Subject to the terms and conditions of this Agreement, including the payment
of any applicable subscription fees, Montessori Workspace grants you a
personal, limited, non-exclusive, non-transferable license to electronically
access and use the Software solely to manage your Montessori records.
You are not licensed or permitted under this Agreement to do any of the following and shall not allow any third party to do any of the following: (i) access or attempt to access any other Montessori Workspace systems, programs or data that are not made available for public use; (ii) copy, reproduce, republish, upload, post, transmit, resell or distribute in any way the material from the MontessoriWorkspace.com site; (iii) permit any third party to benefit from the use or functionality of the Software or Services via a rental, lease, timesharing, service bureau, or other arrangement; iv) transfer any of the rights granted to you under this Agreement; (v) work around any technical limitations in the Software, use any tool to enable features or functionalities that are otherwise disabled in the Software, or decompile, disassemble, or otherwise reverse engineer the Software except as otherwise permitted by applicable law; (vi) perform or attempt to perform any actions that would interfere with the proper working of the Software or Services, prevent access to or the use of the Software or Services by Montessori Workspace's other licensees or customers, or impose an unreasonable or disproportionately large load on Montessori Workspace's infrastructure; or (vii) otherwise use the Software except as expressly allowed under this Section 1.
The Software is licensed not sold, and Montessori Workspace reserves all rights not expressly granted to you in this Agreement. The Software is protected by copyright, trade secret and other intellectual property laws. Montessori Workspace and its licensors own the title, copyright, and other worldwide intellectual property rights in the Software and all copies of the Software. This Agreement does not grant you any rights to trademarks or service marks of Montessori Workspace.
You must register to use the Software and Services and (i) provide true, accurate, current and complete information as prompted by the sign-up process (the "Registration Data"), and (ii) maintain and promptly update the Registration Data to keep it accurate, current and complete. If you provide any Registration Data that is inaccurate, not current or incomplete, or Montessori Workspace has reasonable grounds to suspect is inaccurate, not current or incomplete, Montessori Workspace may, in its sole discretion, suspend or terminate your account and refuse any and all current or future access to and use of the Software or Services (or any portion thereof).
You are solely responsible for (i) maintaining the confidentiality and security of your password(s), login information, and any other security or access information, used by you to access the Software and Services (collectively, "Licensee Access Information"), and (ii) preventing unauthorized access to or use of the information, files or data that you store or use in or with the Software and Services (collectively, " Account Data"). You are responsible for providing access and assigning passwords to other users under your account for the Software and Services, and ensuring that such authorized users comply with this Agreement. You will be responsible for all electronic communications, including account registration and other account holder information, email and financial, accounting and other data ("Communications") entered using the Licensee Access Information. Montessori Workspace assumes that any Communications it receives through use of the Licensee Access Information were sent or authorized by you. You agree to immediately notify Montessori Workspace if Licensee becomes aware of any loss, theft or unauthorized use of any Licensee Access Information. Montessori Workspace reserves the right to deny you access to the Software or Services (or any part thereof) if Montessori Workspace reasonably believes that any loss, theft or unauthorized use of Licensee Access Information has occurred. You must inform Montessori Workspace of, and hereby grants to Montessori Workspace permission to use, Licensee Access Information to enable Montessori Workspace to provide the Services to you, including updating and maintaining Account Data, addressing errors or service interruptions, and to enhance the types of data and services Montessori Workspace may provide to you in the future.
Montessori Workspace shall have the right, in its sole discretion and with reasonable notice posted on the Montessori Workspace site and/or sent to your email address provided in the Registration Data, to revise, update, or otherwise modify the Services and establish or change limits concerning use of the Software and Services, temporarily or permanently, including but not limited to (i) the amount of storage space you have on the Software at any time, and (ii) the number of times (and the maximum duration for which) you may access the Software in a given period of time. Montessori Workspace reserves the right to make any such changes effective immediately to maintain the security of the system or Licensee Access Information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the Software and Services to which such changes relate. Your continued use of the Software or Services will constitute Licensee's acceptance of and agreement to such changes. Montessori Workspace may, from time to time, perform maintenance upon the Software or Services resulting in interrupted service, delays or errors in the Software or Services. Montessori Workspace will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.
The Software may include a feature that allows you to exchange useful and
helpful information with other users of Montessori Workspace ("Montessori
Workspace Forum"). Internet access is required to use Montessori Workspace
Forum. Please respect and interact with other users as you would in any public
arena when using the Montessori Workspace Forum features. Exercise your
judgment in evaluating and acting on (or ignoring) other users' Montessori
Workspace Forum sessions. Remember, due to the anonymous nature of the
Internet, other Montessori Workspace Forum users may not be who they say they
are, know what they say they know or be affiliated with whom they say they are
affiliated. You agree that Montessori Workspace does not endorse and is not
responsible for the accuracy of the content in Montessori Workspace Forum, and
will not be liable for any damages incurred as a result of the submission or
use of any such content. Montessori Workspace Forum users may post hypertext
links to content hosted and maintained by third parties. Montessori Workspace
Forum has no obligation to monitor these linked sites, and is not responsible
for them. Your access to any linked sites is at your own risk, so use good
judgment before you click on any link or access any linked site. Do not reveal
information that you do not want to make public, such as by posting your
contact information or email address while using Montessori Workspace Forum.
Montessori Workspace reserves the right to monitor the Montessori Workspace
Forum content and designate Montessori Workspace employees to act as monitors.
Additionally, Montessori Workspace reserves the right to edit, remove or refuse
to remove Montessori Workspace Forum content in its sole discretion. You agree
not to upload, post or otherwise transmit any content
(including but not limited to text, links, communications, software, images,
sounds, data or other information) that contains:
Inappropriate content such as: profanity, objectionable material of any kind, links to websites that contains information about illegal activity, information or software that contains a virus, Trojan horse, or other harmful or disruptive component.
Spam such as: commercial solicitations, chain letters, securities offerings, repetitive, pointless or irrelevant postings.
Attacks such as: "flaming" other participants in a manner that might incite or perpetuate a conflict or argument, creating usernames to attack other participants' identities, impersonating other individuals or falsely representing your identity or qualifications, postings that breach any users' privacy.
The Software and/or Service may contain errors, "bugs" and other problems which may result in the failure of such Software and/or Service. You agree that Montessori Workspace may contact you in order to assist you with the service and to obtain information needed to determine and fix any error.
The Software may contain or reference links to websites operated by third parties ("Third Party Websites"). These links are provided as a convenience only. Such Third Party Websites are not under the control of Montessori Workspace. Montessori Workspace is not responsible for the content of any Third Party Website or any link contained in a Third Party Website. Montessori Workspace does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Websites, and the inclusion of any link in the Software or Services is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by Montessori Workspace of any information contained in any Third Party Website. In no event will Montessori Workspace be responsible for the information contained in such Third Party Website or for your use of or inability to use such website. Access to any Third Party Website is at your own risk, and you acknowledge and understand that linked Third Party Websites may contain terms and privacy policies that are different from those of Montessori Workspace. Montessori Workspace is not responsible for such provisions, and expressly disclaims any liability for them.
Montessori Workspace may provide you with a mechanism to provide feedback, suggestions and ideas, if you choose, about its online products and services ("Feedback"). You agree that Montessori Workspace may, in its sole discretion, use the Feedback you provide to Montessori Workspace in any way, including in future modifications of the Software, multimedia works and/or advertising and promotional materials relating thereto. You hereby grant Montessori Workspace a perpetual, worldwide, fully transferable, non-revocable, royalty free license to use, modify, create derivative works from, distribute and display any information you provide to Montessori Workspace in the Feedback.
For details about Montessori Workspace's privacy policies, please refer to the Privacy Statement contained online at http://www.montessoriworkspace.com. You agree to be bound by the applicable Montessori Workspace privacy policies, as it may be amended from time to time in accordance with its terms.
IF YOU INTEND TO USE THE SOFTWARE, RELATED SERVICES AND CONTENT IN CONJUNCTION WITH THE MEDICAL OR HEALTH INFORMATION OF PARTICULAR INDIVIDUALS, YOU ACKNOWLEDGE AND AGREE THAT THE SOFTWARE, RELATED SERVICES AND CONTENT ARE NOT "HIPAA-READY" OR "HIPAA-COMPLIANT" AND WILL NOT ASSIST WITH OR ENSURE COMPLIANCE WITH HIPAA, AND THAT YOU ARE SOLELY RESPONSIBLE FOR USING THE SOFTWARE, RELATED SERVICES AND CONTENT IN A MANNER CONSISTENT WITH ALL APPLICABLE FEDERAL AND STATE PRIVACY LAWS RELATING TO MEDICAL OR HEALTH INFORMATION.
THE SOFTWARE AND SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS
AVAILABLE" BASIS AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
MONTESSORI WORKSPACE, ITS AFFILIATES, LICENSORS, PARTICIPATING FINANCIAL
INSTITUTIONS, THIRD-PARTY CONTENT OR SERVICE PROVIDERS, DISTRIBUTORS, DEALERS
AND SUPPLIERS (COLLECTIVELY, "SUPPLIERS") DISCLAIM ALL GUARANTEES AND
WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SOFTWARE AND
SERVICES, INCLUDING ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, TITLE,
MERCHANTABILITY, AND NON-INFRINGEMENT. MONTESSORI WORKSPACE DOES NOT WARRANT
THAT THE SOFTWARE OR SERVICES ARE SECURE OR FREE FROM BUGS, VIRUSES,
INTERRUPTION, ERRORS, IDENTITY THEFT, THREAT OF HACKERS, OTHER PROGRAM
LIMITATIONS, OR THAT THE SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS.
MONTESSORI WORKSPACE ATTEMPTS TO ENSURE THAT ACCOUNT DATA STORED IN MONTESSORI
WORKSPACE'S SOFTWARE IS SAFE AND SECURE BY EMPLOYING REASONABLE,
INDUSTRY-RECOGNIZED SECURITY AND VIRUS SAFEGUARDS, AND CONDUCTING ROUTINE
SYSTEM MAINTENANCE AND MONITORING. SOME STATES DO NOT ALLOW THE EXCLUSION OF
IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT
EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO 60 DAYS FROM THE DATE
OF REGISTRATION OR FIRST LOGIN OF THE SOFTWARE, AS APPLICABLE. HOWEVER, SOME
STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE
ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL
RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.
THE SOFTWARE AND ANY RELATED SERVICES OR CONTENT ARE DESIGNED TO OPERATE AND PROVIDE INFORMATION WITH THE UNDERSTANDING THAT MONTESSORI WORKSPACE AND ITS SUPPLIERS ARE NOT ENGAGED IN RENDERING LEGAL OR OTHER PROFESSIONAL SERVICE. IF LEGAL ADVICE OR OTHER EXPERT ASSISTANCE IS REQUIRED, THE SERVICE OF A COMPETENT PROFESSIONAL SHOULD BE SOUGHT. MONTESSORI WORKSPACE EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SOFTWARE WILL SATISFY ANY STATUTORY OR REGULATORY OBLIGATIONS, OR WILL ASSIST WITH, GUARANTEE OR OTHERWISE ENSURE COMPLIANCE WITH ANY APPLICABLE LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 ("HIPAA"), THE GRAMM-LEACH-BLILEY ACT OF 1999, THE S ARBANES-OXLEY ACT OF 2002, OR OTHER FEDERAL OR STATE STATUTES OR REGULATIONS.
THE ENTIRE CUMULATIVE LIABILITY OF MONTESSORI WORKSPACE AND ITS SUPPLIERS FOR ALL MATTERS ARISING FROM OR RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SOFTWARE OR SERVICES, AS APPLICABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MONTESSORI WORKSPACE AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR FOR ANY DAMAGES RELATING TO LOSS OF BUSINESS, TELECOMMUNICATION FAILURES, LOSS, CORRUPTION, SECURITY OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF MONTESSORI WORKSPACE, ITS SUPPLIERS OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL MONTESSORI WORKSPACE BE LIABLE FOR ANY LOSS, COST, LIABILITY OR DAMAGE INCURRED AS A RESULT OF YOUR RECEIPT OF OR PARTICIPATION IN ANY THIRD PARTY SERVICES OR THIRD PARTY WEBSITES. IN NO EVENT DOES MONTESSORI WORKSPACE ASSUME ANY LIABILITY TO ANY PARTY OTHER THAN YOU ARISING OUT OF YOUR USE OR INABILITY TO USE THE SOFTWARE OR SERVICES. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MONTESSORI WORKSPACE AND YOU. MONTESSORI WORKSPACE WOULD NOT BE ABLE TO HAVE PROVIDED THE SOFTWARE OR THE SERVICES WITHOUT SUCH LIMITATIONS.
(a) Consent to Electronic Communications. Montessori Workspace may be
required by law to send "Communications" to you that may pertain to
the Software, the use of information you may submit to Montessori Workspace,
and the services you choose. You agree that Montessori Workspace, on behalf of
itself, and others who administer such services (as applicable), may send
Communications to you by email and/or may make Communications available to you
by posting them on our website montessoriworkspace.com. You consent to receive
these Communications electronically. The term "Communications" means
any notice, record, agreement, or other type of information that is made
available to you or received from you in connection with the Software and the
(b) Consenting to Do Business Electronically. The decision whether to do business electronically is yours, and you should consider whether you have the required hardware and software capabilities. Your consent to do business electronically and our agreement to do so covers all transactions you conduct through the Software for as long as you remain a subscriber to the Software.
(c) Hardware and Software Requirements. In order to access and retain an electronic record of Communications, you will need: a computer, a monitor, a connection to an Internet service provider, Internet browser software that supports 128-bit encryption, and an e-mail address. By selecting the "I accept" button, you are confirming to us that you have the means to access, and to print or download, Communications. We do not provide ISP services. You must have your own Internet service provider.
(d) Changes to Your Email Address. You agree to notify us promptly of any change in your email address.
(e) Printing. You may print any Electronic Communications by using the web browser's print function.
Unless otherwise required by law, an action or proceeding by you to enforce an obligation, duty, or right arising under this End User License or by law with respect to the Software or Services must be commenced within one year after the cause of action accrues.
Except as expressly set forth in this Agreement, this Agreement is a complete statement of the agreement between you and Montessori Workspace and sets forth the entire liability of Montessori Workspace and its Suppliers and your exclusive remedy with respect to the Software and Services. The Suppliers, agents, employees, distributors, and dealers of Montessori Workspace are not authorized to make modifications to this Agreement, or to make any additional representations, commitments, or warranties binding on Montessori Workspace. Any waiver of the terms herein by Montessori Workspace must be in a writing signed by an authorized officer of Montessori Workspace and expressly referencing the applicable provisions of this Agreement. If any provision of this Agreement is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. This Agreement will be governed by Colorado law as applied to agreements entered into and to be performed entirely within Colorado, without regard to its choice of law or conflicts of law principles that would require the application of law of a different jurisdiction, and applicable federal law. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. The parties hereby consent to the exclusive jurisdiction and venue in the state courts in Boulder County, Colroado or federal court for the District of Colorado. Headings are included for convenience only, and shall not be considered in interpreting this Agreement. As used in this Agreement, the word "including" means "including but not limited to." This Agreement does not limit any rights that Montessori Workspace may have under trade secret, copyright, patent or other laws.
Montessori Workspace shall have the right, to change or add to the terms of its Agreement at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of Software and Services (including but not limited to Internet based services, pricing, technical support options, and other product-related policies) upon notice by any means Montessori Workspace determines in its discretion to be reasonable, including posting information concerning any such change, addition, deletion, discontinuance or conditions in Software or on any Montessori Workspace sponsored web site, including but not limited to www.montessoriworkspace.com. Any use of the Software by Licensee after Montessori Workspace's publication of any such changes shall constitute your acceptance of this Agreement as modified.
Your rights under this Agreement may be terminated or suspended by Montessori Workspace immediately and without notice if you fail to comply with any term or condition of this Agreement or you no longer consent to receive Electronic Communications in accordance with Section 13. Additionally, Montessori Workspace reserves the right (but has no obligation) to delete all Licensee Access Information and Account Data stored on Montessori Workspace's servers if the subscription has been terminated or if you have not renewed a subscription for the Software. Upon termination you must immediately cease using the Software and Services. Any termination of this Agreement shall not affect Montessori Workspace's rights hereunder. Further, you agree that upon termination of the Agreement as provided in this Section 19. Montessori Workspace shall not be liable to you or any third party for any termination of your access to the Software or deletion of the Licensee Access Information and Account Data. You agree to defend, indemnify and hold Montessori Workspace harmless from and against any and all claims, losses, liability costs and expenses (including but not limited to attorneys' fees) arising from your authorized users' violation of this Agreement, state or federal laws or regulations, or any third party's rights, including but not limited to infringement of any copyright, violation of any proprietary right or invasion of any privacy rights. This obligation will survive the termination of the Agreement.
If you have any questions, please email us at: firstname.lastname@example.org