User Agreement

 

WEBSITE USE AGREEMENT

PLEASE READ THE FOLLOWING CAREFULLY.  THIS AGREEMENT CONSTITUTES THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND CONSTRUCT-ED, INC. (REFERRED TO AS THE “COMPANY” OR “WE”) WITH RESPECT TO YOUR CURRENT AND FUTURE USE OF THIS WEBSITE AND THE RESOURCES AVAILABLE ON IT. IN THIS AGREEMENT YOU WILL BE REFERRED TO AS “YOU” OR “USER”.

BY USING THE WEBSITE, YOU INDICATE YOUR ACCEPTANCE OF AND AGREEMENT TO THE FOLLOWING TERMS AND CONDITIONS.  IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, DO NOT USE THIS WEBSITE.

Section 1.  Who We Are.  The Company, Construct-Ed, Inc., is a Pennsylvania corporation which has been formed to provide an easily accessible resource for education and training on issues related to the construction industry.  The Company has established the Construct-Ed™ website to make video and other training and educational materials available to users in a convenient and easy to use format.

Section 2.  Access and Use of the Website.  The Construct-Ed™ website is designed to help You learn and develop skills involving techniques and new products used in the construction industry.  In particular, You will have the ability to access video and other educational resources and also post Your own materials.  Your use of the Construct-Ed™ website entails the use of hardware, software and internet access.  You agree that the Company is not responsible for any hardware, software, or internet access or availability issues, and You agree to hold the Company harmless for any such issues.  The Company does not provide internet or mobile access and You are responsible for all fees relating to telephone, data, and internet access charges along with all necessary equipment, servicing, repair or correction incurred in maintaining internet connectivity.  You are solely responsible for any information, images, or hyperlinks that you may post, upload, email, transmit, or otherwise make available through the Construct-Ed™ website, as more particularly set forth in the Content section of this Agreement.  You agree to ensure that any images and/or text that You post or link to as a URL and/or a hyperlink are under Your explicit control.  Linking an image and/or text from another site that is not under Your control could result in a violation of this Agreement.  By using this website, You are warranting that You have permission to post all images or hyperlinks, even if they are subject to copyright protection.  You warrant that You will not submit an image or hyperlink which depicts or directs any internet traffic to a resource or website that disparages or undermines the content provided by the Company on this website.  If You submit an image or hyperlink that is later alleged to be infringing of another person’s copyright, or which is otherwise contrary to the warranties contained in this Section, the Company may immediately disable Your access to the website or remove the image or hyperlink which does not comply.  We will comply with any lawful demands of third parties related to all copyrighted material.  All rules set forth in the Content section of this Agreement apply equally to posting images and hyperlinks, as well as to other forms of posting or linking.  If You choose to post a URL, hyperlink, image, or any other content, You do so at Your own risk.  You agree not to use the website for any illegal purpose, or for any purpose which may infringe on the property rights of others.  You represent that You are over the age of 18 and assume responsibility and liability for Your compliance with this Agreement.

Section 3.  Interruption of Service.  The Company reserves the right to interrupt the service or deny access to the website from time to time on a regularly scheduled basis or otherwise, with or without notice, in order to perform necessary maintenance.  You agree that the Company will not be liable for any interruption of the service through the website, or from any delay or failure to perform for any reason.  You acknowledge that access to the website may also be interrupted for reasons beyond the control of the Company, and We cannot make any assurances that You will be able to access and use the website whenever You desire to do so.

Section 4.  Intellectual Property Rights.  The Construct-Ed™ website was developed by and is the sole property and constitutes confidential and proprietary information of the Company.  You are being granted access to use the website only under this Agreement.   You shall not disclose or transfer Your passwords or any other method of accessing the website to any third party or to any unauthorized computers or devices.  You understand that the use of any feature contained on the website or through an internet browser enabling passwords to be “remembered” or entered automatically may create breaches in password security, and You assume responsibility for and You understand and agree to take reasonably necessary steps to prevent unauthorized access or use of Your data.  You agree not to decompile, modify, reproduce, rent, lease, or otherwise dispose of or reverse engineer the software code utilized by the website, and You agree not to duplicate any video or other resource made available through the website.  You agree to use the website only in connection with educational purposes related to the operation of Your business and you will not make any other commercial use of the website or the materials contained on it.

Section 5.  Content.  “Content” as used herein means all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials, whether publicly posted or privately transmitted.  You understand that all Content is the sole responsibility of the person from whom such Content originated.  This means that You, and not We, are entirely responsible for all Content that You upload, post, email, transmit, or otherwise make available via the website.  With respect to Your content, You acknowledge and agree that all such Content shall reside solely on Your computers or servers and that You own or have the express legal right to possess and display such Content.  You understand and agree that We shall have no control over such Content or its use and that the Company cannot and does not guarantee the accuracy, integrity, or quality of such Content.  To that end, You understand and agree that the Company will post the following disclaimer at the beginning of all course content posted on the Construct-Ed® website, which You must agree to in order to view the content:  “The following materials represent only the instructor’s opinion as to issues presented.  No assurance can be given that the methods and techniques discussed here are the most effective or safest available.  Although reasonable steps have been taken to ensure the applicability and propriety of these materials, neither Construct-Ed nor the instructor can make any guarantees that the user will not be subjected to risk of injury or loss, even if the methods described here are strictly adhered to.  By purchasing and/or watching these materials, you assume all risk of injury or loss, even if the methods described in these materials are strictly adhered to.  Furthermore, you agree to indemnify and hold harmless the instructor providing the content of these materials from any and all injury, loss or damage arising out of any action you may take based on these materials.”  Further, You agree that You WILL NOT: (a) upload, post, email, transmit, or otherwise make available any Content through the website that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (b) so make available through the website any Content that portrays nudity or adult content; (c) so make available any Content that You do not have a right to make available under any law or under contractual or fiduciary relationships (such as proprietary and confidential information subject to nondisclosure obligations); (d) so make available any Content that infringes on any patent, copyright, trademark, trade secret, or other proprietary rights of any third party; (e) so make available any Content that is false, deceptive, misleading, deceitful, or constitutes “bait and switch”; (f) so make available any Content that advertises any illegal service or the sale of any items which is prohibited under applicable law; or (g) allow usage of the website by others in such a way as to violate this Agreement.  You further understand that although the Company has no responsibility with respect to any Content, We may nevertheless take whatever steps are necessary and appropriate to remove any Content which, in our sole discretion, does not comply with Section 2, Section 4, or this Section 5.   You further agree that Your use of the Website is expressly subject to the provisions of the Construct-Ed Website Privacy Policy found on the Website.

Section 6.  Export Control Laws/U.S. Government Restricted Rights.  You agree to comply with all United States and other applicable laws, rules and regulations relating to the export, re-export or transshipment of the Software. Use, duplication or disclosure of the Software by the United States Government is subject to the restrictions set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software – Restricted Rights at 48 CFR52.227-19, as applicable.  This means that You are restricted from any use of the website or its functionality and from downloading or exporting any functionality from the website to certain countries and individuals as identified by U.S. Government laws, regulations, or agencies.  We make no representation that materials on the website are appropriate or available for use in locations outside the United States, and accessing any such materials from areas where their contents are illegal, is prohibited.

Section 7.  Fees.  Fees for Your use of the website are determined and calculated on a per course basis.  You agree to pay the fees for the courses that You take.  You authorize us to charge such fees to the credit card account which You identify when You purchase the course.  If Your credit card is declined, You agree to pay the Company all such charges within thirty (30) days after receipt of notification from the Company, plus any late charges the Company may impose, not to exceed 1.5% per month.

Section 8.  Refunds.  All courses offered by the Company carry a thirty-day money back guarantee.  If You are unhappy with the content or presentation of a course for any reason, You may request a refund of the price paid by emailing our customer service department.  The Company will refund such amount within seven (7) days of Your request.  Please note that the Company reserves the right to suspend or terminate Your right to purchase course materials and refuse or restrict Your right to any current or future use of the Company’s products in the event that You request more than two refunds in any given 30-day period, if the Company determines that such behavior indicates the abuse of the Company’s refund policy.

Section 9.  Exclusion of Warranties and Limitation of Damages.  THE INFORMATION, MATERIALS AND RESOURCES ON THE WEBSITE ARE PROVIDED “AS IS.”  THERE ARE NO EXPRESS OR IMPLIED WARRANTIES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF PROPRIETARY RIGHTS.  THE COMPANY MAKES NO WARRANTY THAT THE WEBSITE WILL BE ERROR FREE OR UNINTERRUPTED OR CONCERNING THE SECURITY, RELIABILITY, AND TIMELINESS OF ANY RESOURCES AVAILABLE ON THE WEBSITE.  THE COMPANY AND ITS AGENTS SHALL IN NO EVENT BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, MULTIPLE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST SAVINGS, OR OTHER SUCH DAMAGES ARISING OUT OF THE USE OF (OR IMPROPER USE OF), OR INABILITY TO USE, ANY OF THE INFORMATION OR RESOURCES AVAILABLE ON THE WEBSITE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PERSON OR ENTITY RELATED THERETO.  THIS LIMITATION SHALL ALSO APPLY TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED THROUGH THE SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED THROUGH THE SERVICE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH LINKS MADE AVAILABLE THROUGH THE WEBSITE.

Section 10.  Indemnification by You.  You will, at Your sole cost and expense, assume all risk of injury or loss and will indemnify and hold the Company and its officers, directors, employees, agents, instructors, successors and assigns harmless from and against any and all claims, losses, damages, judgments, costs and expenses (including reasonable attorneys’ fees) arising out of or related to Your violation of the terms of this Agreement, or the violation of the terms of this Agreement by any person who has access to the website through You, or any Content displayed through Your use of the website, or any actions You may take based on materials or resources available to You on the website.

Section 11.  Arbitration. The parties shall settle any controversy arising out of this Agreement by arbitration in Philadelphia, Pennsylvania in accordance with the Commercial Arbitration Rules of the American Arbitration Association.  A single arbitrator shall be agreed upon by the parties or, if the parties cannot agree upon an arbitrator within twenty (20) days after the filing and service of the demand for arbitration, then the parties agree that a single arbitrator shall be appointed by the American Arbitration Association. The non-prevailing party shall pay all costs of arbitration and the attorneys’ fees of the prevailing party, and the parties shall request the arbitrator to include such provisions in the award.  The award of the arbitrator shall be binding and may be entered as a judgment in any court of competent jurisdiction.

Section 12.  Key Definitions.  As used on the Website and otherwise with respect to the Company’s operations, “Public Trainer” shall mean an instructor engaged as an independent contractor by the Company for the purpose of providing training content to be made available to any user of the Website.  Public Trainers generally will maintain a “Trainer Account” with the Company.   “In-house Trainer” shall mean an instructor engaged as an independent contractor by the Company for the purpose of providing training content to be made available primarily for employees and contractors of the instructor’s company, although such content may also be available for other users of the Website.  In-house Trainers generally will maintain a “Company Account” with the Company.  Public Trainers generally will maintain a “Trainer Account” with the Company.  Public Trainers and In-house Trainers will be compensated under separate formulas, as agreed to by the parties.

Section 13.  Miscellaneous.  The terms of this Agreement may be amended or modified by the Company on a prospective basis at any time without prior notice to You.  You may not assign Your rights or delegate any of Your duties under this Agreement without the Company’s prior written consent, and any attempted assignment or delegation without such consent shall be void.  If one or more provisions of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired thereby.  This Agreement shall be governed by the substantive laws of the Commonwealth of Pennsylvania.

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