Last Updated Date: October 21, 2013
Welcome to Caseify, which is owned and operated by NC Transaction, Inc. (“NCTI”, “we”, “us” or “our”). Please read these Terms of Service (“Agreement”) carefully, as it constitutes a legally binding agreement and applies to any and all use of (a) the Caseify website located at caseify.com and all corresponding web pages and websites associated with the foregoing URL (“Site”), (b) any Caseify branded applications and (c) NCTI Materials (as such term is defined below) (collectively, the "Services"). For purposes of this Agreement, the terms “User”, “you” or “your” means any and all users of the Services, including Students and Instructors (as such terms are defined herein).
1. ACCEPTANCE OF TERMS
2. DESCRIPTION OF THE SERVICES; USER REGISTRATION
A. The Services provide educational Instructors (“Instructors”) with access to a digital publishing platform, together with related content, software, and/or other information and materials we make available on or through the Site, whether owned by us and/or licensed from a third party (but excluding any User Content (as such term is defined herein)) (collectively, the “NCTI Materials”), in order to, among other things, create, edit and publish audio-visual, interactive case studies (“Case Studies”) that may be accessed by the Instructors’ students via the Site, as such students are designated by the applicable Instructor from time to time (“Students”), for the Students’ personal, educational use only. NCTI may update, enhance, change, eliminate and/or add additional NCTI Materials and/or other features or functionality to the Services at any time with or without notice to you.
B. In order to access and use certain content, features, or functionality of the Services (e.g., creating and/or accessing a Case Study, etc.) we may require that you register for the applicable Services and have a unique username and password combination (“User Credentials”) and provide certain additional information, which may include, without limitation, your email address, legal name, date of birth, country of residence, zip code, etc. (collectively, a “User Account”). You represent and warrant that all registration and account information you submit is truthful and accurate and you shall maintain and promptly update the accuracy of such information. Further, if you elect to become a registered User of the Services, you are responsible for maintaining the confidentiality of your User Credentials, and you shall be responsible and liable for any access to or use of the Services by you or any person or entity using your User Credentials, whether or not such access or use has been authorized by you or on your behalf, and whether or not such person or entity is your employee or agent. It is therefore critical that you do not share your User Credentials with anyone. You agree to immediately notify NCTI of any unauthorized use of your User Credentials or User Account, or any other breach of security. If you provide information that is untrue, inaccurate, not current or incomplete, or we suspect that such information is untrue, inaccurate, not current or incomplete, NCTI reserves the right to suspend or terminate your registration (in whole or in part) and refuse any and all current or future use of the Services (or any portion thereof), in our sole discretion, with or without notice to you, and without liability or obligation to you.
A. By using the services, you represent, warrant and covenant to NCTI that you are 13 years of age or older. Certain features of the Services may be subject to heightened age and/or other eligibility requirements and restrictions. If you are a User between the ages of 13 and 18, please review this Agreement with your parent or guardian. Your parent or guardian should agree to this Agreement on your behalf and parental discretion is advised for all Users under the age of 18.
B. If you are an Instructor, you are prohibited from inviting or permitting Students, and/or any other User, who are under the age of 13 to access and/or use the Services including, without limitation, to access any Case Study created by you. Further, you represent and warrant to NCTI that you have the permission from your educational institution (i) to enter into this Agreement and (ii) to use the Services, whether in connection with your curriculum or otherwise.
We may modify this Agreement from time to time and at any time in our sole discretion. We will post or display notices of material changes on the Services and/or notify you via other electronic means. The form of such notice is at our discretion. Once we post or make them available on the Services, these changes become effective immediately and if you use the Services after they become effective it will signify your agreement to be bound by the changes. We recommend that you check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.
7. RULES FOR USE OF THE SERVICES
The Services are to be used solely for your personal, educational, non-commercial, non-exclusive, non-assignable, non-transferable use only and for no other purposes. You are solely responsible for your conduct in connection with the Services.
YOU SHALL NOT:
• alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services, including, without limitation, notices on any content you transmit, download, display, print, stream or reproduce from the Services;
• violate any applicable law, rule, regulation, judicial or government order or give rise to civil liability or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other person or entity;
• engage in or encourage any conduct that would affect adversely or reflect negatively on NCTI, its affiliates, the Services, our goodwill, name or reputation or cause duress, distress or discomfort to us or anyone else, or discourage any person or entity from using the Services (or component thereof), or from advertising or becoming a supplier to us in connection with the Services;
• modify, disrupt, impair, alter or interfere with the use, features, function, operation or maintenance of the Services or the rights or use or enjoyment of the Services by any other User;
• impersonate any person or entity or falsely state or otherwise represent your affiliation with a person, or entity;
• forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted on, through or in connection with the Services;
• solicit passwords or personally identifiable information for commercial or unlawful purposes from other Users or engage in spamming, flooding, harvesting of email addresses or other personal information, “spidering”, “screen scraping”, “phishing”, “database scraping”, or any other activity with the purposes of obtaining lists of other Users or other information; or
• modify, reverse engineer, decompile or disassemble any part of the Services, whether in whole or in part, or create any derivative works from any part of the Services, or encourage, assist or authorize any other person to do so. YOU SHALL NOT SUBMIT, POST, AND/OR OTHERWISE MAKE AVAILABLE THROUGH THE SERVICES ANY MATERIAL THAT:
• is or is likely to be unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, profane, obscene, vulgar or that contains explicit or graphic imagery, descriptions or accounts of excessive violence or sexual acts (including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals), contains a link to an adult website or is patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
• you do not have a right to make available under any law, rule or regulation or under contractual or fiduciary relationships (such as inside information, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements), or otherwise creates a security or privacy risk for any other person or entity; or
• contains a software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
8. USER CONTENT
A. You understand, acknowledge and agree that you are solely and entirely responsible and assume all risk for the use of all Case Studies and any information, content or materials that are part of each Case Study (excluding any NCTI materials incorporated therein), together with any comments, feedback, links, materials, ideas, opinions, messages and other content and information you submit, post, display, transmit or otherwise make available via the Services (collectively, “User Content”).
B. We do not acquire any title or ownership rights in the User Content that you submit and/or make available. After you submit, post, display, transmit or otherwise make available any User Content, you continue to retain any such rights that you may have in such User Content; provided, however, that by submitting, posting, emailing, displaying, transmitting or otherwise making available any User Content, you grant to NCTI, and our affiliates, the unrestricted, worldwide, non-exclusive, irrevocable, perpetual, fully paid-up and royalty-free right and license, on or through any media or medium and with any technology or Devices now known or hereafter developed, in whole or in part, to host, cache, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, transmit, modify, prepare derivative works of, adapt, reformat, translate, and otherwise exploit all or any portion of your User Content on, through and in connection with the Services, without accounting or other obligation to you, and the right to license and sub-license and authorize others to exercise any of the rights granted hereunder to NCTI and our affiliates, in our sole discretion.
C. Subject to the terms and conditions of Section 8(D), you represent, warrant and covenant that (i) you own any and all User Content you make available or otherwise have the right to grant the rights, licenses and privileges described in this Agreement and to perform and comply with all of the requirements set forth herein, and (ii) you hold and shall continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under this Agreement and shall pay for all royalties, fees, and any other monies owing to any person or entity by reason of your User Content.
D. If at any the time an Instructor wishes to upload User Content for incorporation into a Case Study and does not have the necessary rights to grant to NCTI and/or other Users the rights and licenses as required in this Section 8, we may, in our sole discretion, offer such Instructor the option for NCTI to attempt to procure such rights on the Instructor’s behalf, all which may be subject to Additional Terms provided by NCTI.
E. User Content does not reflect the views of NCTI or its affiliates, and you understand that by using the Services, you may be exposed to other User Content that could be offensive, indecent or objectionable and, as such, NCTI does not guarantee the accuracy, integrity, quality or content of any User Content. Under no circumstances shall NCTI be liable in any way for User Content, including, without limitation, errors or omissions in any User Content, or any loss or damage of any kind incurred as a result of any User Content submitted, uploaded, posted, emailed, displayed, transmitted or otherwise made available.
F. NCTI assumes no responsibility for monitoring the Services for inappropriate content or conduct. If at any time NCTI chooses in its sole discretion to monitor the Services, NCTI nonetheless assumes no responsibility for User Content, assumes no obligation to modify or remove any User Content, and no responsibility for the conduct of any User. However, we reserve the right to review any User Content and to delete, remove, move, edit or reject, without notice to you, for any reason or for no reason whatsoever, any User Content that is or may be construed as violating this Agreement, or is deemed to be unacceptable to NCTI, as determined in NCTI’s sole discretion; provided, however, that NCTI shall have no obligation or liability to you or any third party for failure to do so or for doing so in any particular manner.
9. USE OF NCTI MATERIALS BY INSTRUCTORS; OWNERSHIP RIGHTS
A. Subject to the terms and conditions of this Agreement and any Additional Terms, NCTI grants to Instructors the limited, non-exclusive, non-transferable, non-sublicensable, revocable right and license to access and use the NCTI Materials solely in connection with the creation, editing and publishing of Case Studies on and through the Services, including, as applicable, incorporating the NCTI Materials into Case Studies to be published and/or made available for access by Students via the Services, solely for the Students’ personal, educational and non-commercial use. You agree not to alter, delete or conceal any copyright, trademark, service mark or other notices contained on any NCTI Materials. Except as expressly authorized by NCTI and set forth in Additional Terms, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third-party website or platform), or otherwise use, the Services, including, without limitation, any NCTI Materials or other content therein, without the express, prior written consent of NCTI or its owner if NCTI is not the owner.
B. As between you and NCTI, NCTI owns, solely and exclusively, all right, title and interest in and to the Services, including all NCTI Materials, audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, software, music (including the musical compositions therein), data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services).
C. Moreover, the framing or scraping of or in-line linking to the Services and/or the use of webcrawler, spidering or other automated means to access, copy, index, process and/or store any content made available on or through the Services other than as expressly authorized by us is prohibited. You further agree to abide by exclusionary protocols (e.g., Robot.txt, Automated Content Access Protocol (ACAP), etc.) that may be used in connection with the Services.
10. DIGITAL MILLENNIUM COPYRIGHT ACT
If you are a copyright owner or an agent thereof and believe that any content on the Services infringes upon your copyrights, your may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):
• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Services are covered by a single notification, a representative list of such works on the Services;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
• Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
• A statement that you have a good faith belief that use of the 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 notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Designated Agent:
NC Transaction, Inc.
Copyright Agent c/o News Corporation
Attn: Legal Department
1211 Avenue of the Americas
New York, NY 10036
Email Address of Designated Agent: firstname.lastname@example.org
Facsimile Number of Designated Agent: 212-852-7217
11. DEVICE REQUIREMENTS; USAGE RULES
A. In order to access and use the Services, you may be required to use Device(s) and other technology meeting certain system, configuration and other requirements established by NCTI, its content partners, licensors and other third parties (collectively, “Operators”), and you are responsible for ensuring that your Device(s) and other technology meet all such requirements at all times and prior to any purchase or order on or in connection with the Services. In addition, you are responsible for any data access, messaging and other service rates and charges you may incur in connection with your Device and use of the Services.
B. You further acknowledge and agree that certain Services (in whole or in part), and certain content contained therein (including, without limitation, NCTI Materials), may be accompanied by technology and/or other restrictions (e.g., digital rights management technology) that protect digital information and content from unauthorized use and access and may limit and restrict your usage of such same in accordance with certain rules and restrictions. You agree to comply with such rules and restrictions at all times, and shall not violate or attempt to violate any security components thereof.
12. CUSTOMER SUPPORT
For assistance with technical issues or customer support inquiries, please refer to our support page or contact email@example.com
13. THIRD-PARTY SERVICES
From time to time, you may choose to communicate with, interact with, or obtain Third-Party Services from our advertisers, sponsors, or other promotional partners (collectively, “Advertisers”) found on or through the Services or via a hyperlinked website or platform. All such communication, interaction and participation is strictly and solely between you and such Advertisers and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertisers or any goods or services you may purchase or obtain from any Advertiser).
You agree to indemnify, defend and hold NCTI, its affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, Operators, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach or violation this Agreement and/or (c) your User Content. NCTI reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.
16. DISCLAIMER AND LIMITATIONS OF LIABILITY
A. THE SERVICES, AND ALL NCTI MATERIALS, USER CONTENT, AND OTHER PRODUCTS, SERVICES AND CONTENT MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE SERVICES WILL BE AVAILABLE FOR USE, OR THAT ANY PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THE SERVICES AND THIS SITE, AND ALL NCTI MATERIALS, USER CONTENT, PRODUCTS, SERVICES AND OTHER CONTENT ARE HEREBY DISCLAIMED. WITHOUT LIMITING THE FOREGOING, WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY MALICIOUS CODE, DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT YOU ARE ASSUMING THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, PERFORMANCE, TIMELINESS, ADEQUACY, COMPLETENESS, CORRECTNESS, AUTHENTICITY, SECURITY AND VALIDITY OF ANY AND ALL FEATURES AND FUNCTIONS OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, NCTI MATERIALS AND/OR USER CONTENT ASSOCIATED WITH YOUR USE OF THE SERVICES.
B. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NCTI, ITS AFFILIATES, AND EACH OF THEIR SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATORS, SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM USE OF THE SERVICES OR FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES.
17. GOVERNING LAW
This Agreement and your use of the Services is governed by, construed and enforced in accordance with the internal substantive laws of the State of New York (notwithstanding the state's conflict of laws provisions) applicable to contracts made, executed and wholly performed in New York, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State and County of New York and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens or otherwise. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF THE SERVICES OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.
18. JURISDICTIONAL ISSUES
The Services are controlled by NCTI from its offices in the State of New York, U.S. NCTI makes no representation or warranty that the Services and/or NCTI Materials, User Content, and/or other products, services and other materials contained on or made available in connection therewith is legal, appropriate or available for use in other locations. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulation, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with the Services may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.
This Agreement contains the entire understanding and agreement between you and NCTI concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and your use thereof. This Agreement cannot be changed orally. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and this Agreement shall be deemed amended to the extent necessary to make it legal, valid and enforceable. This Agreement, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by NCTI without restriction, notice or other obligation to you. Any provision that must survive in order to allow us to enforce its meaning shall survive the termination of this Agreement; however, no action arising out of this Agreement or your use of the Services, regardless of form or the basis of the claim, may be brought by you more than one year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose). The failure of NCTI to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision.