Terms of Service

Last Updated March 26, 2016

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACTIVATING YOUR ACCOUNT.

  1. ACCEPTANCE OF TERMS

Level Chinese will provide you with its services on any purchased website, subject to the following provisions, which may be updated from time to time. Your use of any purchased website and its materials constitutes your agreement to all of the following terms, conditions, policies, and notices (the “Agreement”). This Agreement is a legal document that governs the terms and conditions of your subscription to Level Chinese. You are also agreeing to accept a non-exclusive, non-assignable right and license to use Level Chinese and its resources.

  1. DESCRIPTION OF THE LEVEL CHINESE SERVICE

Level Chinese (the “Service”) provides users with access to a rich collection of teaching resources via the Level Chinese website; it also provides student assessments via the online assessment system, masterytrack.org. Unless explicitly stated otherwise, any new features that augment or enhance the current Service (including the release of new resources) shall be subject to the Agreement. You understand and agree that the Service is provided “AS-IS,” and that Level Chinese assumes no responsibility for the timeliness, deletion, misdelivery, or failure to store any user communications or personalization settings.

You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees. In addition, you must provide—and are responsible for—all equipment necessary to access the Service.

  1. CREDENTIALS

As part of the registration process, each subscriber will select, or be provided with, a username and password (“Credential”); this Credential will work on both the Level Chinese and masterytrack.org websites.

You agree to provide us with accurate, complete, unique and updated contact information for each subscriber using downloaded resources or accessing the website(s). You also agree that Credentials may only be used by the administrator, educator, or student to whom they are assigned. Users remain at all times solely and fully responsible for the proper use of their Credentials. Users also agree to supervise and take full responsibility for the use of the Website by minors under the age of 13.

You are responsible for maintaining the confidentiality of your Credential, and you will be responsible for all uses of your Credential, whether or not authorized by you. We will have no liability for any circumstances arising from the unauthorized use of a Credential or the account associated with your Credential (your “Account”). If you know of or suspect any unauthorized use(s) of your Credential or Account, you are responsible for notifying us immediately. You must also promptly change your Credential to prevent unauthorized access to your Account.

You may not:

(a) select or use a Credential of another person with the intent to impersonate that person;

(b) use a name subject to the rights of any other person without written authorization from that individual; or

(c) use a Credential that we, in our sole discretion, deem inappropriate or offensive.

  1. LICENSE

A Level Chinese license grants access to the purchased Level Chinese resources as well as permission to use (as part of the classroom curriculum) these copyrighted resources. Each individual using the resources must have a Level Chinese license (and associated Credential), and each license must be registered in the name of the individual using the resources. A Level Chinese license is valid for only one administrator, one teacher or one student; licenses may not be shared, and licenses must be maintained for continued permission to use Level Chinese’s copyrighted materials.

Permitted Use: You have our permission to print a reasonable number of copies of Level Chinese content displayed on the Website for noncommercial personal or classroom use, provided that any copies you print continue to show all notices concerning copyright, trademark and other proprietary rights that appear in the material you reproduce and do not exceed the classroom license set forth above.

Prohibited Uses: Except as expressly permitted by copyright law and except as permitted in the preceding paragraph, you must obtain written permission from Level Chinese, or the third-party owner of material appearing on the Website, for any other copying, redistributing or publishing of any Level Chinese or third party content. The downloading of any code from the Website is strictly prohibited. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display or in any way exploit, any of the Level Chinese or Third Party Content, in whole or in part, for commercial purposes without the express permission of Level Chinese.

You may not use Level Chinese or its content for any illegal purpose or in any manner inconsistent with these Agreement. You agree to use Level Chinese solely for your own noncommercial use and benefit and not for resale or other transfer or disposition to any other person or entity.

  1. LETTERS, REVIEWS, COMMENTS AND SIMILAR MATERIALS

Any comments, materials, or letters sent by you to Level Chinese, including without limitation, questions, comments, suggestions, criticisms or the like (“Received Materials”) shall be deemed to be non-confidential and free of any claims of proprietary or personal rights unless you explicitly state in the correspondence that the letter is “not for publication,” and contains “private and proprietary” information that may not be distributed. Level Chinese shall have no obligation of any kind with respect to such Received Materials, and Level Chinese will be free to reproduce, use, disclose, exhibit, display, transform, edit, abridge, create derivative works from, or distribute, the Received Materials without limitation or restriction.

Furthermore, Level Chinese is free to use any ideas, concepts, know-how, or techniques contained in any communication you send to Level Chinese for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products using such information, without compensation or any other obligations to anyone, including you.

  1. OTHER INTELLECTUAL PROPERTY PROVISIONS

All materials on the Level Chinese websites (including without limitation, names, logos, trademarks, service marks, images, graphics, photographs, illustrations, artwork, and other elements making up the Service) are protected by copyrights and other intellectual property rights owned and controlled by Level Chinese or by other parties that have licensed their material to Level Chinese. EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, no Level Chinese materials may be republished, posted, transmitted, or distributed in any way, or otherwise used for any purpose, without the prior written permission of their respective owners. You may not add, delete, distort, or otherwise modify any Level Chinese content. Any unauthorized attempt to modify any online material, to defeat security features, or to utilize this website for means other than its intended purposes is prohibited.

Level Chinese logos and product and service names are trademarks of Level Chinese, LLC. All other trademarks appearing on the website are trademarks of their respective owners, and (unless expressly made) our reference to them does not imply or indicate any approval or endorsement by their owners.

  1. MODIFICATIONS TO SERVICE AND TO THIS AGREEMENT

From time to time, the websites associated with Level Chinese may need to be pulled offline to perform maintenance. Level Chinese will provide advance notice for routine maintenance, which will be typically be performed during times of low usage. If emergency maintenance is required, Level Chinese may not be able to provide advance notice for the service outage.

In the unlikely event that the Service will need to be terminated permanently, Level Chinese will strive to provide at least 30 days advance notice. However, because all potential circumstances are not foreseeable, Level Chinese reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part of the Service) with or without notice. You agree that Level Chinese shall not be liable to you or to any third party for modification, suspension, or discontinuance of the Service.

Finally, Level Chinese may change, add, or remove any part of this Agreement, or any other terms associated with the use of the website, at any time, by posting a notice of such changes to the Agreement page of the website. Any changes shall become part of the Agreement and shall apply as soon as such a notice is posted. By continuing to use the services after the notice is posted, you are indicating your acceptance of those changes.

  1. REFUSAL OR DISCONTINUANCE OF SERVICE

In the event that Level Chinese determines, in its sole discretion, that a person licensed to use the Service (a “User”) has breached any portion of this Agreement, or has otherwise demonstrated inappropriate conduct, it reserves the right to

(i) warn the User via e-mail that she or he has violated this Agreement;

(ii) delete any content provided by the User (or anyone accessing User’s account);

(iii) discontinue the User’s Account, any other Level Chinese service, or both;

(iv) notify, send content to, and fully cooperate with the proper law enforcement authorities for further action;

(v) retroactively charge for unauthorized use;

(vi) perform any combination of the above, or take any other action that Level Chinese deems appropriate.

  1. LINKS

Level Chinese or third parties may provide links to other websites, Internet resources, or both. You acknowledge that Level Chinese has no control over third party websites and resources, and agree that Level Chinese is not responsible for damages caused by any third party website or Internet resource.

Users should be aware that the Internet contains content, goods and services that you may find obscene, improper, hurtful or otherwise offensive and that may not be suitable for certain users of the Website. Because of the nature of the Internet, we cannot control where children may go while using the Website. Parents, guardians or teachers should supervise children when using the Website and the Internet at all times.

  1. PRIVACY

Level Chinese is committed to protecting the privacy of website visitors and does not share personally identifiable information with third parties without your consent. Please consult our Privacy Policy for more information on our information collection, use and disclosure practices. You acknowledge that, although Level Chinese agrees to use its best efforts to comply with and to ensure that its users, content providers, distributors and licensees comply with our Privacy Policy, Level Chinese cannot be held responsible for the actions of third parties who violate our Privacy Policy.

  1. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. LEVEL CHINESE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  2. LEVEL CHINESE MAKES NO WARRANTY THAT

(I) THE SERVICE WILL MEET YOUR REQUIREMENTS,

(II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, 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,

(V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED,

(VI) OR THAT THIS WEBSITE, ITS CONTENT, AND THE SERVERS ON WHICH THE WEBSITE AND CONTENT ARE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

  1. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOADED MATERIAL.
  2. NO ADVICE OR INFORMATION (WHETHER ORAL OR WRITTEN), OBTAINED BY YOU FROM LEVEL CHINESE (OR THROUGH OR FROM THE SERVICE) SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE AGREEMENT.
  3. INFORMATION CREATED BY THIRD PARTIES THAT YOU MAY ACCESS ON THE WEBSITE OR THROUGH LINKS IS NOT ADOPTED OR ENDORSED BY LEVEL CHINESE AND REMAINS THE RESPONSIBILITY OF THOSE THIRD PARTIES.
  4. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT LEVEL CHINESE 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 (EVEN IF LEVEL CHINESE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:

(I) THE USE OR THE INABILITY TO USE THE SERVICE;

(II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE;

(III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;

(IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR

(V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT SHALL LEVEL CHINESE’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, NEGLIGENCE, TORT OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING LEVEL CHINESE.

  1. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 11 AND 12 MAY NOT APPLY TO YOU.

  1. HEADINGS FOR CONVENIENCE ONLY

The section titles in the Agreement are for convenience only and have no legal or contractual effect.

  1. NON-WAIVER

The failure of Level Chinese to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of that right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, or related to, use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose.

  1. CHOICE OF LAW AND FORUM

The laws of the State of California will govern this Agreement any dispute arising from the terms of this Agreement or breach of this Agreement; you agree to personal jurisdiction by the state and federal courts sitting in San Jose, California. The parties to this Agreement expressly waive trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other on any matters arising out of, or in any way connected with, this Agreement, and agree to submit to binding arbitration.

  1. ENTIRE AGREEMENT

This Agreement and any other terms and conditions of service on a Level Chinese website constitute the entire agreement between you and Level Chinese and govern your use of the Service.

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