Motivity Terms of Service
Effective date: May 17, 2018
Thank you for using Motivity! We’re happy you’re here. Please read this Terms of Service agreement carefully before accessing or using Motivity.net. Because it is such an important contract between us and our users, we have tried to make it as clear as possible. For your convenience, we have presented these terms in a short non-binding summary followed by the full legal terms.
|Section||What can you find there?|
|A. Definitions||Some basic terms, defined in a way that will help you understand this agreement. Refer back up to this section for clarification.|
|B. Account Terms||These are the basic requirements of having an account on Motivity.net.|
|C. Acceptable Use||These are the basic rules you must follow when using your Motivity.net account.|
|D. User-Generated Content||You own the content you post on Motivity.net. However, you have some responsibilities regarding it, and we ask you to grant us some rights so we can provide services to you.|
|E. Private Repositories & FERPA||This section talks about how Motivity.net will treat content you post in private Repositories, including FERPA-protected information.|
|F. Copyright & DMCA Policy||This section talks about how Motivity.net will respond if you believe someone is infringing your copyrights on Motivity.net.|
|G. Intellectual Property Notice||This describes Motivity.net’s rights in the website and service.|
|H. API Terms||These are the rules for using Motivity.net’s APIs, whether you are using the API for development or data collection.|
|I. Additional Terms for Motivity.net Pages||We have a few specific rules for content hosted using Motivity.net Pages.|
|J. Additional Terms for Motivity.net Marketplace||We have another set of terms for Motivity.net Marketplace.|
|K. Advertising on Motivity.net||If you want to promote your content on Motivity.net, this section lays out some rules you must follow.|
|L. Payment and Pricing||You are responsible for payment. We are responsible for billing you accurately.|
|M. Cancellation and Termination||You may cancel this agreement and close your account at any time.|
|N. Communications with Motivity.net||We only use email and other electronic means to stay in touch with our users. We do not provide phone support.|
|O. Disclaimer of Warranties||We provide our service as is, and we make no promises or guarantees about this service. Please read this section carefully; you should understand what to expect.|
|P. Limitation of Liability||We will not be liable for damages or losses arising from your use or inability to use the service or otherwise arising under this agreement. Please read this section carefully; it limits our obligations to you.|
|Q. Release and Indemnification||You are fully responsible for your use of the service.|
|R. Changes to these Terms of Service||We may modify this agreement, but we will give you 30 days’ notice of changes that affect your rights.|
|S. Miscellaneous||Please see this section for legal details including our choice of law.|
Short version: We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There’s not going to be a test on it, but it’s still useful information.
- The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Terms of Service” or the “Terms”) and all other operating rules, policies (including the Motivity.net Privacy Statement, available at about.motivity.net/privacy.html) and procedures that we may publish from time to time on the Website.
- The “Service” refers to the applications, software, products, and services provided by Motivity.net / Experiad LLC.
- The “Website” refers to Motivity.net’s website located at motivity.net, and all content, services, and products provided by Motivity.net at or through the Website. It also refers to Motivity.net-owned subdomains of Motivity.net, such as about.motivity.net Occasionally, websites owned by Experiad LLC may provide different or additional terms of service. If those additional terms conflict with this Agreement, the more specific terms apply to the relevant page or service.
- “The User,” “You,” and “Your” refer to the individual person, company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the account; or that directs the use of the account in the performance of its functions. A User must be at least 13 years of age. Special terms may apply for business or government accounts (See Section B(4): Additional Terms).
- “Motivity.net,” “Motivity,” “We,” and “Us” refer to Experiad LLC, as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees.
- “Content” refers to content featured or displayed through the Website, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. “Content” also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. “Your Content” is Content that you create or own.
- “Repositories” refers to containers of Content, including without limitation libraries of programs, curricula, playlists, organizations and other containers that are available on the Website or otherwise available through the Service. You may choose to share your Repositories (publicly or with specific Users), in which case you are sharing the Content contained in them.
B. Account Terms
Short version: A human must create your account; you must be 13 or over; you must provide a valid email address; and you may not have more than one free account. You alone are responsible for your account and anything that happens while you are signed in to or using your account. You are responsible for keeping your account secure.
You must provide a valid email address in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you are accepting these terms on behalf of a legal entity (in which case we need more information about the legal entity) or if you opt for a paid account, in which case additional information will be necessary for billing purposes.
We have a few simple rules for accounts on Motivity.net’s Service.
- You must be a human to create an account. Accounts registered by “bots” or other automated methods are not permitted.
- One person or legal entity may maintain no more than one free account.
- You must be age 13 or older. While we are thrilled to see brilliant young coders get excited by learning to program, we must comply with United States law. Motivity.net does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will terminate that User’s account immediately. If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws.
- Your login may only be used by one person — i.e., a single login may not be shared by multiple people. A paid organization account may create separate logins for as many users as its subscription allows.
- Overall, the number of Users must not exceed the number of accounts you’ve ordered from us.
3. User Account Security
You are responsible for keeping your account secure while you use our Service. We may offer tools to help you maintain your account’s security, but the content of your account and its security are up to you.
- You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have accounts under your account).
- You are responsible for maintaining the security of your account and password. Motivity.net cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
- You will promptly notify Motivity if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account.
4. Additional Terms
In some situations, third parties’ terms may apply to your use of Motivity.net. For example, you may be a member of an organization on Motivity.net with its own terms or license agreements; or you may download an application that integrates with Motivity.net. Please be aware that while these Terms are our full agreement with you, other parties’ terms govern their relationships with you.
C. Acceptable Use
Short version: Motivity.net hosts a wide variety of collaborative projects from all over the world, and that collaboration only works when our users are able to work together in good faith. While using the service, you must follow this Acceptable Use Policy, which includes some restrictions on content you can post, conduct on the service, and other limitations. In short, be excellent to each other.
Your use of the Website and Service must not violate any applicable laws, including copyright or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Service is in compliance with laws and any applicable regulations.
You agree that you will not under any circumstances upload, post, host, or transmit any content that:
- is unlawful or promotes unlawful activities;
- is or contains sexually obscene content;
- is libelous, defamatory, or fraudulent;
- is discriminatory or abusive toward any individual or group;
- contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system); or
- infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights.
While using Motivity.net, you agree that you will not under any circumstances:
- harass, abuse, threaten, or incite violence towards any individual or group, including Motivity.net employees, officers, and agents, or other Motivity.net Users;
- use our servers for any form of excessive automated bulk activity (for example, spamming), or relay any other form of unsolicited advertising or solicitation through our servers, such as get-rich-quick schemes;
- attempt to disrupt or tamper with Motivity.net’s servers in ways that could harm our Website or Service, to place undue burden on Motivity.net’s servers through automated means, or to access Motivity.net’s Service in ways that exceed your authorization;
- impersonate any person or entity, including any of our employees or representatives, including through false association with Motivity.net, or by fraudulently misrepresenting your identity or site’s purpose; or
- violate the privacy of any third party, such as by posting another person’s personal information without consent.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without Motivity.net’s express written permission.
Scraping refers to extracting data from our Website via an automated process, such as a bot or webcrawler. It does not refer to the collection of information through Motivity.net’s API. Please see Section H for our API Terms. You may scrape the website for the following reasons:
- Researchers may scrape public, non-personal information from Motivity.net for research purposes, only if any publications resulting from that research are open access.
- Archivists may scrape Motivity.net for public data for archival purposes.
You may not scrape Motivity.net for spamming purposes, including for the purposes of selling Motivity.net users’ personal information, such as to recruiters, headhunters, and job boards.
All use of Motivity.net data gathered through scraping must comply with the Motivity Privacy Statement.
Misuse of Motivity.net Users’ Personal Information is prohibited.
Any person, entity, or service collecting data from Motivity.net must comply with the Motivity Privacy Statement, particularly in regards to the collection of our Users’ Personal Information (as defined in the Motivity.net Privacy Statement). If you collect any Motivity.net User’s Personal Information from Motivity.net, you agree that you will only use the Personal Information you gather for the purpose for which our User has authorized it. You agree that you will reasonably secure any Personal Information you have gathered from Motivity.net, and you will respond promptly to complaints, removal requests, and “do not contact” requests from Motivity.net or Motivity.net Users.
If we determine your bandwidth usage to be significantly excessive in relation to other Motivity.net customers, we reserve the right to suspend your account or throttle your file hosting until you can reduce your bandwidth consumption.
You agree not to engage in activity that significantly harms our Users. We will resolve disputes in favor of protecting our Users as a whole.
D. User-Generated Content
Short version: You own content you create, but you allow us certain rights to it, so that we can display and share the content you post. You still have control over your content, and responsibility for it, and the rights you grant us are limited to those we need to provide the service. We have the right to remove content or close accounts if we need to.
You may create or upload User-Generated Content while using the Service. You are solely responsible for the content of, and for any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content.
We do not pre-screen User-Generated Content, but we have the right (though not the obligation) to refuse or remove any User-Generated Content that, in our sole discretion, violates any Motivity.net terms or policies.
You retain ownership of and responsibility for Content you create or own (“Your Content”). If you’re posting anything you did not create yourself or do not own the rights to, you agree that you are responsible for any Content you post; that you will only submit Content that you have the right to post; and that you will fully comply with any third party licenses relating to Content you post.
Because you retain ownership of and responsibility for Your Content, we need you to grant us — and other Motivity.net Users — certain legal permissions, listed in Sections D.4 — D.7. These license grants apply to Your Content. If you upload Content that already comes with a license granting Motivity.net the permissions we need to run our Service, no additional license is required. You understand that you will not receive any payment for any of the rights granted in Sections D.4 — D.7. The licenses you grant to us will end when you remove Your Content from our servers, unless other Users have forked it.
We need the legal right to do things like host Your Content, publish it, and share it. You grant us and our legal successors the right to store, parse, and display Your Content, and make incidental copies as necessary to render the Website and provide the Service. This includes the right to do things like copy it to our database and make backups; show it to you and other users; parse it into a search index or otherwise analyze it on our servers; share it with other users; and perform it, in case Your Content is something like music or video.
This license does not grant Motivity.net the right to sell Your Content or otherwise distribute or use it outside of our provision of the Service.
Any User-Generated Content you post publicly, including issues, comments, and contributions to other Users’ Content, may be viewed by others. By setting your Repositories (libraries of programs, curricula, playlists and other Content) to be viewed publicly, you agree to allow others to view and make their own copies of Content from your Repositories in Repositories they control.
If you set your Content and Repositories to be viewed publicly, you grant each User of Motivity.net a nonexclusive, worldwide license to use, display, and perform Your Content through the Motivity.net Service and to reproduce Your Content solely on Motivity.net as permitted through Motivity.net’s functionality (for example, through program copying). You may grant further rights if you adopt a license and specify it in your Content. If you are uploading Content you did not create or own, you are responsible for ensuring that the Content you upload is licensed under terms that grant these permissions to other Motivity.net Users.
Whenever you make a contribution to a Repository containing notice of a license, you license your contribution under the same terms, and you agree that you have the right to license your contribution under those terms. If you have a separate agreement to license your contributions under different terms, such as a contributor license agreement, that agreement will supersede.
You retain all moral rights to Your Content that you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in Section D.4, but not otherwise.
To the extent this agreement is not enforceable by applicable law, you grant Motivity.net the rights we need to use Your Content without attribution and to make reasonable adaptations of Your Content as necessary to render the Website and provide the Service.
E. Private Repositories and FERPA
Short version: You may have access to private Repositories, which may include FERPA-protected data. We treat the content of private Repositories as confidential, and we only access it for support reasons, with your consent, or if required to for security reasons.
Some accounts, such as paid accounts, may have private Repositories, which allow the User to control access to Content.
Motivity.net considers the contents of private Repositories to be confidential to you. Motivity.net will protect the contents of private Repositories from unauthorized use, access, or disclosure in the same manner that we would use to protect our own confidential information of a similar nature and in no event with less than a reasonable degree of care.
Motivity.net employees may only access the content of your private Repositories in the following situations:
- With your consent and knowledge, for support reasons. If Motivity.net accesses a private Repository for support reasons, we will only do so with the owner’s consent and knowledge.
- When access is required for security reasons.
You may choose to enable additional access to your private Repositories. For example:
- You may enable various Motivity.net services or features that require additional rights to Your Content in private Repositories. These rights may vary depending on the service or feature, but Motivity.net will continue to treat your private Repository Content as confidential. If those services or features require rights in addition to those we need to provide the Motivity.net Service, we will provide an explanation of those rights.
- You may also grant a third-party application authorization to use, access, and disclose the contents of your private Repositories. Your use of third-party applications is at your sole risk; Motivity.net is not liable for disclosures to third parties that you authorize to access a private Repository.
If we have reason to believe the contents of a private Repository are in violation of the law or of these Terms, we have the right to access, review, and remove them. Additionally, we may be compelled by law to disclose the contents of your private Repositories.
Private Repositories may include personally identifiable information from education records that are subject to FERPA (“FERPA Records”). To the extent that Private Repositories include FERPA Records, Motivity.net will be considered a “School Official” (as that term is used in FERPA and its implementing regulations) and will comply with FERPA.
F. Copyright Infringement and DMCA Policy
If you believe that content on our website violates your copyright, please contact us in accordance with our Digital Millennium Copyright Act Policy. If you are a copyright owner and you believe that content on Motivity.net violates your rights, please contact us via our contact form or by emailing firstname.lastname@example.org. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses.
We will terminate the accounts of repeat infringers of this policy.
G. Intellectual Property Notice
Short version: We own the service and all of our content. In order for you to use our content, we give you certain rights to it, but you may only use our content in the way we have allowed.
If you’d like to use Experiad’s trademarks, you must follow all of our trademark guidelines.
The text of this Agreement is licensed under this Creative Commons Zero license.
H. API Terms
Short version: You agree to these Terms of Service, plus this Section H, when using any of Motivity.net’s APIs (Application Provider Interface), including use of the API through a third party product that accesses Motivity.net.
Abuse or excessively frequent requests to Motivity.net via the API may result in the temporary or permanent suspension of your account’s access to the API. Experiad LLC, in our sole discretion, will determine abuse or excessive usage of the API. We will make a reasonable attempt to warn you via email prior to suspension.
You may not share API tokens to exceed Motivity.net’s rate limitations.
You may not use the API to download data or Content from Motivity.net for spamming purposes, including for the purposes of selling Motivity.net users’ personal information, such as to recruiters, headhunters, and job boards.
All use of the Motivity.net API is subject to these Terms of Service and the Motivity Privacy Statement.
Motivity.net may offer subscription-based access to our API for those Users who require high-throughput access or access that would result in resale of Motivity.net’s Service.
I. Additional Terms for Motivity.net Entity Names
Motivity.net reserves the right at all times to reclaim any Motivity.net username or organization name without liability.
J. Additional Terms for Motivity.net Marketplace
Short version: Motivity.net Marketplace is subject to certain rules, in addition to the rest of this Agreement.
Motivity.net Marketplace is a platform for program developers of all kinds. Through Motivity.net Marketplace, you can list Program Products or buy others’ Program Products. Details TBD
K. Advertising on Motivity.net
Short version: We do not generally prohibit use of Motivity.net for advertising. However, we expect our users to follow certain limitations, so Motivity.net does not become a spam haven. No one wants that.
We offer Pages sites primarily as a showcase for personal and organizational Content. Some monetization efforts are permitted on Pages, such as donation buttons and crowdfunding links.
Motivity.net Repositories are intended to host Content. You may include static images, links, and promotional text in the documents associated with your Repositories, but they must be related to the Content you are hosting on Motivity.net.
You may not advertise in other Users’ Repositories, such as by posting monetized or excessive bulk content in issues.
L. Payment and Pricing
Customer shall pay all fees related to any services specified on, or relating to, any fully executed Order Form (each a “Customer Order”) in accordance with the terms of such Customer Order and this Pricing Policy. Motivity.net has no obligation to perform any service not expressly included on any particular Customer Order, unless the Parties enter into a fully executed written amendment to such Customer Order, or enter into a new Customer Order, for such services. Unless otherwise stated in a particular Customer Order, invoiced charges to Customer are due upon receipt. Customer is responsible for providing complete and accurate billing and contact information to Motivity.net and immediately notifying Motivity.net of any changes to such information.
The Effective Date, upon which the parties’ obligations to each other commence, is that date specified in any individual Customer Order. In the event that the Effective Date is left blank on any fully executed Customer Order, the Effective Date shall be the date the Customer Order becomes fully executed, or as otherwise agreed between the parties in writing.
Implementation Fees are due in the amount, and in accordance with Implementation Payment Terms, as identified in the relevant corresponding Customer Order.
Subscription Fees shall be due as identified in the relevant corresponding Customer Order. The first month’s charge is due, and must be paid on, the 5th day of the month following the Subscription Billing Start Date as identified in the relevant corresponding Customer Order. All charges thereafter due in relation to any such Customer Order are determined by reviewing the Organizational account and taking the total number of Learner records for which data was collected within Motivity.net at any point during the prior month, multiplying the active Learners by the Price provided for in the Order and adding any support charges or additional services separately agreed upon in writing.
It is Customer’s sole and exclusive responsibility to ensure that accurate billing information is on file with Motivity.net. Customer must at all times ensure that it does not collect data for any Learner records that Customer does not wish to be charged for services by Motivity.net for the entire month prior to the first day of any month where fees are, or will be, due or incurred. The act of collecting data for any Learner record during any billing period may result in charges and fees being incurred and due with respect to such record.
Motivity.net may, in its sole discretion, modify any fees related to any Customer Order or any services, upon written notice to Customer at least sixty (60) days prior to the beginning of any Renewal Term. Notwithstanding any other requirements in this Pricing Policy, any Customer Order, or the Terms and Conditions of Motivity.net, notice from Motivity.net of a modification to any fee or charge in accordance with this Section may be provided via email, through the messaging functionality included in the Service or other reasonable written means. It is Customer’s sole responsibility to furnish Motivity.net with accurate contact information and Motivity.net is not responsible for Customer’s failure to maintain current contact information with Motivity.net. By not terminating a Service Agreement in accordance with its terms, Customer acknowledges and accepts any amendments to fees properly noticed in accordance with this Pricing Policy.
Motivity.net may agree to accommodate requests from Customer to perform data imports and exports. Charges related to such projects will be calculated at a rate of $150 per hour, charged in half hour increments, with a 2 hour minimum. No data import or export will be completed unless a separate Statement of Work is agreed and executed between the parties.
Motivity.net offers custom training at rates of $150.00 per hour for online training via video conferencing.
Motivity.net also offers custom system configuration services at a rate of $150 per hour, charged in half hour increments, with a 3-hour minimum.
Customer will pay Motivity.net for the use of the Services, Customer’s Support Plan and any other services provided by Motivity.net to Customer upon receipt of any invoice from Motivity.net (“Invoice”). All Invoices shall be paid via paper check mailed to Motivity.net’s payables address, ACH initiated by Motivity.net or ACH initiated by Customer. Customer’s payment is considered late if it is not received within thirty (30) days of the date of any relevant Invoice. Customer agrees that, for any payment not received within forty (40) days of the date of the Invoice, Motivity.net shall have a right to suspend or terminate Customer’s account. All amounts owed by Customer to Motivity.net shall be paid by Customer in full without any setoff, recoupment, counterclaim, deduction, debit or withholding for any reason (other than any deduction or withholding of tax as may be required by applicable law or any amounts which Customer disputes in good faith in accordance with his Pricing Policy).
If Customer elects to dispute the accuracy of any Invoice, it must do so in writing within thirty (30) days of the date of Invoice. If Customer fails to dispute the Invoice within this period, Customer waives its right to contest the accuracy of the Invoice and waives any defenses related to the accuracy of the Invoice in an action to collect the amounts due pursuant to the Invoice. If Customer disputes any portion of an Invoice, Customer agrees it shall be responsible for making timely payment on the undisputed portion of the Invoice and will cooperate with Motivity.net in good faith to promptly resolve such dispute.
If Customer fails to make any undisputed payment when due then, in addition to all other remedies that may be available: (a) Motivity.net may charge interest on the past due amount at the rate of 2% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law; and (b) if such failure continues for ten (10) days following the due date, Motivity.net may suspend performance of any and all services until all past due amounts and interest thereon have been paid, without incurring any obligation or liability to Customer or any other person by reason of such suspension.
Customer shall pay all fees in US currency via paper check or ACH upon receipt of each Invoice from Motivity.net. Customer hereby authorizes Motivity.net to withdraw from Customer’s bank account via ACH for all purchased and related services, and any renewals without further approval. If Customer’s credit card or ACH cause Motivity.net to incur any fees as a result of a cancellation, insufficient funds, or any similar instance, Customer expressly agrees it shall reimburse Motivity.net in full for said charge.
Motivity.net’s fees as specified in herein do not include any taxes, levies or other similar governmental assessments (“Taxes”). Customer shall be responsible for the payment of all Taxes associated with its purchases under this Terms Agreement. Motivity.net is solely responsible for Taxes assessable against Motivity.net based on its income, property and employees.
Motivity.net will not refund or credit subscriptions for partial use, Learner deactivation or organization account cancellation.
M. Cancellation and Termination
Short version: You may close your account at any time. If you do, we’ll treat your information responsibly.
It is your responsibility to properly cancel your account with Motivity.net. You can cancel your account at any time by going into your Profile Settings. We are not able to cancel accounts in response to an email or phone request.
We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements. Your Content can not be recovered once your account is cancelled.
We will not delete Content that you have contributed to other Users’ Repositories or that other Users have copied.
Motivity.net has the right to suspend or terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. Motivity.net reserves the right to refuse service to anyone for any reason at any time.
All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
N. Communications with Motivity.net
Short version: We use email and other electronic means to stay in touch with our users.
For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.
Communications made through email or Motivity.net Support’s messaging system will not constitute legal notice to Motivity.net or any of its officers, employees, agents or representatives in any situation where notice to Motivity.net is required by contract or any law or regulation. Legal notice to Motivity.net (Experiad LLC) must be in writing.
Motivity.net only offers support via email, in-Service communications, and electronic messages to non-paying users. We do not offer telephone support to non-paying users.
O. Disclaimer of Warranties
Short version: We provide our service as is, and we make no promises or guarantees about this service. Please read this section carefully; you should understand what to expect.
Motivity.net (Experiad LLC) provides the Website and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement.
Motivity.net (Experiad LLC) does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service.
P. Limitation of Liability
Short version: We will not be liable for damages or losses arising from your use or inability to use the service or otherwise arising under this agreement. Please read this section carefully; it limits our obligations to you.
You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from
- the use, disclosure, or display of your User-Generated Content;
- your use or inability to use the Service;
- any modification, price change, suspension or discontinuance of the Service;
- the Service generally or the software or systems that make the Service available;
- unauthorized access to or alterations of your transmissions or data;
- statements or conduct of any third party on the Service;
- any other user interactions that you input or receive through your use of the Service; or
- any other matter relating to the Service.
Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control.
Q. Release and Indemnification
Short version: You are responsible for your use of the service. If you harm someone else or get into a dispute with someone else, we will not be involved.
If you have a dispute with one or more Users, you agree to release Motivity.net (Experiad LLC) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities, and expenses, including attorneys’ fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, provided that Experiad LLC (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases Experiad LLC of all liability); and (3) provides to you all reasonable assistance, at your expense.
R. Changes to These Terms
Short version: We want our users to be informed of important changes to our terms, but some changes aren’t that important — we don’t want to bother you every time we fix a typo. So while we may modify this agreement at any time, we will notify users of any changes that affect your rights and give you time to adjust to them.
We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our Website. For non-material modifications, your continued use of the Website constitutes agreement to our revisions of these Terms of Service.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.
Except to the extent applicable law provides otherwise, this Agreement between you and Motivity.net and any access to or use of the Website or the Service are governed by the federal laws of the United States of America and the laws of the State of Washington, without regard to conflict of law provisions. You and Experiad LLC / Motivity.net agree to submit to the exclusive jurisdiction and venue of the courts located in King County, Washington.
Motivity.net may assign or delegate these Terms of Service and/or the Motivity Privacy Statement, in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void.
Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding.
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of Experiad LLC to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
This Agreement may only be modified by a written amendment signed by an authorized representative of Motivity.net, or by the posting by Motivity.net of a revised version in accordance with Section R. Changes to These Terms. These Terms of Service, together with the Motivity.net Privacy Statement, represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and Motivity.net relating to the subject matter of these terms including any confidentiality or nondisclosure agreements.
Questions about the Terms of Service? Contact us.