#ICANHELP Terms of Use Agreement
Effective date: February 9th, 2022
These Terms of Use (these “Terms”) govern your access to and use of certain products, services and properties made available by the #ICANHELP Educate division of Digital4Good (“#ICANHELP Educate”, “us”, “our”, and “we”). Our products and services include, without limitation, our training workshops and online courses to promote digital wellness, online safety, and digital citizenship, the curriculum materials provided in connection with those workshops and online courses, and the online platform through which those workshops, courses, and materials are offered (collectively, the “#ICANHELP Program”). Certain features of the #ICANHELP Program may be subject to additional guidelines, terms, or rules (“Supplemental Terms”), which will be made available in connection with such features. All such Supplemental Terms are incorporated by reference into these Terms. If these Terms are inconsistent with any Supplemental Terms, the Supplemental Terms shall control solely with respect to such services.
These Terms set forth the legally binding terms and conditions that govern your use of the #ICANHELP PROGRAM. BY SIGNING UP TO USE THE #ICANHELP PROGRAM, COMPLETING THE REGISTRATION PROCESS, or By otherwise accessing or using the #ICANHELP PROGRAM, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). you may not access or use the #ICANHELP PROGRAM or accept the Terms if you are not at least EIGHTEEN (18) years old. If you do not agree with all of the provisions of these Terms, do not access and/or use the #ICANHELP PROGRAM.
PLEASE NOTE THAT THESE TERMS ARE SUBJECT TO CHANGE BY #ICANHELP EDUCATE IN ITS SOLE DISCRETION AT ANY TIME. WHEN CHANGES ARE MADE, #ICANHELP EDUCATE WILL MAKE A NEW COPY OF THE TERMS AVAILABLE AT THE WEBSITE OR THROUGH THE AFFECTED #ICANHELP PROGRAM. WE WILL ALSO UPDATE THE “LAST UPDATED” DATE AT THE TOP OF THESE TERMS. Any changes to the TERMS will be effective immediately for new users of the #ICANHELP Program and will be effective for existing Users, ON A GOING-FORWARD BASIS, upon the earlier of (a) thirty (30) days after the “Last Updated Date” at the top of these terms, or (b) your consent to and acceptance of the updated TERMS if #ICANHELP EDUCATE provides a mechanism for your immediate acceptance in a specified manner (such as a click-through acceptance), which #ICANHELP EDUCATE may require before further use of the #ICANHELP Program is permitted. If you do not agree to THE UPDATED TERMS, you MUST stop using THE #ICANHELP PROGRAM UPON THE EFFECTIVE DATE OF THE UPDATED TERMS. Otherwise, Your continued use of the #ICANHELP Program after the effective date OF THE UPDATED TERMS constitutes your acceptance of THE UPDATED TERMS.
ACCOUNTS
1.1 Account Creation. In order to use certain features of the #ICANHELP Program, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. If you provide any information that is untrue, inaccurate, not current or incomplete, or if #ICANHELP Educate has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, #ICANHELP Educate has the right to suspend or terminate your Account and refuse any and all current or future use of #ICANHELP Program (or any portion thereof). #ICANHELP Educate may also suspend or terminate your Account in accordance with Section 13. You may delete your Account at any time, for any reason, by emailing [email protected] and requesting that your Account be deleted. For purposes of these Terms, a “Registered User” is a user of the ICANHELP Program who has an active and valid Account.
1.2 Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify #ICANHELP Educate of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. #ICANHELP Educate cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
1.3 Communications with #ICANHELP Educate. By consenting to these Terms or using the #ICANHELP Program, you agree to receive communications from us, including via e-mail. We may also offer the opportunity to communicate by telephone call, in which case, you consent to communications by call, if you select such option. Communications from us and our affiliated companies may include, but are not limited to, operational communications concerning your Account or the use of the #ICANHELP Program, communications concerning promotions run by us or our third-party partners, news concerning #ICANHELP, and updates concerning new and existing features of the #ICANHELP Program. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF.
USE OF THE #ICANHELP PROGRAM
2.1 #ICANHELP Program License. Subject to these Terms, #ICANHELP Educate grants you a non-transferable, non-sublicensable, non-exclusive, revocable, limited license during the Term to access, display, download, and make a reasonable number of copies solely as necessary to use the #ICANHELP Program solely for your own personal use or for internal educational purposes.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the #ICANHELP Program, whether in whole or in part, or any content comprising the #ICANHELP Program; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the #ICANHELP Program; (c) you shall not access the #ICANHELP Program in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the #ICANHELP Program may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the #ICANHELP Program shall be subject to these Terms. All copyright and other proprietary notices on the #ICANHELP Program (or on any content displayed on the #ICANHELP Program) must be retained on all copies thereof.
2.3 Modification. #ICANHELP Educate reserves the right, at any time, to modify, suspend, or discontinue the #ICANHELP Program (in whole or in part) with or without notice to you. You agree that #ICANHELP Educate will not be liable to you or to any third party for any modification, suspension, or discontinuation of the #ICANHELP Program or any part thereof.
2.4 Updates. You acknowledge and agree that #ICANHELP Educate may update the #ICANHELP Program with or without notifying you. You may need to update third-party software from time to time in order to use the #ICANHELP Program.
2.5 No Support or Maintenance. You acknowledge and agree that #ICANHELP Educate will have no obligation to provide you with any support or maintenance in connection with the #ICANHELP Program.
2.6 Early Access Features. From time to time, #ICANHELP Educate may offer new “early access” features or tools with which its users may experiment. Such features or tools are offered, “AS IS”, solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at #ICANHELP Educate’s sole discretion. Early access features are provided subject to your commitment to provide feedback and testimonials with respect thereto.
2.7 Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the #ICANHELP Program. You are solely responsible for any fees, including internet connection or mobile fees, that you incur when accessing the #ICANHELP Program.
RESPONSIBILITY FOR CONTENT
3.1 Types of Content. You acknowledge that any information, data, text, sound, photographs, graphics, video, messages, tags and other materials accessible through the #ICANHELP Program (collectively, “Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not #ICANHELP Educate, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available through the #ICANHELP Program (“Your Content”), and that you and other Registered Users of the #ICANHELP Program, and not #ICANHELP Educate, are similarly responsible for all Content that you and they make available through the #ICANHELP Program (“User Content”).
3.2 No Obligation to Pre-Screen Content. You acknowledge that #ICANHELP Educate has no obligation to pre-screen User Content, although #ICANHELP Educate reserves the right in its sole discretion to pre-screen, refuse or remove any User Content. By entering into these Terms, you hereby provide your irrevocable consent to #ICANHELP Educate’s monitoring of Your Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat or text communications. In the event that #ICANHELP Educate pre-screens, refuses, or removes any of Your Content, you acknowledge that #ICANHELP Educate will do so for #ICANHELP Educate’s benefit, not yours. Without limiting the foregoing, #ICANHELP Educate shall have the right to remove any of Your Content that violates these Terms or is otherwise objectionable. As between #ICANHELP Educate and host schools, host schools bear sole responsibility for monitoring and flagging User Content that violates these Terms or is otherwise objectionable, and for taking any individual actions with respect to such User Content.
3.3 Storage. #ICANHELP Educate has no obligation to store any of Your Content. #ICANHELP Educate has no responsibility or liability for the deletion or accuracy of any User Content, including Your Content; the failure to store, transmit or receive transmission of any User Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the #ICANHELP Program. You agree that #ICANHELP Educate retains the right to create reasonable limits on #ICANHELP Educate’s use and storage of User Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits as determined by #ICANHELP Educate in its sole discretion.
OWNERSHIP
4.1 #ICANHELP Program. You acknowledge that all intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the #ICANHELP Program and its content are owned by #ICANHELP Educate or #ICANHELP Educate’s licensors. Neither these Terms (nor your access to the #ICANHELP Program) transfers to you or any third party any rights, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. #ICANHELP Educate and its licensors reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
4.2 Your Content. #ICANHELP Educate does not claim ownership of Your Content. However, when you post or publish Your Content on or the #ICANHELP Program, you represent that you own or have all necessary rights to post or publish Your Content on or in the #ICANHELP Program.
4.3 License to Your Content. You grant #ICANHELP Educate a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the #ICANHELP Program to you and to our other Registered Users. Please remember that other Registered Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the #ICANHELP Program. You agree that you, not #ICANHELP Educate, are responsible for all of Your Content. You may not post a photograph of another person without that person’s permission.
4.4 Username. Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments, or any other area on the #ICANHELP Program, you hereby expressly permit #ICANHELP Educate to identify you by your username (which may be a pseudonym) as the contributor of Your Content.
4.5 Feedback. If you choose to give #ICANHELP Educate any ideas, know-how, algorithms, code contributions, enhancement requests, suggestions, documents, proposals and/or any other feedback to the #ICANHELP Program (collectively, “Feedback”), you represent and warrant that you have all rights necessary to submit the Feedback and hereby grant #ICANHELP Educate a fully paid, royalty-free, perpetual, irrevocable, fully transferable, worldwide, and non-exclusive right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the #ICANHELP Program and/or #ICANHELP Educate’s business.
USER CONDUCT
As a condition of use, you agree not to use the #ICANHELP Program for any purpose that is prohibited by this agreement or by applicable law. You shall not (and shall not permit, incite, or encourage any third party) to (a) take any action or (b) make available any content on or through the #ICANHELP Program that: (i) infringes, misappropriates or otherwise violates any intellectual property right, right of publicity, right of privacy or other right of any person or entity; (ii) involves or references self-harm or harm to others, is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, pornographic, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without #ICANHELP Educate’s prior written consent; (v) impersonates any person or entity, including any employee or representative of #ICANHELP Educate; (vi) interferes with or attempt to interfere with the proper functioning of the #ICANHELP Program or uses the #ICANHELP Program in any way not expressly permitted by these Terms; or (vii) attempts to engage in or engage in, any potentially harmful acts that are directed against the #ICANHELP Program, including but not limited to violating or attempting to violate any security features of the #ICANHELP Program, introducing viruses, worms, or similar harmful code into the #ICANHELP Program, or interfering or attempting to interfere with use of the #ICANHELP Program by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the #ICANHELP Program.
INTERACTIONS WITH OTHER USERS
6.1 User Responsibility. You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that #ICANHELP Educate reserves the right, but has no obligation, to intercede in such disputes. You agree that #ICANHELP Educate will not be responsible for any liability incurred as the result of such interactions.
6.2 Content Provided by Other Users. The #ICANHELP Program may contain User Content provided by other Registered Users. #ICANHELP Educate is not responsible for and does not control User Content. #ICANHELP Educate has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk.
FEES
7.1 Payment. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable in accordance with the #ICANHELP Program. You will be responsible for payment of the applicable fee for any #ICANHELP Program at the time you create your Account and select your program and payment package. All fees for the #ICANHELP Program are non-refundable. You must provide #ICANHELP Educate with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) PayPal account of a payment provider, or other billing information to which invoices may be directed (each, a “Payment Provider”) as a condition to signing up for the #ICANHELP Program. Your Payment Provider agreement governs your use of the designated credit card or PayPal account, and you must refer to that agreement, not these Terms, to determine your rights and liabilities. By providing #ICANHELP Educate with your credit card number or PayPal account and associated payment information, you agree that #ICANHELP Educate is authorized to immediately invoice your Account for all fees and charges as they become due and payable and that no additional notice or consent is required. You agree to immediately notify #ICANHELP Educate of any change in your billing address or the credit card or PayPal account used for payment hereunder. #ICANHELP Educate reserves the right at any time to change its prices and billing methods, either immediately upon posting on the #ICANHELP website, the #ICANHELP Program, or by e-mail delivery to you.
7.2 Third-Party Payment Processor. #ICANHELP Educate may use Stripe, Inc. and its affiliates or another third-party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) (a “Payment Processor”). By making any payments to #ICANHELP Educate or for the #ICANHELP Program, you acknowledge and agree that you will be bound by the applicable privacy policy and terms of service for our then-current Payment Processor, with respect to such payments, and hereby consent and authorize #ICANHELP Educate to share any information and payment instructions you provide with one or more Payment Processor(s) to the extent required to complete your transactions.
7.3 Taxes. The payments required under Section 8.1 of these Terms do not include any Taxes. If #ICANHELP Educate determines it has a legal obligation to collect Tax from you, or any Tax is required to be withheld, in connection with these Terms, #ICANHELP Educate may collect or you may withhold such Tax in addition to the payments required under Section 8.1 of these Terms, but the payments due shall not be affected and shall be trued up as necessary. If any services, or payments for any services, under these Terms are subject to any Tax in any jurisdiction and you have not remitted the applicable Tax to #ICANHELP Educate, you will be responsible for the payment of such Tax and any related penalties or interest to the relevant tax authority, and you will indemnify #ICANHELP Educate for any liability or expense #ICANHELP Educate may incur in connection with such Taxes. Upon #ICANHELP Educate’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this Section, “Tax” shall mean any and all foreign, federal, state, and local sales, use, value-added, luxury, withholding, and other taxes, duties, and charges that may be due in connection with the services provided under these Terms.
7.4 Free Trials and Other Promotions. Any free trial or other promotion that provides complimentary access to the #ICANHELP Program must be used within the specified time of the trial. At the end of the trial period, your use of the #ICANHELP Program will expire and any further use of the #ICANHELP Program is prohibited unless you pay the applicable subscription fee. If you are inadvertently charged for a subscription, please contact #ICANHELP Educate to have the charges reversed.
INDEMNIFICATION
You agree to indemnify and hold #ICANHELP Educate (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the #ICANHELP Program, (b) your violation of these Terms or (c) your violation of applicable laws or regulations. #ICANHELP Educate reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of #ICANHELP Educate. #ICANHELP Educate will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
THIRD-PARTY LINKS
The #ICANHELP Program may contain links to third-party websites and services (collectively, “Third-Party Links”), including Google Drive and other Third-Party Links where you may access information or materials. Such Third-Party Links are not under the control of #ICANHELP Educate, and #ICANHELP Educate is not responsible for any Third-Party Links. #ICANHELP Educate provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
DISCLAIMER
THE #ICANHELP PROGRAM IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND #ICANHELP EDUCATE (AND OUR LICENSORS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR LICENSORS) MAKE NO WARRANTY THAT THE #ICANHELP PROGRAM WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE #ICANHELP PROGRAM, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
#ICANHELP EDUCATE HEREBY EXPRESSLY DISCLAIMS ANY GUARANTEES OF RESULTS OR WARRANTIES REGARDING THE EFFECTIVENESS OF THE #ICANHELP PROGRAM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM #ICANHELP EDUCATE OR THROUGH THE #ICANHELP PROGRAM WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
FROM TIME TO TIME, #ICANHELP EDUCATE MAY OFFER NEW “EARLY ACCESS” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT #ICANHELP EDUCATE’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
YOU ACKNOWLEDGE AND AGREE THAT #ICANHELP EDUCATE IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD #ICANHELP EDUCATE LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES (INCLUDING THIRD-PARTY LINKS) AND USER CONTENT, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. #ICANHELP EDUCATE HAS NO LIABILITY OR RESPONSIBILITY TO REPORT OR TAKE ANY ACTION WITH RESPECT TO ANY USER CONTENT, EXCEPT AS MAY BE REQUIRED BY APPLICABLE LAW.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
LIMITATION ON LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL #ICANHELP EDUCATE (OR OUR AFFILIATES OR LICENSORS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE #ICANHELP PROGRAM, EVEN IF #ICANHELP EDUCATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE #ICANHELP PROGRAM IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF THE FEES PAID BY YOU FOR THE #ICANHELP PROGRAM IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENTS FIRST GIVING RISE TO THE CLAIM. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR LICENSORS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
TERM & TERMINATION
You hereby acknowledge and agree that these Terms commenced on the earlier to occur of (a) the date you first used the #ICANHELP Program or (b) the date you accepted these Terms, and will remain in full force and effect for one (1) year, unless earlier terminated in accordance with these Terms (the “Term”), and may be subsequently renewed for additional periods of one (1) year upon mutual agreement. We will send you an account renewal notice to the most recently-updated contact information we have on file for your Account at least thirty (30) days before expiration of the then-current Term. We may suspend or terminate your rights to use the #ICANHELP Program (including your Account) at any time for any reason at our sole discretion, including for any use of the #ICANHELP Program in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the #ICANHELP Program will terminate immediately. #ICANHELP Educate will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account. If #ICANHELP Educate terminates your rights under these Terms for its convenience, #ICANHELP Educate will provide a pro-rata refund of fees actually paid by you to #ICANHELP Educate for the remainder of the Term then in effect. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2 through 2.6, 3, 4.1 through 4.2, 4.4 through 4.5, and 5 through 14
GENERAL
13.1 Governing Law & Dispute Resolution. Any dispute, claim, or request for relief relating in any way to your use of the #ICANHELP Program will be governed and interpreted by and under the laws of the State of California without giving effect to any principles that provide for the application of the law of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from these Terms. In the event of any controversy or claim arising out of or relating to these Terms, or any breach thereof, such controversy or claim shall be determined and settled by confidential arbitration, conducted in English, held in San Francisco County, California, administered by the American Arbitration Association (“AAA”) before a sole arbitrator in accordance with the then-current AAA Commercial Arbitration Rules. The award rendered by the arbitrator shall be final and binding on the parties thereto, and judgment thereon may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from applying to a court of competent jurisdiction for equitable or injunctive relief.
13.2 Export. The #ICANHELP Program may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from #ICANHELP Educate, or any products utilizing such data, in violation of the United States export laws or regulations.
13.3 Electronic Communications. The communications between you and #ICANHELP Educate use electronic means, whether you use the #ICANHELP Program or send us emails, or whether #ICANHELP Educate posts notices on the #ICANHELP Program or communicates with you via email. For contractual purposes, you (a) consent to receive communications from #ICANHELP Educate in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that #ICANHELP Educate provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
13.4 Force Majeure. #ICANHELP Educate shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, pandemics, epidemics, or other national health emergencies (including COVID-19), embargos, acts of civil or military authorities, laws and regulations of any governmental or quasi-governmental authority (including shelter-in-place and similar orders), fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials, in each case, whether or not foreseeable.
13.5 Privacy Policy. Please read the #ICANHELP Educate Privacy Policy, currently located at https://www.icanhelp.net/privacy-policy, carefully for information relating to our collection, use, storage, disclosure of personal information you share with us. The #ICANHELP Educate Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
13.6 Entire Terms. These Terms, together with the Privacy Policy, constitute the entire agreement between you and us regarding the use of the #ICANHELP Program. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to #ICANHELP Educate is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without #ICANHELP Educate’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. #ICANHELP Educate may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
13.7 Contact Information:
Email: [email protected]
Mail: P.O. Box 11796, Bakersfield, CA 93389
Phone: +1 (925) 237-1056
