MONTESSORICOMPASS.COM – TERMS OF SERVICE
Montessori Compass (“MC”) provides an Internet-based software application (“SOFTWARE”), a comprehensive Montessori Scope and Sequence with Common Core Standards Alignment (“CURRICULUM”), and a variety of educational resources (“CONTENT”). Collectively, the SOFTWARE, CURRICULUM, and CONTENT is known as MontessoriCompass.com (“PRODUCT”). By using any portion of this PRODUCT, you (“LICENSEE”) accept the following “Terms of Service” and agree to be bound by this agreement. If you do not wish to be bound by this agreement, you are not eligible to use the PRODUCT.
1. GRANT OF LICENSE
The PRODUCT is a paid subscription-based service intended to be used for the purposes of Montessori school administration, classroom management, and school-related communication. MC will grant a paying LICENSEE the limited, revocable, non-transferable, and non-exclusive right to use the PRODUCT on an Internet-enabled device for the purposes set forth above. Only active Montessori school administrators, teachers, staff members, and school-approved parents/guardians of currently-enrolled students are eligible to use the PRODUCT. CURRICULUM and CONTENT related to the PRODUCT are not permitted to be used, shared, or distributed via electronic or paper format outside of the SOFTWARE.
All title, ownership rights, copyright, and intellectual property rights to the PRODUCT shall remain exclusive property of MC. This includes all three parts of the PRODUCT: the SOFTWARE, the CURRICULUM, and the CONTENT. The PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The PRODUCT is licensed, not sold. There is no transfer to LICENSEE of any title to or ownership of the PRODUCT and the license granted under this agreement should not be construed as a sale of any right associated with the PRODUCT.
3. DESCRIPTIONS OF RIGHTS AND LIMITATIONS
(a) Maintenance of Copyright Notices.
LICENSEE must not remove or alter any copyright notices on any and all copies of the PRODUCT.
LICENSEE may not rent, lease, lend, or share access to the PRODUCT with unauthorized third parties that are not presently employed school staff members or school-approved parents/guardians of currently-enrolled students.
(c) Prohibition on Reverse Engineering, Decompilation, and Disassembly.
The PRODUCT in source code form remains a confidential trade secret of MC and will be protected to the fullest extent of the law. LICENSEE may not reverse-engineer, decompile or disassemble the PRODUCT or make any attempt to discover the source code to the PRODUCT. Except as expressly permitted in this agreement, the PRODUCT and may not be used, copied, translated, redistributed, retransmitted, published, sold, marketed, sub-licensed, pledged, assigned, disposed of, encumbered, transferred, altered, modified or enhanced, whether in whole or in part, nor may LICENSEE create derivative works from or based on the PRODUCT. LICENSEE may not remove any proprietary notices, marks or labels from the PRODUCT.
(d) Modifying Curriculum.
The CURRICULUM and CONTENT associated with the PRODUCT is the result of a collaboration between MC and the Montessori Foundation (MF). LICENSEE is not granted ownership of any kind to this CURRICULUM and CONTENT. During the period of its paid subscription, LICENSEE is permitted to use CURRICULUM and CONTENT within the SOFTWARE for the purposes set forth above. LICENSEE is permitted to modify existing CURRICULUM at its discretion for use within the PRODUCT. LICENSEE may also choose to remove existing CURRICULUM entirely and import it’s own custom curriculum. LICENSEE is responsible for documenting its own custom curriculum outside of the PRODUCT. MC will not export in digital or paper format a school-modified curriculum if it retains any aspect of the existing CURRICULUM.
(e) Support Services.
MC will provide LICENSEE with support services related to the PRODUCT. Any supplemental PRODUCT, media, documentation, or other intellectual property provided to LICENSEE as part of the support services shall be considered part of the PRODUCT and subject to the terms and conditions of this agreement.
(f) Compliance with Applicable Laws.
LICENSEE agrees to comply with all applicable laws regarding the use of this PRODUCT.
5. LIMITATION OF LIABILITY
To the fullest extent permitted by law: (i) MC shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses; and (ii) MC’s total liability to user shall not exceed the amounts paid by LICENSEE to MC over the twelve months preceding your claim(s).
LICENSEE will indemnify, defend, and hold harmless MC and its affiliates, directors, officers, employees, and agents, from and against all third party actions that: (i) arise from your activities using the PRODUCT; (ii) assert a violation by LICENSEE of any term of this Agreement; or (iii) assert that any content you published to PRODUCT violates any law or infringes any third party right, including any intellectual property or privacy right.
The “Account Owner” (the school staff member who activated the school’s account or is presently listed as “Account Owner”) is responsible for cancellation. To cancel an account, the Account Owner should email email@example.com with a cancellation request and cancellation date. For security purposes, the cancellation request must be sent from the email address that is listed on the “Account Owner” profile. Once an account has been cancelled, MC will permanently delete all data related to account. If a school account is cancelled by the Account Owner before the end of the current paid subscription period, cancellation will take effect immediately and the account owner will not be charged again. There will be no refunds or credits for partial use of the service for either month-to-month or annual customers. In order to treat all customers equally, no exceptions will be made to this policy. Prior to cancellation, you are encouraged to export data related to your students and parents. You may also request a record keeping export, containing a list of record keeping entries for your students. Upon cancellation, you may not export nor have continued access of any kind to CURRICULUM or CONTENT that is part of the PRODUCT.
Without prejudice to any other rights, MC may terminate an account at any time if LICENSEE fails to comply with the terms and conditions set forth in this agreement. In such event, LICENSEE agrees to permanently destroy any part of the PRODUCT in its possession.
9. GOVERNING LAW
This agreement shall be governed by the laws of the State of Alaska, United States of America, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.
Any action arising out of or relating to this agreement or LICENSEE’s use of the PRODUCT must be commenced in the state or federal courts located in the municipality of Anchorage, Alaska, United States of America and LICENSEE agrees to consent to the jurisdiction of those courts. In any such action, both parties irrevocably waive any right to a trial by jury.
11. SEVERABILITY; WAIVER; REMEDIES
If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this agreement. No failure or delay by MC in exercising any right hereunder will waive any further exercise of that right. MC’s rights and remedies hereunder are cumulative and not exclusive.
12. SUCCESSORS; ASSIGNMENT; NO THIRD PARTY BENEFICIARIES
This agreement is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. LICENSEE may not assign this agreement without MC’s prior written consent. No third party shall have any rights hereunder.
LICENSEE consents to receive all communications including notices, agreements, disclosures, or other information from MC electronically. MC may provide all such communications by email or by posting them in the PRODUCT. For support-related inquiries, you may send an email to firstname.lastname@example.org. For legal-related inquiries, you may send an email to email@example.com.
Nothing herein shall limit LICENSOR’s right to object to subpoenas, claims, or other demands.
This agreement may not be modified except by a revised Terms of Service posted by MC on the MontessoriCompass.com website or a written amendment signed by an authorized representative of MC. A revised Terms of Service will be effective immediately, as of the date it is posted on MontessoriCompass.com.