transferable license to use, distribute, reproduce, perform, and display User Content in connection with our Services. You acknowledge that use of our Services is for your personal use only;

·        we cannot and do not guarantee the continuous, uninterrupted, or error-free operability of our Services or that our Services will operate at a specific speed (since this depends on a number of factors outside our control).

 ACCOUNT

 To gain access to some of our Services you will need to create an account by registering with a username and password and providing some personal information. You pay for a pin which will allow you to access the Services after you create your account.  Or you may gain access to our Services through a single sign-on integration with a third-party provider (i.e. VitalSource, Canvas, Blackboard, D2L, Moodle, Respondus, etc.). If you gain access through a third-party single sign-on, then you will have gained access using the username and password that is associated with the third-party service and you will have been responsible for accepting the terms of use of the third-party service. We accept no responsibility for any violations of a third-party’s terms of use.

You are responsible for maintaining the confidentiality of your password and account and are fully responsible for all activities that occur under your username, password or account. You may not share or distribute to a third party any username or password for accessing the Services or the Materials. You may access and use the Services and the Materials only for your personal research or study. If we have reason to believe you have shared your password information or access to your account or have used the Services in violation of the provisions herein, we may suspend or terminate your account and refuse all current or future use of the Services.

RESTRICTIONS

Under no circumstances may a user of the Service: (i) frame or utilize framing techniques to enclose any part of the Service; (ii) gather, obtain, use, access or otherwise copy any part of the Service or Materials by using any bot, spider, crawler, spyware, engine, device, software or any other automatic device, utility or manual process of any kind; (iii) use the Service or any features available on the Service in any manner with the intent to interrupt, damage, disable, overburden or impair the Service or such services; (iv) engage in any activity that interferes with another user’s access, use or enjoyment of this Service; (v) engage in systematic retrieval of content from the Services or the Materials to create or compile, directly or indirectly, a collection, compilation, database or directory; (vi) disseminate any portion of the Services or the Materials through any means; or (vii) reverse engineer the Services, nor circumvent, disable, or otherwise interfere with any technical and/or other limitations, including without limitation security-related features.

TERMINATION

AME reserves the right at any time, and from time to time, to discontinue, temporarily or permanently, the Service or any part thereof or terminate any user’s access to the Service or any part thereof. AME may also modify, delete or adapt the Service at any time without any notice or obligation to the user at AME’s sole discretion. Your right to use and otherwise access the Service is automatically terminated if you violate the Terms. You agree that AME will not be liable to you or any third party for any modification, suspension, or discontinuation of the Service, or any part thereof. Upon termination for any reason, you must cease all access to the Service. All provisions of the Terms as to limitation and disclaimer of warranties, limitation of liability, AME’s ownership rights and your representations and indemnities shall survive termination.

DISCLAIMERS AND LIMITED WARRANTY

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT NO WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ARE MADE BY AME OR ITS LICENSORS AND AME AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE AND NON-INFRINGEMENT;

NEITHER AME NOR ITS LICENSORS MAKE ANY WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, AVAILABLE FOR ANY LENGTH OF TIME, SECURE, OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS OR DEFECTS IN THE SERVICE WILL BE CORRECTED; AND

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED FROM THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK; NEITHER AME NOR ITS LICENSORS SHALL BE LIABLE, AND YOU WILL BE SOLELY RESPONSIBLE, FOR ANY AND ALL LOSS, OR CORRUPTION, OF DATA UPLOADED OR INPUTTED BY YOU THROUGH THE USE OF THE SERVICE, AND ALL SERVICING, REPAIR, OR CORRECTION AND ANY DAMAGE TO YOUR HARDWARE AND SOFTWARE THAT MAY RESULT FROM THE USE OF THE SERVICE.

CORRECTIONS, THIRD PARTY SITES

The Materials and the Services may contain technical inaccuracies or typographical errors or omissions. AME is not responsible for any such typographical or technical errors. AME reserves the right to make changes, corrections, and improvements to our websites, materials and services at any time without notice.

This website may from time to time contain links or pointers to websites maintained by third parties. AME does not operate or control in any way any information, products, or services on these third-party websites and AME expressly disclaims any responsibility for such third-party websites, which are provided for your convenience on an "as is" basis without warranties of any kind, express or implied.

LIMITATION OF LIABILITY

IN NO EVENT WILL AME OR ITS LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOST TIME, LOST MONEY, LOST DATA, LOST PROFITS OR GOODWILL, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR OTHERWISE, AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEN OR UNFORESEEN CONCERNING ANY USE OF AME MATERIALS, WEBSITES, THE SERVICES, OR OTHERWISE ARISING FROM OR RELATING TO THESE TERMS OF USE AND IN NO EVENT SHALL THE LIABILITY OF AME OR ITS LICENSORS FOR WHATEVER CAUSE EXCEED THE FEES PAID BY YOU IN CONNECTION WITH YOUR USE OF THE AME MATERIALS, OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THE FOREGOING EXCLUSION OF LIABILITY IS NOT PERMITTED UNDER APPLICABLE LAW, AME'S LIABILITY IN SUCH CASE WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

INDEMNIFICATION

To the extent permitted by applicable law, you will defend, indemnify, and hold harmless AME, its licensees, and our respective affiliates, parents, and subsidiaries and their respective officers, directors, agents, representatives, successors and assigns (the “AME Indemnitees”) from and against all liability and expense, including without limitation reasonable counsel fees and costs, arising from any claim, suit, or proceeding brought against a AME Indemnitee (i) claiming that User Content infringes or misappropriates any patent, copyright, trademark, trade secret, or other proprietary right of any third party or (ii) in connection with your violation of these Terms or your access to, use, or misuse of the Materials, this website, or the Services.

In the event of a claim triggering your obligation to indemnify, you shall provide us with (i) prompt written notice of any such claim; (ii) control over the defense and settlement of such claim and (iii) proper and full information and assistance to settle or defend any such claim.

INJUNCTIVE RELIEF

You agree that any breach of your obligations with respect to AME’s proprietary or intellectual property rights will result in irreparable injury to AME for which money damages are inadequate, and you therefore agree that AME shall be entitled to seek injunctive relief, without the requirement of posting a bond, in addition to any other relief that a court may deem proper.

GENERAL INFORMATION; GOVERNING LAW

The Terms constitute the entire agreement between you and AME, govern your use of the Service, and supersede any prior agreements between you and AME concerning the Service. You also may be subject to additional Terms that may apply when you use affiliated services, third-party content or third-party software. To the fullest extent permitted by applicable law, the Terms and the relationship between you and AME will be governed by the laws of the Province of Ontario without regard to its conflict of law provisions. To the fullest extent permitted by applicable law, you and AME agree to submit to the personal and exclusive jurisdiction of the courts located within the City of Toronto, Ontario. The failure of AME to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.