Acceptance of Terms
MastersinESL reserves the right to change or add to any portion of this Agreement at any time, which change or addition shall be effective immediately upon posting of the updated Agreement to this Site, without additional notice. Any use of the Site after such date shall constitute your acceptance of such updated Agreement. If any change to this Agreement is not acceptable to you, your sole remedy is to cease accessing, browsing and otherwise using the Site.
Usage of Site and Intellectual Property
You may use this Site for personal, non-commercial, lawful purposes only. The Site contains copyrighted material, trademarks and other proprietary information, including, but not limited to, software, text, graphics and images (collectively, the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark or other laws. You have no rights in the Content, and no copying, redistribution, retransmission, publication or commercial or non-commercial use of the Content will be permitted without the express written permission of MastersinESL. The use or posting of any of the Content on any other web site or in a networked computer environment for any purpose is expressly prohibited. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. For clarity, there is no prohibition against you maintaining hyperlinks on your own website(s) that lead visitors to a page on the Site.
The trademarks, service marks, and logos of MastersinESL (the “Company Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of MastersinESL. Other company, product, and service names located on the Site may be trademarks or service marks owned by third parties (the “Third Party Trademarks”, and, collectively with the Company Trademarks, the “Trademarks”). Nothing on this Site or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Site without the prior written consent of MastersinESL specific for each such use. The Trademarks may not be used to disparage MastersinESL or the applicable third party, or their respective products or services, or in any manner that may damage any goodwill in the Trademarks. All goodwill generated from the use of any Company Trademark shall inure to MastersinESL’s benefit.
Restrictions on Use
You agree not to: (a) take any action that imposes an unreasonable load on the Site’s infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site, or (d) delete or alter any material posted on the Site by MastersinESL or any other person or entity.
Links to External Websites
Links to External Websites
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials on the Site infringe your copyright, and that the use of such materials is not fair use, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. Notices and counter-notices must meet the then current statutory requirements imposed by the DMCA (see www.copyright.gov for details). Notices and counter notices with respect to the Site should be sent to:
David V. Cappillo, Esq.
Goodwin Procter LLP
53 State Street
Boston, MA 02109
By email: DCappillo@goodwinprocter.com
GENERAL LEGAL TERMS
You agree to defend, indemnify and hold harmless MastersinESL, MastersinESL affiliated companies and each of their respective directors, officers, employees, agents, third party content providers and licensors (the “MastersinESL Parties”) from and against all claims, actions, demands and expenses, including, without limitation, reasonable attorneys’ and accounting fees, arising from your access to, use or misuse of the Content or Site. MastersinESL reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests in assisting theMastersinESL’s defense of such matter.
Representations and Warranties
YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE MastersinESL PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES RIGHTS AND FITNESS FOR A PARTICULAR PURPOSE. NONE OF THE Degree Prospects PARTIES WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE, OR AS TO THE CURRENCY, ACCURACY, RELIABILITY, COMPLETENESS OF ANY INFORMATION, SERVICE OR CONTENT PROVIDED OR MADE AVAILABLE THROUGH THE SITE. WHILE MastersinESL MAKES EVERY EFFORT TO ENSURE THAT ALL INFORMATION PROVIDED ON THE SITE (REGARDING TOPICS INCLUDING BUT NOT LIMITED TO SCHOOLS, CAREERS, FINANCIAL AID OPTIONS) IS ACCURATE AND UP TO DATE, THERE MAY BE DELAYS IN MAKING REVISIONS OR CORRECTIONS TO THE SITE TO REFLECT NEW OR CHANGED INFORMATION AND AS A RESULT MastersinESL MAKES NO REPRESENTATION AS TO THE CURRENCY OR ACCURACY OF ANY SUCH INFORMATION. THE COMPANY PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE.
YOU REPRESENT, WARRANT, AND COVENANT THAT YOU HAVE THE LEGAL RIGHT TO ENTER INTO THIS AGREEMENT AND TO USE THIS SITE ACCORDING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU ARE ACCEPTING THIS AGREEMENT AND USING THIS SITE ON BEHALF OF ANOTHER COMPANY OR ENTITY, YOU AGREE THAT SUCH COMPANY OR ENTITY WILL BE BOUND BY THIS AGREEMENT. ADDITIONALLY, YOU REPRESENT, WARRANT, AND COVENANT THAT ALL INFORMATION YOU PROVIDE TO MastersinESL IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SITE, INCLUDING BUT NOT LIMITED TO PERSONAL INFORMATION, IS CURRENT AND CORRECT.
Limitation of Liability
IN NO EVENT WILL THE MastersinESL PARTIES OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SITE, BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE OR THE CONTENT, WHETHER CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR ANY OTHER CAUSE, EVEN IF SUCH MastersinESL PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, THE LIABILITY OF THE COMPANY PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Termination of the Agreement
MastersinESL reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Site or the Content at any time and for any reason without prior notice or liability. MastersinESL reserves the right to change, suspend, or discontinue all or any part of the Site or the Content at any time without prior notice or liability.
The Sections of this Agreement entitled “Usage of the Site and Intellectual Property,” “Restrictions on Use,” “Indemnification,” “Representations and Warranties,” “Limitation on Liability,” “Termination of the Agreement” and “Miscellaneous” shall survive the termination of this Agreement.
Users Must Comply with Applicable Laws
We make no claims concerning whether the Content may be downloaded or viewed, or is appropriate for use outside of the United States. If you access the Site or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
Merger, Sale or Bankruptcy
As we develop our business, we might sell or buy businesses or assets. In connection with a corporate sale, merger, reorganization, dissolution or similar event, MastersinESL may assign or transfer this Agreement to the person or entity acquiring the applicable assets or succeeding to the applicable business. In the event of any such transaction, this Agreement shall remain in full force and effect and shall be binding on you and any such successor and/or assign.
The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions. In addition, if any provision of the Agreement, for any reason, is declared to be unenforceable, the parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, accomplishes the intentions of the original provision. Failure of MastersinESL to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver of any breach or default hereunder shall be effective against MastersinESL unless made in writing, nor shall any such waiver be deemed to be a waiver of any preceding or subsequent breach or default. This Agreement shall be governed by the laws of the Commonwealth of Massachusetts without regard to conflicts of law principles. Any disputes regarding this Agreement must be brought in the state or federal courts located in Massachusetts, and the parties hereby irrevocably consent to the jurisdiction and venue of any such court in any such action or proceeding. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.