Terms of Service
Montessori Compass ("MC") provides an Internet-based Software application for the purposes of Montessori School administration, classroom management, and school-related communication known as MontessoriCompass.com ("SOFTWARE”). By using this SOFTWARE, 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 SOFTWARE.
1. GRANT OF LICENSE
MC grants LICENSEE the limited, revocable, non-transferable, and non-exclusive right to use the SOFTWARE on a computer or Internet-enabled mobile device for the purposes set forth above. Only active Montessori schools administrators, teachers, staff members, and school-approved parents/guardians/family members of currently-enrolled students are eligible to use the SOFTWARE.
All title, ownership rights, copyright, and intellectual property rights to the SOFTWARE shall remain exclusive property of MC. The SOFTWARE is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE is licensed, not sold. There is no transfer to LICENSEE of any title to or ownership of the SOFTWARE and the license granted under this agreement should not be construed as a sale of any right associated with the SOFTWARE.
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 SOFTWARE.
LICENSEE may not rent, lease, lend, or share access to the SOFTWARE with unauthorized third parties.
(c) Prohibition on Reverse Engineering, Decompilation, and Disassembly.
The SOFTWARE 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 SOFTWARE, or make any attempt to discover the source code to the SOFTWARE. Except as expressly permitted in this agreement, the SOFTWARE 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 SOFTWARE. LICENSEE may not remove any proprietary notices, marks or labels from the SOFTWARE.
(d) Support Services.
MC may provide users with support services related to the SOFTWARE. Any supplemental software, media, documentation, or other intellectual property provided to LICENSEE as part of the support services shall be considered part of the SOFTWARE 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 SOFTWARE.
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 SOFTWARE; (ii) assert a violation by LICENSEE of any term of this Agreement; or (iii) assert that any content you published to SOFTWARE violates any law or infringes any third party right, including any intellectual property or privacy right.
The account owner (as defined in the initial sign-up procedure) is responsible for canceling all individual end user accounts associated with LICENSEE'S school. Once an account has been cancelled, MC reserves the right to permanently delete all data related to account. If a school account is cancelled by 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.
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 SOFTWARE 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 SOFTWARE 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 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.
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 as of the date it is posted on MontessoriCompass.com.