TERMS AND CONDITIONS

Brainfood Classroom Portal Terms of Use

Applicable To All Users

Acceptance of Terms

By using this website Brainfood Classroom Portal, you (hereinafter referred to as the User or Users agree to all terms, conditions, and notices contained or referenced in these Terms of Use Terms. These Terms apply to your use of Brainfood Classroom Portal and all materials, information, software, content, products, and services that are owned or licensed by Brainfood, LLC Brainfood, and included in, or available through, Brainfood Classroom Portal Brainfood Portal Content, as well as any content owned or licensed by a Third-Party content provider that is included in, or available through Brainfood Classroom Portal with that Third-Partys permission Third-Party Content, Brainfood Content and Third-Party Content, collectively Content. If the User is a minor, they shall be the responsibility of their parent/guardian, who shall ensure that the User adheres to the Terms. Any Third-Party Content uploaded or otherwise made available by a Third-Party is and remains the sole property of the Third-Party or the Third-Party licensors. By uploading or otherwise making available any Third-Party Content, you automatically grant and/or warrant that the owner has granted Brainfood, the perpetual royalty-free, non-exclusive right and license to use, reproduce, publish, distribute, display, and transmit the Third-Party Content through the channel into which you have uploaded or authorized Brainfood to upload the Third-Party Content. You also permit any User of Brainfood Classroom Portal with access to that channel, subject to your restrictions, to access, view, store, and reproduce the Third-Party Content to the same extent permitted herein. To the extent provided for in the specific terms of the governing agreement between Brainfood and the Third-Party, Third-Party Content may be removed, obscured, altered or modified by the Third-Party, subject to the terms and conditions set forth herein with respect to the use of Brainfood Classroom Portal. Brainfood reserves the right to change these Terms at any time, effective upon posting the updated Terms on the Brainfood Classroom Portal login page. The most current version is always available by clicking on the Terms of Use link located at the bottom of the login page of Brainfood Classroom Portal.

Permitted Use

Brainfood Classroom Portal is to be used for the purpose of accessing the education program licensed by or for the benefit of the User(s). Brainfood grants the User the non-exclusive, non-transferable, limited license to access, visit, use, view, and print the Content, solely for the Users own personal non-commercial use in connection with such education program, provided the User keeps intact all copyright and other proprietary notices. Use of the Content or materials for any purpose not expressly permitted in these Terms is prohibited.

Users may not

(1) remove, obscure, or alter the Content in any way except as agreed to in writing by Brainfood,

(2) use Brainfood Classroom Portal in any manner that could damage, disable, overburden, or impair any Brainfood server or the network(s) connected to any Brainfood server, or interfere with any other party’s use and enjoyment of Brainfood Classroom Portal,

(3) gain or attempt to gain unauthorized access to any accounts, computer systems, or networks connected to any Brainfood server through hacking, password mining, or any other means, or

(4) obtain or attempt to obtain any materials or information through any means not intentionally made available through Brainfood Classroom Portal.

Any use of Brainfood Classroom Portal for the following purposes is strictly prohibited.

By using Brainfood Classroom Portal, you agree that you will NOT:

– Send, receive, or display pornographic, obscene, sexually explicit material, or any material harmful to minors

– impersonate any person or entity (through the use of their password or other means), including any employee or representative of Brainfood

– copy or distribute content included in Brainfood Classroom Portal (including postings on the Message Boards, Email messages, or curriculum materials,

including answer keys) without the owner’s permission

– solicit or collect information about the Users or members of this site, especially for the purpose of transmitting, or facilitating transmission of, unsolicited or bulk electronic email or communications

– use the school-provided communication services in connection with surveys, contests, pyramid schemes, chain letters, junk e-mail, spamming, or any duplicative or unsolicited messages (commercial or otherwise)

– upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property

– solicit or collect personal information (including name, address, and phone number) from anyone under eighteen (18) years of age without verified parental consent

– display threatening or offensive material, including using swear words, offensive, vulgar, or obscene language

– display racist, prejudiced, or discriminatory messages or pictures

– violate any state or federal law

– reveal another User’s or a minor’s personal address, phone number, or similar information to others without their consent or verified parental consent

– violate any copyright, trademark, patent, trade secret, or other intellectual property laws or otherwise use intellectual property of another individual or

entity without the owner’s permission—this includes providing links to and including other copyrighted or trademarked material from third parties in

Brainfood Classroom Portal (including posting on the Message Boards or in Email messages) without permission as well as using any trademarks, service

marks, or other marks in social media or other websites without the owner’s permission

– trespass in another’s folders, work, or files

– promote commercial activities except as agreed to in writing by Brainfood

– advertise products or services or engage in political lobbying

– defame, harass, insult, abuse, stalk, threaten, attack, or otherwise violate the legal rights (such as privacy and publicity) of another person or interfere with

another person’s work, including, but not limited to, sending unwanted Email messages or e-mail

– provide material support or resources to (or conceal the nature, location, source, or ownership of material support or resources of) any organization(s)

designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act.

Each User will have a username and password (the Login Information) for the purpose of accessing Brainfood Classroom Portal and the Content. Users must keep all Login Information strictly confidential, and all Login Information may be used only by the assigned User. Users are responsible for maintaining the security and confidentiality of all Login Information and for preventing access to Brainfood Classroom Portal and/or the Content by unauthorized persons using a Users Login Information. Users are responsible for any and all activities that occur under their account. Users must notify Brainfood immediately of any unauthorized use of their account or any other breach of security. Notwithstanding the foregoing, certain employees of Brainfood will be permitted to log in as someone other than themselves, after receiving the approval of their supervisor and undergoing specific training.

Proprietary Rights

The User acknowledges and agrees that certain of the information available in Brainfood Classroom Portal is protected by various copyrights, trademarks, service marks, patents, trade secrets, or other intellectual property rights and laws and may only be used as permitted by law and with the permission of the owner. Except as expressly authorized by Brainfood, Users may not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from or otherwise exploit the Content or features in Brainfood Classroom Portal in any form or medium. Users are fully responsible for their own use and for ensuring such use does not infringe on the rights of Brainfood or third parties. In addition to potential legal action, any unauthorized use including copying or reposting of Brainfood or Third-Party intellectual property may result in one or more of the following: termination of access to Brainfood Classroom Portal, school-based disciplinary action, and/or removal from the school, course offering or program of study.

Copyright Infringement

Content is owned or controlled by Brainfood or the Third-Party credited as the provider of the Content, and its contents may not be copied, reproduced, distributed or modified in any way without the express written consent of Brainfood. If you have any copyright concerns about any materials posted in Brainfood Classroom Portal by others, please let us know. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. 512). Unless otherwise stated in any specific DMCA designation provided by Brainfood, please provide us with written notice Notice by contacting our Designated Agent at legal@brainfoodacademy.com

To be effective, the Notice must include the following:

– A physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, (Complaining Party) of an exclusive right that is allegedly being infringed upon;

– Information reasonably sufficient to permit Brainfood to contact the Complaining Party, such as an address, telephone number, and if available, an electronic mail address;

– Identification of the allegedly infringing material on Brainfood Classroom Portal Infringing Material, and information reasonably sufficient to permit Brainfood to locate such material on Brainfood Classroom Portal;

– Identification of the copyrighted work claimed to have been infringed upon Infringed Material, or if multiple copyrighted works on Brainfood Classroom Portal are covered by a single Notice, a list of each copyrighted work claimed to have been infringed (please be specific as to which Infringing Material is infringing on which Infringed Material);

– A statement that the Complaining Party has a good faith belief that use of Infringing Material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

– A statement that the information in the Notice is accurate, and under penalty of perjury, that the Complaining Party is the owner or is authorized to act on

behalf of the owner of an exclusive right that is allegedly infringed.

Trademarks

Brainfood Classroom Portal contains trademarks and service marks of Brainfood and of third parties. These marks may only be used in accordance with Brainfood’s Trademark Usage Guidelines within the Website Terms of Use on the public website. For permission to use the Brainfood name or logo or any Brainfood marks outside of the Trademark Usage Guidelines, contact legal@brainfoodacademy.com. Any use of any Brainfood or Brainfood marks that does not comply with the Trademark Usage Guidelines is strictly prohibited.

Links

Brainfood Classroom Portal may contain links to other websites or other resources that are provided for the User’s convenience. Unless otherwise noted, these linked sites are not under the control of Brainfood and Brainfood is not responsible for the content available on Third-Party-linked sites. Brainfood makes no representations, warranties, or other commitments whatsoever about any Third-Party websites or Third-Party resources that may be referenced, accessible from, or linked to Brainfood Classroom Portal. A link to a website does not mean that Brainfood endorses the content, the website owner or use of such website. In addition, Brainfood is not a party to or responsible for any transactions the User may enter into with third parties, even if the User learns of such parties (or uses a link to such parties) from Brainfood Classroom Portal. Accordingly, the User acknowledges and agrees that Brainfood is not responsible for the availability of such external websites or resources, except where specifically contracted for, and is not responsible or liable for any content, services, products, or other materials on or available from those websites or resources.

Privacy

You agree that your use of Brainfood Classroom Portal is also subject to the Privacy Policy, which is part of these Terms.

Export Control

Brainfood controls and operates Brainfood Classroom Portal from its headquarters in the United States and makes no representation that the Content is appropriate or available for use in other locations. If you use Brainfood Classroom Portal from other locations, you are responsible for compliance with applicable state and federal laws, including, but not limited to, export and import control laws and regulations of the United States. No software from this site may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or connecting to Brainfood Classroom Portal, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Warranty and Other Disclaimers

Brainfood is committed to ensuring the accuracy of all information included in Brainfood Classroom Portal, subject to the following limitations:

– Brainfood will use reasonable efforts to keep the information current and to ensure the accuracy or completeness of materials available through

Brainfood Classroom Portal. However, materials available through Brainfood Classroom Portal are not promised or guaranteed to be correct, current, or complete, and may contain inaccuracies or typographical errors.

– The User acknowledges that Brainfood is not liable for the conduct of any party using Brainfood Classroom Portal or for any defamatory, offensive, infringing, or illegal materials contained on Brainfood Classroom Portal or in any Communication Service, and Brainfood reserves the right to correct any errors or omissions and remove any materials from Brainfood Classroom Portal at its sole discretion and without liability of any kind.

Disclaimer of Warranty

USE OF BRAINFOOD CLASSROOM PORTAL OR ANY COMMUNICATION SERVICE IS AT THE USERS SOLE RISK. ALL MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ARE PROVIDED AS IS WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. BRAINFOOD EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITATION, BRAINFOOD MAKES NO WARRANTIES OR GUARANTEES THAT BRAINFOOD CLASSROOM PORTAL WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. THE USER UNDERSTANDS AND AGREES THAT IF THE USER DOWNLOADS OR OTHERWISE OBTAINS MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, OR SERVICES, THE USER DOES SO AT THE USERS OWN DISCRETION AND RISK AND THAT USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO THE USERS COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO THE USER.

Limitation of Liability

UNDER NO CIRCUMSTANCES WILL BRAINFOOD BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE BRAINFOOD CLASSROOM PORTAL OR ANY COMMUNICATION SERVICE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF BRAINFOOD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, BRAINFOOD’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

Release

THE USER HEREBY RELEASES AND FOREVER DISCHARGES BRAINFOOD, ITS AFFILIATES, EMPLOYEES, CONTRACTORS, OFFICERS AND DIRECTORS, AGENTS, SUCCESSORS, AND ASSIGNS RELEASED PARTIES, FROM ALL ACTIONS, CAUSES OF ACTION, INJURIES, CLAIMS, DAMAGES, COSTS, OR EXPENSES OF ANY KIND GROWING OUT OF OR RELATED TO THE USER OR USERS MINOR CHILD(REN)S USE OF BRAINFOOD CLASSROOM PORTAL OR ANY COMMUNICATION SERVICE. THE USER UNDERSTANDS THAT THIS IS A FULL AND COMPLETE RELEASE TO THE MAXIMUM EXTENT ALLOWED BY LAW OF ALL CLAIMS AND DAMAGES TO WHICH YOU OR YOUR MINOR CHILD(REN) MAY HAVE AS A RESULT OF THEIR USE OF BRAINFOOD CLASSROOM PORTAL REGARDLESS OF THE SPECIFIC CAUSE THEREOF.

Indemnification

Upon request by Brainfood, the User agrees to defend, indemnify, and hold harmless Brainfood and its affiliates, employees, contractors, officers, directors, Third-Party content providers and licensors from all liabilities, claims, and expenses, including attorneys fees, which arise from the Users use or misuse of Brainfood Classroom Portal, Content, or any Communication Services. Brainfood reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate with Brainfood in asserting any available defenses.

Governing Law, Choice of Law, and Forum

The use of Brainfood Classroom Portal shall be governed by and construed in accordance with the laws of the State of Utah, excluding its conflicts of law rules. The User expressly agrees that the exclusive jurisdiction for any claim or action arising out of or relating to the Users use of Brainfood Classroom Portal shall be filed only in the state or federal courts located in the State of Utah, and the User further agrees and submits to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

Severability and Integration

Except for other agreements signed by the User with Brainfood, these Terms constitute the entire agreement between the User and Brainfood with respect to use of Brainfood Classroom Portal. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.

Termination of Use

If the User violates these Terms, the User may be barred from future use of Brainfood Classroom Portal and/or subject to legal action. Cause for such suspension, termination and/or deletion shall include, but not be limited to, (a) breaches or violations of the Terms, or of other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification of Brainfood Classroom Portal (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, and/or (g) engagement by you in fraudulent or illegal activities. Termination of your account may include (x) removal of access to all offerings within Brainfood Classroom Portal, (y) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (z) barring of further use of Brainfood Classroom Portal. Further, you agree that all terminations for cause shall be made in Connection's sole discretion and that Brainfood shall not be liable to you or any Third-Party for any termination of your account, or access to Brainfood Classroom Portal.

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