Last updated: 07/28/2015

EMC Website Terms and Conditions of Use

Welcome to Passport.

This Website (referred to herein as this "Website" or this "Site"), is operated by, or on behalf of, EMC School ("EMC"). Please read these Terms and Conditions of Use (these "Terms and Conditions") carefully before registering for or using the website provided by EMC. These Terms and Conditions, including all documents referenced herein, represent the entire understanding between EMC and you regarding the use of this Website and supersede any prior statements or representations. These Terms and Conditions may be revised by EMC from time to time and the most current version will always be posted on this Site. Please review these Terms and Conditions often so that you will remain abreast of our current Terms and Conditions. This Website's Privacy Policy is incorporated into these Terms and Conditions by reference and is made a part hereof.

Use of this Website

Access and/or use of this Website and distribution of any related materials is subject to all applicable laws, rules and regulations. To the extent that any such access, use and/or distribution would be deemed illegal by applicable law, rule or regulation, such access, use and/or distribution is prohibited.

By visiting any area on this Website and/or registering for any interactive functionality of this Website, you are deemed to have accepted these Terms and Conditions of Use and this Website's Privacy Policy. If you do not agree to abide by these Terms and Conditions of Use and the Privacy Policy, you may not use this Website. If you are a parent or guardian of a student who is accessing or using this Website, by permitting such student to access or use this Website, you are deemed to have accepted these Terms and Conditions of Use, and this Website's Privacy Policy on your own behalf and on behalf of the student, and all references to "you" contained in these Terms and Conditions are deemed to also include such student.

By visiting and participating in the activities offered on this Site, you affirm, represent and warrant that: (a) all information you submit via this Site shall be truthful and accurate, and you will maintain the accuracy of such information; (b) you will abide by these Terms and Conditions; and (c) your use of this Website shall not otherwise violate any applicable law, rule or regulation.

Use of Materials

Material on this Website, including but not limited to sound recordings, images, logos, User Content (as defined in these Terms and Conditions), trademarks and Works (collectively referred to as the "Material"), is protected under various intellectual property laws and owned or controlled by EMC, or used with permission of the owner(s) of such Material. You acknowledge and agree that as between you and EMC, all rights in and to this Site and its component elements (including but not limited to all copyrights, trademarks, patents and other intellectual property rights therein or related thereto) are and shall remain owned by EMC. You further acknowledge and agree that EMC may modify the Site at any time, and in so doing may use any feedback, comments or suggestions you may provide without any obligation to you.

EMC hereby grants you permission to use this Website as set forth in these Terms and Conditions, provided that:

  • (i) your use of this Website as permitted is solely for personal, educational and noncommercial use;
  • (ii) you will not copy or distribute any part of this Website in any medium without EMC's prior written authorization;
  • (iii) you will not alter or modify any part of this Website other than as may be reasonably necessary to use this Website; and
  • (iv) you will otherwise comply with the terms and conditions of these Terms and Conditions.

In order to access some features of this Website, you will have to create an account. When creating an account, you must provide accurate and complete information and you may not use a fake identity or any other individual's identity.

Except as otherwise indicated on this Website, copying, reproduction, uploading, downloading, transmitting or any other use of this Website or of any of the Material, in whole or part, without the express permission of EMC, is prohibited. You may download digital files only where and as expressly permitted. Any unauthorized use of this Website and/or the Materials may subject the user to criminal prosecution and/or civil liability under applicable law.

Privacy

Please see EMC's Privacy Policy https://www.emcp.com/privacy-policy for information concerning the collection and use of Personal Information from this Website.

From time to time, this Website may contain links to other websites that are not controlled and/or maintained by EMC. Access to and use of such other websites is at your own risk and subject to any terms and conditions of use that govern such websites. By providing such links, EMC shall not be deemed to endorse, recommend, approve, guarantee or introduce any third party or any third party's services or products, or any facts, views, advice, information or products found on any such website. EMC is not responsible for the content contained on any such website, or for the failure of any product or service referenced, offered for sale or advertised on any such websites or for any damages that may result therefrom. Copyrights in the materials or information on the linked websites are owned and/or controlled by other organizations. Moreover, such other websites may have privacy policies or terms and conditions of use that differ from those of the EMC and/or may provide their users with less security than this Website.

Term

These Terms and Conditions shall remain in full force and effect while you are a visitor of this Website. EMC may terminate your right to access and/or use this Website at any time. When you create an account, you will be asked to choose a password that you shall use to access the secure portion of this Website, and which may be required when you are seeking to participate in certain offerings of this Website. You are responsible for maintaining the confidentiality of your password. You agree not to use the account, username or password of any other person at any time or to disclose your password to any third party. You agree to notify EMC immediately if you suspect any unauthorized access to or use of your account or password. You are responsible for any and all use of your account and password.

Non-Commercial Use

You may not use this Website or any Material provided herein in connection with any commercial endeavor except those that are specifically approved in writing by EMC.

User Submitted Content

On certain sections of this Site, visitors may be permitted to upload, post, display and/or publish ("post") comments, information, creative works (including but not limited to text, images, video and/or photos) or other materials (collectively, "User Content"). You acknowledge and agree that you are solely responsible for any User Content that you post and for ensuring that such User Content is in compliance with these Terms and Conditions. With respect to all User Content that you post, you represent, warrant and covenant that: (i) the material is either fully original to you or you have all necessary rights, licenses and permissions needed to post the material at this Site and have it used as contemplated by these Terms and Conditions (including but not limited to all copyright, trade secret and right of publicity/privacy rights); (ii) such User Content will not infringe the rights of any person or entity, or violate any law, rule or regulation, or these Terms and Conditions; and (iii) no money will be owing to any person or entity as a result of the posting or use of any User Content or its use as contemplated by these Terms and Conditions. You will be responsible for all User Content submitted by you or through your account and, for all purposes under these Terms and Conditions, all User Content submitted from your account shall be deemed to have been submitted by you.

You further acknowledge and agree that EMC has no responsibility for, and makes no representations concerning, any User Content, and will not be liable for any User Content that is in violation of these Terms and Conditions. EMC has no control over, and does not endorse, any User Content and expressly disclaims any and all liability relating to or in connection with any User Content, including but not limited to your input or use thereof. In addition, EMC has no obligation to screen and approve content submitted by you for use with EMC's website and content posted by you does not necessarily reflect the views of EMC. However, in addition to all other rights it has under these Terms and Conditions, at law or in equity, EMC reserves the right, in its sole and absolute discretion, to remove without notice, or refuse to post in the first instance, any User Content.

Any private or public communications, including any User Content, sought to be posted at this Site must conform, in the sole and exclusive opinion of EMC, to the following rules and standards. It must (and you represent, warrant and covenant that it shall): (i) conform to all applicable laws, rules and regulations; (ii) be appropriate in the context of the general purposes of this Site; (ii) not be obscene, pornographic, patently offensive, hateful, abusive or promote racism or discrimination of any kind; (iii) not provide personal information, or solicit such information from any other user of this Site; (iv) not involve or result in the transmission of junk e-mail, unsolicited mass e-mailings, "spamming," or "phishing;" (v) not transmit or distribute any potentially harmful program such as Trojan horses, worms, viruses, spyware or any malicious software or code; and (vi) not contain any material or images owned by any other person or entity unless you have obtained all necessary rights, licenses and permissions needed to post the material and have it used as contemplated by these Terms and Conditions. You may not commercially exploit any User Content or other information or Materials obtained from this Site.

After posting your User Content on or through this Website, you will continue to retain all ownership rights in such User Content that you have in the absence of such posting, except as set forth in these Terms and Conditions. However, by posting any User Content on or through this Website, you hereby agree to abide by the Terms and Conditions and grant to EMC a perpetual, irrevocable, nonexclusive, worldwide, royalty-free, fully paid, sub-licensable (through multiple tiers) and transferable license to use, modify, publicly perform, publicly display, publish, republish, copy, broadcast, transmit, reproduce, edit, aggregate, translate, reformat, prepare derivative works based upon, distribute and otherwise exploit such User Content, in whole or in part, subject to the terms of this Website's Privacy Policy, for research and/or product development purposes, and in connection with the promotion and marketing of this Website or of EMC and/or any of its affiliates or business partners (collectively, the "Services"). You also hereby grant each other visitor to this Website a non-exclusive license to access your User Content through this Website, and to use, reproduce, distribute, display and perform such User Content for educational purposes and as otherwise permitted by these Terms and Conditions and this Website's Privacy Policy. Further, you understand and agree that EMC may retain, but not display, distribute or perform, server copies of User Content that has been deleted or removed. You understand that EMC performs technical functions necessary to offer this Website and the Services, including but not limited to transcoding and/or reformatting content to allow its use through this Website. EMC may need your permission to allow EMC and its third party providers to do things such as storing, accessing and processing User Content, including for testing, debugging and ongoing development purposes. By posting User Content, you expressly grant all such permissions. You agree that you will make no commercial use of any portion of this Website, or of any User Content, without the express written agreement of EMC.

Copyright Infringement Policy

EMC values intellectual property and respects the intellectual property rights of others, and is willing to remove materials on its Website that infringe the copyrights of others. If you believe that your copyrighted material may have been infringed by material contained on this Website, then pursuant to Title 17, United States Code, § 512, you may notify EMC's Designated Agent in writing as follows:

Name of Designated Agent: Copyright Administrator

Address: 875 Montreal Way, St. Paul, MN 55102

Telephone number: 1-800-328-1452

Electronic Mail Address: permissions@emcp.com

In your notice, you must include the following:

(i) a physical or electronic signature of the owner of an exclusive right that is being infringed or of a person authorized to act on behalf of such owner;

(ii) identification of the copyrighted work(s) that is (are) allegedly being infringed;

(iii) identification of the materials that are causing the infringement and that are to be removed, along with sufficient information to allow EMC to locate such materials;

(iv) contact information (i.e., name, address, email address) sufficient to enable EMC to contact you;

(v) a statement to the effect that you have a good faith belief that the complained of use of the material was not authorized by the owner of the copyright, its agent or the law; and

(vi) a statement that the information in the notification is accurate, and under penalty of perjury, and that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly being infringed.

Additional/Different Terms

Certain pages or sections of this Website may contain terms and conditions of use which are in addition to or different from these Terms and Conditions. In the event that there is a conflict between such additional or different terms and conditions of use and these Terms and Conditions, the additional or different terms and conditions of use will govern with respect to the specific pages or sections to which they apply.

Limitation of Liability and Use Disclaimer

EMC endeavors to make sure that information and data it originates on this Website is accurate. However, EMC is not responsible for any damages or loss related to the use of this Website or any such information or data.

THIS WEBSITE, ALL MATERIAL CONTAINED ON THIS WEBSITE, AND ALL LINKS OR OTHER ITEMS RELATED THERETO ARE TRANSMITTED AND DISTRIBUTED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT THIS WEBSITE OR ITS FEATURES AND FUNCTIONS WILL BE AVAILABLE FOR USE OR WORK AS DESCRIBED. THERE ARE NO WARRANTIES REGARDING TITLE, INFRINGEMENT, SECURITY, ACCURACY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THIS WEBSITE OR THE MATERIALS CONTAINED HEREON. EMC SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY ACTUAL OR ALLEGED DAMAGE, INJURY OR LOSS, WHETHER SUCH BE DIRECT, INDIRECT, COMPENSATORY, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF EMC OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING UNDER FROM YOUR ACCESS OR USE OF, OR ATTEMPTED ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, THIS SITE OR ANY PORTION THEREOF OR FROM ANY MATERIALS CONTAINED HEREON OR FROM ANY COMPUTER BUGS, VIRUS, TROJAN HORSES AND THE LIKE, MALFUNCTION OR OTHER FAILURE. These limitations of liability are a fundamental element of these Terms and Conditions. You agree that EMC would not be able to provide this Site on an economic basis without such limitations.

EMC MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OF THIS SITE'S CONTENT (INCLUDING USER CONTENT) OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) MISTAKES, OR INACCURACIES OF, OR DELETION OR FAILURE TO STORE, CONTENT, (II) ANY UNAUTHORIZED ACCESS TO OR USE OF ANY SERVER USED BY OR FOR EMC OR ANY CONFIDENTIAL PERSONAL INFORMATION OR FINANCIAL INFORMATION STORED THEREON, OR (III) ANY ERRORS OR OMISSIONS IN OR CORRUPTION OF ANY CONTENT OR ANY LOSS OF TRANSMITTED INFORMATION OR DATA, OR DAMAGE THAT IS THE RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE BY OR THROUGH THIS WEBSITE.

EMC DOES NOT WARRANT THAT THE SITE OR THE SITE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT YOUR USE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED. ANY INFORMATION CONTAINED WITHIN THIS WEBSITE IS SUBJECT TO AMENDMENT, REVISION OR UPDATING. EMC RESERVES THE RIGHT TO SUSPEND OR WITHDRAW ACCESS TO THE PAGES OF THIS WEBSITE WITHOUT NOTICE AT ANY TIME AND ACCEPTS NO RESPONSIBILITY FOR THESE PAGES NOT BEING AVAILABLE AT ALL TIMES.

EMC is not responsible for any damages or loss related to your reliance on any outdated version of these Terms and Conditions, including, but not limited, to any outdated version of this Website's Privacy Policy.

Certain jurisdictions prohibit the limitation of liability for certain types of damages or prohibit waivers against future fraud, and accordingly, such limitations or waivers may not apply to you. In such jurisdictions, EMC's liability is limited to the greatest extent allowable under applicable law.

Your Responsibilities

You are responsible for undertaking suitable precautions to scan for computer viruses and maintaining a backup of all data and/or equipment.

By using this Website, you agree that you will be responsible for maintaining the confidentiality of your password and account information, and that you will restrict access to your computer to avoid disclosure of such. You further agree that you will be responsible for all activity taken under your password and/or account.

Indemnity

To the fullest extent permitted by law, you will indemnify, defend and hold harmless EMC, the School, School District and each of their/its respective parent, subsidiary and affiliated entities, furnishing entities, officers, directors, members, employees, representatives, licensees, agents, successors, assignees and business partners (including without limitation un-affiliated third parties/business partners), from and against any and all claims, demands, losses, liabilities, damages, costs and expenses (including but not limited to attorneys' fees) relating to, or arising from or in connection with: (i) your breach or alleged breach of any of your representations, warranties or covenants set forth in these Terms and Conditions; (ii) your use of this Website; or (iii) any violation of these Terms and Conditions by you. You agree that your representations, warranties and covenants, and your indemnification obligations, shall survive beyond any term that these Terms and Conditions are in effect.

Electronic Communications

When you communicate with EMC electronically, via email or otherwise, you consent to receive electronic communications from EMC. You agree that all communications (including, but not limited to all notices, agreements and disclosures) provided to you electronically by EMC satisfy any legal requirement that such communication be in writing. EMC encourages you to retain your own copies of relevant information, however, upon your written request; EMC will provide you with a copy of the information you provided to EMC when creating your Member account. To make such a request please contact support@emcp.com

With respect to all communications you make to or through this Website, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and EMC shall have no obligation to protect your communications from disclosure; (ii) EMC shall be free to reproduce, use, publish, display, disclose and distribute your communications to others without limitation; and (iii) EMC shall be free to use any ideas, concepts, know-how, information, data content or techniques contained in your communications for any purpose whatsoever, including but not limited to the development, production and marketing of products and services that incorporate such information.

Acquisition of Business

In the event that EMC is involved in a merger, acquisition, consolidation, restructuring, reorganization, liquidation, sale or similar transaction relating to any portion of its business and/or assets, you hereby acknowledge and agree that this Website, all data collected on this Website, and all of EMC's rights hereunder may be included in the assets of, and/or transferred pursuant to, such transaction. If that occurs, EMC will post a notice to such effect on this Website.

Contact Us

If you have any questions concerning this Website or any of the policies set forth in these Terms and Conditions, please contact us at:

EMC School
875 Montreal Way
St. Paul, Minnesota 55102

educate@emcp.com

U.S. Export Controls

Software from or related to this Website (the "Software") may be subject to United States export controls. No Software may be downloaded from this Website or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

Governing Law

Use of this Website and these Terms and Conditions shall be governed by the laws of the State of Minnesota of the United States of America, without regard to its conflict of law provisions. In the event that any portion of these Terms and Conditions is deemed unenforceable, unlawful or void by a tribunal of competent jurisdiction, in any jurisdiction for any reason, including but not limited to the scope, duration or area of its applicability, unless narrowed by construction, such provision shall for purposes of such jurisdiction only, be construed as if such invalid, prohibited or unenforceable provision had been more narrowly drawn so as not to be invalid, prohibited or unenforceable (or if such language cannot be drawn narrowly enough, the tribunal making any such determination shall have the power to modify, to the extent necessary to make such provision or provisions enforceable in such jurisdiction, such scope, duration or area or all of them, and such provision shall then be applicable in such modified form in such jurisdiction). If, notwithstanding the foregoing, any such provision would be held to be invalid, prohibited or unenforceable in any jurisdiction for any reason, such provision, as to such jurisdiction only, shall be ineffective to the extent of such invalidity, prohibition or unenforceability, without invalidating the remaining provisions. No narrowed construction, modification or invalidation of any provision shall affect the construction, validity or enforceability of such provision in any other jurisdiction. No waiver by EMC of any term or condition of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or of any other term or condition, and EMC'S failure to assert any right or demand compliance with any provision of these Terms and Conditions shall not be deemed to constitute a waiver of any such right or provision.

Unless EMC shall otherwise elect, any dispute concerning these Terms and Conditions or your access or use of this Website or otherwise relating to the subject matter hereof shall be submitted to binding arbitration in Minnesota [within one (1) year from the date that the cause of action arose (or, if multiple causes of action are involved, from the date that the first cause of action arose)], with such arbitration conducted pursuant to the then prevailing rules of the American Arbitration Association. To the fullest extent permitted by law, no arbitration relating to these Terms and Conditions shall be joined to any other action or arbitration.

Notwithstanding anything to the contrary set forth in these Terms and Conditions, EMC may at any time (whether within the above one (1) year period or thereafter) seek injunctive or other appropriate relief against you and/or against others, in any state or federal court in the state of Minnesota or of any other jurisdiction that EMC deems appropriate, in the event that EMC believes that there is a violation, or a threatened violation, of any intellectual property rights and, in such case, you hereby consent to the jurisdiction and venue of such court.

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