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- " Shmoop University, Inc.\nTerms of Use <p>As of July 17, 2015</p> I.\nAgreement
<p>Welcome to Shmoop! Welcome to Shmoop! We know...reading the fine print isn't
as fun as reading Shmoop's sparkling analysis about \"Lucy in the Sky with Diamonds,\"
but please read through these carefully.</p>\n<p>This Terms of Use Agreement (this
“Agreement” or the “Terms of Use”) constitutes a legally binding contract between
Shmoop University, Inc., a Delaware corporation (“Shmoop,” “we,” “us,” “our”), and
you (“User”) with respect to your use of our services, websites, products, applications
for mobile devices and software (collectively, the “Site”).\nIt is important that
you carefully read and understand the terms and conditions of this Agreement.\nBy
accessing or using the Site or by clicking on the checkbox to indicate your agreement
to these terms and conditions, you are consenting to be bound by the terms and conditions
of this Agreement.\nIF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS
AGREEMENT, DO NOT ACCESS OR USE THE SITE.</p>\n<p>Accessing or using the Site or
clicking on the checkbox to indicate your agreement to these terms and conditions
constitutes acceptance of these terms for you and your child using the Site.</p>\n<p>From
time to time, Shmoop may update or revise this Agreement without notice to Users.\nUsers
should be advised of this and review this Agreement on a regular basis.\nIf Shmoop
makes material changes to this Agreement, Shmoop will notify User by posting a notice
on the Site or sending an email to the address Shmoop has on file for User.\nPlease
ensure this address remains current so User will receive updates.\nAny changes Shmoop
makes will be effective immediately upon making such changes available on the Site
or otherwise providing notice thereof.\nUser agrees that continued use of the Site
after such changes constitutes User’s acceptance of such changes.</p>\n<p>In addition,
unless explicitly stated otherwise, all new Shmoop and Shmoop-related products,
services, tools, enhancements, and modifications to Shmoop are subject to the Terms
of Use now and at any time in the future.</p> II.\nShmoop's Services <p>Shmoop is
an online provider of information, resources, guides, tools, and other related content
about academic, social, and cultural topics.\nShmoop provides features using and
relating to its content, including, but not limited to, Learning Guides, Teaching
Guides, Essay Lab, Test Prep, Courses, and Flashcards (collectively, all Shmoop
content, resources, guides, products, tools, and features are called \"Services\").</p>\n<p>Shmoop
Premium Services are services which Users pay a fee to use, including but not limited
to Shmoop's Test Prep content (e.g., SAT Prep, PSAT Prep, AP Exam Prep), mobile
device applications, electronic books (or \"eBooks\"), Teaching Guides, and Courses.</p>\n<p>The
Shmoop website and all related Shmoop Services are provided by Shmoop University,
Inc., a U.S.\ncorporation.</p> III.\nUser Requirements <p>To use Shmoop services,
User must have an electronic device, an internet connection, and sufficient bandwidth
to access and/or download Shmoop content.\nUser is responsible for all costs associated
with electronic equipment and internet connectivity.\nShmoop is not responsible
for any problems, costs, or fees associated with equipment or connectivity.</p>\n<p>User
understands that the technical processing and transmission of Shmoop Services, including
User-generated content, may involve (a) transmissions over various networks.\nand
(b) changes to conform and adapt to technical requirements of connecting networks
or devices.</p> IV.\nResponsibilities of Use <p>User is wholly responsible for the
use of Shmoop Services, including but not limited to communications with other Shmoop
users.\nUser acknowledges that all use of Shmoop is subject to applicable federal,
state, and local laws.</p> V.\nRegistration and Access to Shmoop Services <p>Upon
registration or creation of a user account and profile as a Shmoop user, User must
provide personal information to Shmoop.\nUser affirms that the personal information
provided about User is correct, accurate, and true as of the time of registration
or creation of the user profile.\nUser will update personal information on the Shmoop
website on a regular basis.</p>\n<p>User may log-in to a user account via a third-party
network, such as Google+.\nIf User does so, User hereby authorizes Shmoop to pre-populate
the relevant information fields of User’s account and/or to use such third-party
network credentials to log User into the Site.</p>\n<p>Certain tools, functions,
and privileges of using the Shmoop website, as well as changes to User‘s personal
Shmoop profile and account, will require an email address and password.\nUser is
responsible for safeguarding both the email address and password.\nUser agrees that
Shmoop will not be held responsible, in any event, for misuse or unauthorized use
of User‘s email address and password.</p>\n<p>Shmoop protects personally identifiable
information as set forth in Shmoop‘s Privacy Policy (\"Privacy Policy\").\nBefore
using Shmoop Services, Shmoop encourages Users to review the Privacy Policy, which
explains Shmoop’s collection and use of personally identifiable information.</p>\n<ol>\n<li>Children’s
Online Privacy Protection Act (COPPA)</li>\n</ol>\n<p>If you are a child under 13,
you may not register an account for the Site without consent and approval from your
legal parent or guardian.\nConsistent with the requirements of the U.S.\nChildren’s
Online Privacy Protection Act, on any child-targeted site or application, or in
any instance where Shmoop asks for age and determines you are under the age of 13,
Shmoop will ask for a parent or guardian email address in order to obtain parental
consent before Shmoop collects any personal information from the child.\n</p>\n<p>If
you as the User are a parent or legal guardian of a child under the age of 13, who
may access or use the Site, you hereby give your express consent for that child
to use the Site, which includes all the features and functionality pertaining to
your registration, including social media/community features.\nYou represent and
warrant that you will not allow a child under the age of 13 to use the Site if you
do not agree to the provisions of this section.\nYou acknowledge that Shmoop may
choose, but is not obligated, to make any inquiries, either directly or through
third parties, that Shmoop deems necessary to validate your registration information.\nShmoop
reserves all rights to take legal actions against anyone who misrepresents personal
information or is otherwise untruthful about their identity.\nNOTWITHSTANDING THE
FOREGOING, YOU ACKNOWLEDGE THAT SHMOOP CANNOT GUARANTEE THE ACCURACY OF ANY INFORMATION
SUBMITTED BY YOU AND SHMOOP IS NOT OBLIGATED TO VERIFY YOUR IDENTIFY OR TO VERIFY
THAT A PARENT IDENTIFIED BY YOU DURING REGISTRATION IS YOUR ACTUAL PARENT OR GUARDIAN.\n</p>
VI.\nSubscriptions, District Licenses, Trials, Payments, and Cancellations <ol>\n<li>Subscriptions</li>\n</ol>\n<p>User
may subscribe to access Shmoop’s Premium Services through a subscription (“Subscription”):</p>\n<p>The
Premium Service permits Users to access all of Shmoop’s premium content and services
including Teaching Guides, Courses and Test Prep products.\nThe Premium Service
is hereinafter referred to as “Paid Subscriptions”.</p>\n<p>User is prohibited from
modifying, transmitting, publishing, participating in transfer of sale, creating
derivative works, or in any way exploiting any content, resources, or tools included
in Shmoop Services, in whole or in part.</p>\n<p>If User subscribes to Shmoop Premium
Services, User acknowledges and agrees that User may not share his or her username
and password with, or transfer his or her subscription to the Premium Service, to
another individual or entity.</p>\n<p>A User who subscribes must be at least 18
years of age or, as applicable, the age of majority in the country, state or other
jurisdiction in which the User resides (and if a minor, have the permission of a
parent or legal guardian to access the Subscription website), and possess the legal
right and ability to enter into binding contracts.\nFurthermore, a User may be an
‘Individual’ or ‘Multi-User’ Subscriber as follows:</p>\n<ul>\n<li>Individual User,
refers to an individual that subscribes to Shmoop Premium Services for his or her
own individual use only;</li>\n<li>Multi-User Subscriber, refers to an individual
(“Subscribing User”) that subscribes for additional seats to the Premium Service
for use by other users, who may include children, students, faculty, or other end
users, etc.\nThe Subscribing User under a Multi-User Subscription will remain liable
for all acts or omissions of its Authorized End Users (defined below) with respect
to access and use of the Services.\nfurthermore and for the avoidance of doubt,
the Subscribing User will be responsible for ensuring that its Authorized End Users
remain fully compliant with the Terms of Use and the Privacy Policy.\nWith respect
to a Multi-User Subscription, the following terms will apply:</li>\n<ul>\n<li>“Authorized
End Users”, refers to the constituents of the Multi-User Subscriber.\nThe number
of Authorized End Users under any single Multi-User Subscription may not exceed
the number of permitted seats paid under the Subscription (“Maximum Seats”).\nThe
Authorized End User’s identifier must not be of a generic nature.\nAn example of
a unique identifier is john.doe@company.com.\nexamples of generic identifiers include
the following: support@company.com or user1@university.edu.</li>\n<li>Subscribing
User agrees on behalf of itself and its Authorized End Users, where applicable,
to treat password, usernames, and other security information (“Authentication Information”),
as confidential and to not provide any other person with access to the Paid Subscriptions
or portions of it using User’s (or the Authorized End User’s) Authentication Information.\nUser
will notify Shmoop immediately of any unauthorized access to, or use of, Authentication
Information.\nShmoop has the right to disable any User or Authorized End User access
to the Services at any time, in its sole discretion for any or no reason, including
if, in Shmoop’s opinion, User and/or Authorized End User has violated any provision
of the Terms of Use or appear likely to do so.</li>\n</ul>\n</ul>\n<ol>\n<li>District
Licenses</li>\n</ol>\n<p>School districts may subscribe to access Shmoop’s Premium
Services through a district license (“District License”):</p>\n<p>The Premium Service
permits District License Users to access all of Shmoop’s premium content and services
including Teaching Guides, Courses and Test Prep products.\nAccess to Shmoop Services
for Users on a District License are subject to the District License administrators’
(“Administrators”) discretion.\nUsers on a District License permit their Administrators
to access aggregate data and analytics for Users under their District License.</p>\n<p>In
addition to this Agreement, District License accounts are governed by the terms
of their individual license agreement (“License Agreement”).</p>\n<ol>\n<li>Trials</li>\n</ol>\n<p>From
time to time, Shmoop may offer trials of the Premium Service for a specified period
without payment (a “Trial”).\nShmoop reserves the right, in its absolute discretion,
to determine User’s eligibility for a Trial, and to withdraw or to modify a Trial
at any time without prior notice and with no liability.</p>\n<p>For some Trials,
Shmoop will require User to provide payment details to start the Trial.\nAt the
end of such Trials, Shmoop may automatically start to charge User for the Premium
Service on the first day following the end of the Trial, on a recurring monthly
basis.\nBy providing User’s payment details in conjunction with the Trial, User
agrees to this charge.\nIf User do not want this charge, User must cancel User’s
Subscription through User’s Shmoop account’s settings before the end of the Trial.</p>\n<ol>\n<li>Payments,
Cancellations</li>\n</ol>\n<p>Except as expressly set forth in any other agreement
between you and Shmoop, the following terms will govern.\nIf User has a Paid Subscription,
User’s payment to Shmoop will automatically renew at the end of the subscription
period, unless the Paid Subscription is cancelled by User through User’s subscription
page before the end of the current subscription period.\nThe cancellation will take
effect the day after the last day of the current subscription period.\nHowever,
if User cancels User’s payment and/or terminates before the end of the subscription
period, Shmoop will not refund any subscription fees already paid to Shmoop.</p>\n<p>Shmoop
may change the price for the Paid Subscriptions from time to time, and will communicate
any price changes to User.\nPrice changes for Paid Subscriptions will take effect
at the start of the next subscription period following the date of the price change.\nBy
continuing to use the Shmoop Service after the price change takes effect, User accepts
the new price.</p>\n<p>Payment Details.\nRecurring charges are billed monthly in
advance on the anniversary of the date User first subscribed.\nUser agrees to provide
Shmoop with valid, up-to-date and complete debit/credit card, contact and billing
details.\nUser further authorizes Shmoop to bill such debit/credit card on the Bill
Date (and corresponding Renewal Dates, if appropriate) for the Subscription Fee
due for the Subscription Term (and Renewal Term), as such terms are defined in the
Checkout process and Account &.\nBilling Info page.\nIf, for any reason, User’s
credit/debit card company refuses to pay the amount billed for the Services, User
agrees that Shmoop may, at its option, suspend or terminate User’s subscription
to the Services and require User to pay the overdue amount by other means acceptable
to Shmoop.\nShmoop may charge a fee for reinstatement of suspended or terminated
accounts.\nUser agrees that until its subscription to the Services is properly terminated,
it will continue to accrue charges for which it remains responsible, even if it
does not use the Services.\nIn the event legal action is necessary to collect on
balances due, User agrees to reimburse Shmoop for all expenses incurred to recover
sums due, including attorney fees and other legal expenses.\nUnless otherwise expressly
stated, all fees are stated in United States dollars.</p> VII.\nUser Conduct and
License to Use Shmoop Services <ol>\n<li>User‘s License to Use Shmoop Services</li>\n</ol>\n<p>User
is prohibited from modifying, transmitting, publishing, participating in transfer
of sale, creating derivative works, or in any way exploiting any content, resources,
or tools included in Shmoop Services, in whole or in part.</p>\n<p>User may access
the content provided on the Site for personal use only, unless User obtains express
permission in writing from an authorized Shmoop University, Inc.\nrepresentative,
and the copyright owner, to download content provided on the Site for other uses.\nThus,
except as otherwise expressly permitted under copyright law, User may not copy,
redistribute, retransmit, publish or commercially exploit accessed material without
express permission in writing of Shmoop and the copyright owner.</p>\n<p>In the
case of any and all permitted copying, redistribution, or publication of copyrighted
material, User may not make any changes to, or delete, any trademark legend, copyright
notice, author attribution, or other ownership-related symbol.\nUser acknowledges
and agrees that no ownership rights are conferred or acquired by User upon download
of content provided on the Site.</p>\n<p>Except as otherwise expressly permitted
in the Terms of Use, User may not: (i) remove or alter any trademark, legends, symbols,
labels, logos, copyright, or other proprietary notices on the Shmoop Services.\nor
(ii) reverse engineer, decompile, reverse assemble or otherwise attempt to discover
any source code, except as otherwise permitted by applicable law.</p>\n<p>The Shmoop
website and Shmoop-published materials and products constitute the sole interface
through which User may access Shmoop Services.\nUser may not copy, frame or mirror
any part of the Site nor access the Services for purposes of monitoring its availability,
performance or functionality.\nUser also may not bypass the measures Shmoop may
use to prevent or restrict access to the Site, including, without limitation, features
that prevent or restrict use or copying of any content or enforce limitations on
use of the Site or the content therein.\nUser may not retrieve and store or archive
in electronic form, or any other form, any material part of the databases underlying
the Shmoop Services.</p>\n<p>User may not use Shmoop Services in any manner that
could overburden, disable, damage, or otherwise impair the Shmoop Services (e.g.,
User may not access Services in an automated manner by use of \"spiders\", \"robots\"
or otherwise), nor may User use Shmoop Services in any manner that could interfere
with any other party's use and enjoyment of the Services.\nUser may not attempt
to disrupt, degrade, impair, or violate the integrity or security of the Site or
the computers, services, accounts, or networks of any other party (including, without
limitation, “hacking,” “denial of service” attacks, etc.), including any activity
that typically precedes attempts to breach security such as scanning, probing, or
other testing or vulnerability assessment activity, or engaging in or permitting
any network or hosting activity that results in the blacklisting or other blockage
of Shmoop internet protocol space.\nUser may not execute any form of network monitoring
or run a network analyzer or packet sniffer or other technology to intercept, decode,
mine, or display any packets used to communicate between the Site’s servers or any
data not intended for User.</p>\n<p>Shmoop strictly prohibits all commercial and/or
unauthorized use of Shmoop Services.\nUser acknowledges and agrees that User may
not use or resell Shmoop Services for any commercial purpose, including, but not
limited to, sending unsolicited commercial messages.</p>\n<p>Shmoop Services remain,
at all times, the sole property of Shmoop or its third party licensors.\nAll rights
in the Shmoop Services not expressly granted to User by Shmoop under the Terms of
Use are retained by Shmoop.</p>\n<ol>\n<li>Sole Discretion of Shmoop to Determine
Appropriateness of Use</li>\n</ol>\n<p>Shmoop has the sole right and discretion
to determine whether User is operating within the terms of this Agreement and other
policies, rules, terms, and conditions.\nShmoop has a right to limit or terminate
any User‘s access to Shmoop or other Shmoop services at Shmoop‘s discretion, for
any reason, at any time, and without warning.\nIn addition, Shmoop has a right to
refuse service to any individual or entity at Shmoop‘s discretion, for any reason,
at any time, and without warning.</p>\n<ol>\n<li>General Practices Regarding Use
and Storage</li>\n</ol>\n<p>User agrees that Shmoop may store user data in order
to provide Services and may establish general practices and limits concerning use
of Shmoop Services, including, but not limited to: length of time that discussions,
notes (of all types), scores, essays, flashcards, messages, posts, and other uploaded
or user-generated content for all Shmoop Services will be retained by Shmoop.\nmaximum
number of messages, notes, essays, postings and other Shmoop Services that will
be available to User.\nand the maximum number of times, and duration or length of
time, in which Shmoop Services will be available to User.</p>\n<p>User agrees that
Shmoop has no responsibility or liability for the deletion or failure to store any
messages, communications, performance data and user-generated content maintained
or transmitted by the Shmoop Services.\nUser acknowledges and accepts that Shmoop
retains the right to deactivate or terminate User profiles or accounts at its discretion
for reasons including, but not limited to, inactivity or inappropriate activity.\nUser
agrees that deactivation or termination of User‘s account includes any or all of
the following: (a) removal of access to all or part of the offerings within Shmoop
or Shmoop Services.\n(b) deletion of User‘s password and all related information,
files, and content associated with or inside of User‘s account (or any part thereof).\nand
(c) barring of further use of all or part of the Shmoop Services.\nUser further
acknowledges and accepts that Shmoop retains the right to modify or alter these
practices from time to time.</p>\n<ol>\n<li>User-Generated Content (UGC)</li>\n</ol>\n<p>Shmoop
allows Users to post messages, comments, flashcards, questions, and discussions,
and otherwise make available information generated by the User (collectively, user-generated
content or \"UGC\").\nUsers may only submit UGC that has been created by User himself
or herself, or that User has permission to submit and does not violate copyright,
trademark, or any other rights of third parties.</p>\n<p>Shmoop is not responsible
for, nor does it claim ownership of, any UGC that any User posts to the website
through Shmoop Opinions, forums, message boards, blogs, or other features, or for
any events resulting from UGC to the Site.\nHowever, by submitting UGC to Shmoop
Services, User grants, and represents and warrants that User has all rights necessary
to grant, to Shmoop, its subsidiaries, affiliates, successors, and assigns an irrevocable,
perpetual, worldwide, royalty-free, fully-paid, non-exclusive, sub-licensable (through
multiple tiers of sublicensees), and transferable license to use, copy, display,
distribute, modify, reproduce, adapt, publish, translate, publicly perform, publicly
display and create derivative works of the UGC (in whole or in part) and to incorporate
the UGC into other works in any format or medium now or later known.\nIf User believes
in good faith that a notice of copyright infringement has been wrongly filed against
User, please see Shmoop’s Digital Millennium Copyright Act Notice for Shmoop’s appeal
process.</p>\n<p>User may NOT upload, post, submit, email, transmit, or otherwise
make available UGC that:</p>\n<p>(i) is
unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar,
obscene, libelous, invasive of another‘s privacy, hateful, or racially, ethnically,
or otherwise objectionable;</p>\n<p>(ii) contains
falsehoods or misrepresentations that could damage Shmoop, its affiliates, or any
third party;</p>\n<p>(iii) harms
minors in any way;</p>\n<p>(iv) impersonates
any person or identity, including, but not limited to, a Shmoop official, discussion
leader, moderator, guide, or host.\nor falsely state or otherwise misrepresent User‘s
affiliation with a person or entity, including but not limited to the use of identities
or headers which misrepresent the original source;</p>\n<p>(v) contains
advertisements, solicitations of business, or spam, junk mail, chain letters, pyramid
schemes, or other form of solicitation;</p>\n<p>(vi) contains
any content which infringes any patent, trademark, trade secret, copyright, or other
proprietary rights of any party;</p>\n<p>(vii) contains
any information that may be protected under HIPPA (“HIPAA” means the Health Insurance
Portability and Accountability Act, as amended and supplemented) or any content
that User has no right to make available under any other law or contractual or fiduciary
relationship (such as proprietary and confidential information made available or
known to User under a nondisclosure agreement or employment relationship);</p>\n<p>(viii) spreads
or transmits, or could spread or transmit, any worms, viruses or other harmful,
disruptive, or destructive files, code, or programs designed to interrupt, destroy,
or limit the functionality or usability of any computer software or hardware or
telecommunications equipment;</p>\n<p>(ix) collects
or stores personal information about others or otherwise invade their privacy;</p>\n<p>(x) harasses,
\"stalks\", or becomes a nuisance to others;</p>\n<p>(xi) intentionally
or unintentionally violates any applicable local, state, national, or international
law.\nand/or</p>\n<p>(xii) violates
Shmoop‘s Terms of Use or Privacy Policy in any manner.</p>\n<p> </p>\n<p>Furthermore,
User agrees not to use any Shmoop Services (through UGC or any other use or method
whatsoever), to engage in any of the behaviors in sections D.(i)—D.(xii) above.</p>\n<p>User
acknowledges that Shmoop is not responsible for pre-screening UGC, and from time
to time, inappropriate content may appear on the Site before Shmoop is able to remove
it.\nUser acknowledges that Shmoop has a right (but not an obligation) to pre-screen,
refuse, or remove any posts on any subject any time, for any reason, at Shmoop‘s
sole discretion and without warning.</p>\n<p>User agrees that User must evaluate,
and bear all risks associated with, the use of any UGC, including reliance on the
accuracy, completeness, or usefulness of such UGC.\nIn this regard, User acknowledges
that User may not rely on any UGC created by Shmoop or submitted to Shmoop, including
but not limited to, information in Shmoop Opinions, Shmoop Profiles, Shmoop Writing
Lab, and all other tools, features, or elements of Shmoop and Shmoop Services.\nUser
agrees that following any links or references posted as UGC on the Shmoop website
is done at User‘s own risk and that Shmoop is not responsible for other sites which
are linked from the Shmoop website.</p>\n<ol>\n<li>User Feedback and Contributions</li>\n</ol>\n<p>Shmoop
appreciates User feedback on and ideas regarding Shmoop and Shmoop Services.\nUser
agrees that any feedback or suggestions, ideas, documents, and/or proposals (collectively,
\"Contributions\") that User submits to Shmoop do not contain confidential information.\nFurthermore,
User acknowledges and agrees that: (i) Shmoop is under no obligation of confidentiality,
express or implied, with respect to Contributions.\n(ii) Shmoop shall be entitled
to use or disclose, at Shmoop‘s sole discretion, such Contributions for any purpose,
using any method or media worldwide.\n(iii) Shmoop may have something similar to
the Contributions already in development or under consideration.\n(iv) Contributions
immediately become the property of Shmoop without any obligation of Shmoop to User.\nand
(v) User is not entitled to any compensation or reimbursement of any kind from Shmoop
under any circumstances.</p>\n<ol>\n<li>Plagiarism</li>\n</ol>\n<p>Shmoop will provide
its content to websites and services that will track whether User has plagiarized
any Shmoop content.\nShmoop takes plagiarism extremely seriously and has a right
to terminate use and to take legal action against any User who plagiarizes from
the Site.\nPlagiarism is a serious offense and directly opposes the purpose of Shmoop,
which is to assist in educating Users, and to promote a deep, rigorous, and enjoyable
learning experience on topics covered by Shmoop.\nShmoop content was not created
to be a short-cut or opportunity to avoid class assignments, but rather as a supportive
companion in the learning process.</p>\n<ol>\n<li>Citing Shmoop</li>\n</ol>\n<p>User
must cite Shmoop if he or she uses the Site as a source for a paper, class project,
publication, or any other use.\nThe proper citation format for citing Shmoop is,
by default, the citation convention appropriate for all websites.\nMore detailed
information on citing Shmoop can be found here.</p>\n<ol>\n<li>Accessing, Changing
and Managing User Information</li>\n</ol>\n<p>User can access or change User's personal
profile and contact information or delete User's account through User's personal
settings page.\nIf User chooses to delete or deactivate User's account, User can
no longer retrieve his or her content or reactivate his or her account.\nAlso, User's
username may become available for another person to use.\nHowever, unless prohibited
by applicable law, information or data provided by User prior to deactivating User's
account will remain accessible.</p> VIII.\nTerm, Termination and Modifications to
Services <p>These terms are effective from the date on which User first accesses
the Site or submits any user data to Shmoop, whichever is earlier, and shall remain
effective until terminated in accordance with its terms.\nShmoop may immediately
terminate this Agreement, and/or your access to and use of the Site, or any portion
thereof, at any time and for any reason, with or without cause, without prior notice.\nShmoop
may also terminate this Agreement immediately if User fails to comply with any provision
of this Agreement.\nUpon termination of this Agreement by either party, User's right
to use the Site shall immediately cease.\nUpon termination or expiration of this
Agreement for any reason, Sections I and III-XXIV shall survive.</p>\n<p>Shmoop
reserves the right, at any time, and for any reason, from time to time, to modify,
suspend, or discontinue, temporarily or permanently, the Shmoop Services (or any
part thereof) with or without notice.\nUser acknowledges and agrees that Shmoop
is not liable to User or any third party for such suspension, modification, or discontinuance.\nNothing
in this Agreement shall be construed to obligate Shmoop to maintain and support
the Site, or any part or portion thereof, during the term.</p> IX.\nAdvertisers
or Third Party Vendors <p>Shmoop Services or web pages may include advertisements.\nUser‘s
correspondence or business dealings with, or participation in the promotions of,
advertisers or third party vendors found on or through Shmoop Services, including
payment and delivery of related goods or products, and any other terms, conditions,
warranties, or representations associated with such dealings, are solely between
User and such advertiser or third party vendor.\nUser‘s questions, complaints, or
claims must be directed to the advertiser or third party vendor.\nUser agrees that
Shmoop shall not be responsible or liable for any loss or damage of any sort incurred
as the result of any such dealings or as a result of the presence of advertisers,
third party vendors, or product reviews in Shmoop Services.</p> X.\nLinks and Co-Branding
<p>Shmoop Services may provide, or third parties may provide, links to other internet
websites.\nIn addition, in some cases, co-branded services that are jointly provided
by Shmoop and selected companies will contain Shmoop branding, but might not be
hosted by Shmoop.\nBecause Shmoop cannot control those sites, User acknowledges
and agrees that Shmoop bears no responsibility for the availability of such external
or co-branded sites, and does not endorse and is not responsible or liable for any
content, advertising, products, or other materials on or available from such sites.</p>\n<p>User
agrees that User cannot attribute to Shmoop any views, perspectives, opinions, or
information on such sites.\nUser further acknowledges and agrees that Shmoop shall
not be responsible or liable, directly or indirectly, for any damage or loss caused
or alleged to be caused by, or in connection with, use of or reliance on any such
content, goods, or products available on or through any such linked site.\nUser
should review the terms of use of such linked sites to determine which company‘s
terms of use govern such sites.</p>\n<p>Any individual, party, or entity that links
to Shmoop Services must comply with all applicable laws and the following provisions.\nA
site that links to Shmoop Services:</p>\n<p>(i) may
link to, but not replicate, any of Shmoop‘s content without express written permission
from an authorized member of Shmoop;</p>\n<p>(ii) should
not create a browser or border environment around any of Shmoop‘s content;</p>\n<p>(iii) should
not imply that Shmoop is endorsing such site or its products or services;</p>\n<p>(iv) should
not misrepresent its relationship with Shmoop or any Shmoop Service;</p>\n<p>(v) should
not use any Shmoop trademarks, logos, or trade names without express written permission
from an authorized member of Shmoop.\nand</p>\n<p>(vi) should
not contain content that is reasonably considered profane, vulgar, lewd, derogatory,
libelous, harassing, torturous, threatening, or otherwise unlawful.</p>\n<p> </p>
XI.\nWarranty Disclaimer <p>Users of all Shmoop services, including Shmoop Premium
Services, understand that User engages with Shmoop \"as-is\", without warranties
or refunds of any kind, at User‘s own risk.\nUser acknowledges that Shmoop cannot
guarantee that the content on the Shmoop Site is free of viruses, trap doors, and
other electronic menaces.\nUser understands that Shmoop does not guarantee the validity
of any promotional or advertising material on Shmoop.\nUser acknowledges that Shmoop
does not guarantee that any material on the Shmoop Site is free of errors, misrepresentations,
inaccuracies, or gaps in content, and Shmoop is not responsible for any omissions
or inaccuracies.\nUser understands that Shmoop does not guarantee the usefulness
or timeliness of its content, services, tools, resources, or user-generated postings.\nUser
further understands that content on the Shmoop Site does not necessarily reflect
the views of Shmoop University, Inc., and that Shmoop does not necessarily endorse
messages from advertisers.\nUser acknowledges and agrees that views and opinions
expressed by advertisers are solely those of advertisers, and not necessarily those
of Shmoop.</p>\n<p>Shmoop expressly disclaims all warranties, express and implied,
including but not limited to:</p>\n<p>o Warranties
that Shmoop products, software, or services, or level of quality of Shmoop‘s products,
software, or services, will satisfy User‘s requirements or meet User‘s expectations;</p>\n<p>o Warranties
on the accuracy, reliability, legality, or completeness of the information within
Shmoop or Shmoop Services;</p>\n<p>o Warranties of
title or warranties of merchantability, fitness for a particular purpose, or non-infringement;</p>\n<p>o Warranties
that any errors in the service will be corrected;</p>\n<p>o Warranties
on the timeliness of download;</p>\n<p>o Warranties
on continuous, uninterrupted, secure, timely, useful, adequate, suitable, or error-free
service on Shmoop or any other service of Shmoop University, Inc..\nand</p>\n<p>o No
information, oral or written, given to User by Shmoop University, Inc., shall be
construed as a warranty not included here</p>\n<p>As a result of the above, User
agrees to exercise discretion, caution, and common sense when using Shmoop and Shmoop
Services.</p>\n<p>User agrees and acknowledges that User should not use Shmoop or
Shmoop Services for emergency purposes or to seek or provide diagnosis or treatment
of medical, psychological, or other problems or difficulties, or as a substitute
for professional psychological, medical, legal, tax, investment, accounting, or
other professional advice.\nUser further acknowledges that the entire risk for use
of Shmoop Services is borne by User.</p> XII.\nLimitation of Liability <p>In using
Shmoop services, User agrees that Shmoop does not, in any event, endorse, and is
not liable for, any misconduct, malfeasance, illegal activity, threatening activity,
harassing activity, or any other harm against User by other users or third parties,
including copyright infringements, arising from the use of Shmoop's Site.\nNone
of the licensors, contributors, sponsors, administrators, or anyone else associated
with Shmoop or Shmoop Services in any way whatsoever can be responsible for the
appearance of any inaccurate information contained in or linked from the Shmoop
Services.</p>\n<p>Furthermore, User acknowledges and agrees that any damage caused
to User‘s computer system as a result of using Shmoop or downloading material from
Shmoop is wholly at User‘s own risk and User‘s responsibility.</p>\n<p>To the maximum
extent permitted by applicable law, in no event will Shmoop, or Shmoop‘s suppliers
and licensors, be liable for any indirect, special, incidental, consequential, or
punitive damages arising out of the use of, or inability to use or access, Shmoop
Services, including, without limitation, work disruptions, incomplete work, damages
for loss of goodwill, computer failure or malfunction, or any and all other personal
or commercial damages or losses, even if advised of the possibility thereof, and
regardless of the legal or equitable theory (contract, tort, breach of warranty
or otherwise) upon which the claim is based.\nNeither Shmoop nor Shmoop‘s suppliers
or licensors are responsible for any liability arising out of the Shmoop Services
and/or any material linked through the Services.\nUnder no circumstances will Shmoop‘s,
or Shmoop‘s suppliers‘ or licensors‘, direct liability arising out of use of the
Services exceed the greater of (i) the amount User paid Shmoop for such use or (ii)
$10.00.\nSome jurisdictions do not permit some of the above limitations of liability,
and therefore this may not apply to you.</p> XIII.\nCopyright and Ownership <p>Shmoop
University, Inc.\nis the sole owner of Shmoop content presented on the Shmoop website
and other Shmoop products, with the exception of: (a) links, documents, or UGC cited
as belonging to another source.\n(b) links, documents, or images that are in the
public domain.\nand (c) any and all other content that is within the public domain.\nUse
of Shmoop content without citation is by default considered to be plagiarism, an
offense taken extremely seriously.</p> XIV.\nPermission for Use or Distribution
of Shmoop Material <p>Shmoop, Shmoop.com, Shmooptube.com, Shmoop Profiles, Shmoop
Essay Lab, Shmoop Opinions, and all other Shmoop names, labels, trademarks, and
logos are trademarks of Shmoop University, Inc.\n(collectively \"Shmoop's Marks\").\nWithout
Shmoop‘s written prior permission, User agrees not to display, or use in any manner,
Shmoop's Marks.\nReproduction, copying, distribution, promotion, or marketing with
Shmoop materials, content, resources, or tools is strictly forbidden without express
written prior permission from Shmoop University, Inc.</p>\n<p>The trademarks not
owned on behalf of Shmoop and that are displayed within Shmoop Services are the
registered or unregistered marks of their respective owners.\nNo rights are granted
by Shmoop to use such marks, whether by implication, estoppel, or otherwise.</p>
XV.\nIndemnification <p>User agrees to indemnify and hold Shmoop, its subsidiaries
and affiliates, and their respective officers, directors, employees, and agents
harmless from and against any and all liability, losses, claims, demands, damages,
or costs of any kind, including reasonable attorneys‘ fees and litigation costs,
arising from: (i) User‘s UGC or other content that User posts, transmits, submits,
writes, emails, uploads, shares, or otherwise makes available through Shmoop Services.\n(ii)
User‘s use of, or reliance on, Shmoop Services.\n(iii) User‘s electronic or other
connection to the Shmoop Services.\n(iv) User‘s violation of the Terms of Use.\nor
(v) User‘s violation of any rights of any other party.\n</p> XVI.\nRelease <p>If
User has a dispute with one or more other users of the Site, User agrees to release
Shmoop from any and all claims, demands, and/or damages (actual and consequential)
of every kind and nature, known and unknown, arising out of or in any way connected
with such dispute.\nIn entering into this release, User expressly waive any protections
(whether statutory or otherwise), including California Civil Code Section 1542,
that would otherwise limit the coverage of this release to include only those claims
that User may know or suspect to exist in User's favor at the time of agreeing to
this release.</p> XVII.\nNotice for California Users <p>Under California Civil Code
Section 1789.3, California Service users are entitled to the following specific
consumer rights notice: The Complaint Assistance Unit of the Division of Consumer
Services of the California Department of Consumer Affairs may be contacted in writing
at 1625 N.\nMarket Blvd., Suite N 112, Sacramento, California 95834, or by telephone
at (800) 952-5210.</p> XVIII.\nDispute Resolution <ol>\n<li>Arbitration</li>\n</ol>\n<p>The
parties shall use their best efforts to settle any dispute, claim, question, or
disagreement directly through good-faith negotiations, which shall be a precondition
to either party initiating a lawsuit or arbitration.\nExcept for disputes relating
to Shmoop's intellectual property (such as trademarks, trade dress, domain names,
trade secrets, copyrights, and patents) or if User opts out of this agreement to
arbitrate, all claims arising out of or relating to this Agreement and User's use
of the Site shall be finally settled by binding arbitration administered by JAMS
in accordance with either the JAMS Streamlined (for claims under $250,000) or the
JAMS Comprehensive (for claims over $250,000) Arbitration Rules and Procedures in
effect at the time of filing of the demand for arbitration, excluding any rules
or procedures governing or permitting class actions.\nThe arbitrator, and not any
court or agency, shall have exclusive authority to resolve all disputes arising
out of or relating to this Agreement, including, but not limited to, any claim that
all or any part of this Agreement is void or voidable.\nThe arbitrator shall be
empowered to grant whatever relief would be available in a court.\nprovided, however,
that the arbitrator will not have authority to award damages, remedies, or awards
that conflict with this Agreement.\nThe arbitrator's award shall be binding on the
parties and may be entered as a judgment in any court of competent jurisdiction.\nTo
the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit,
Shmoop will pay the additional cost.\nUser agrees not to participate in claims brought
in a private attorney general or representative capacity, or consolidated claims
involving another person's account, if Shmoop is a party to the proceeding.\nThis
dispute resolution provision will be governed by the Federal Arbitration Act.</p>\n<p>The
parties understand that, absent this mandatory provision, they would have the right
to sue in court and have a jury trial.\nThey further understand that, in some instances,
the costs of arbitration could exceed the costs of litigation and that the right
to discovery may be more limited in arbitration than in court.</p>\n<ol>\n<li>Class-Action
Waiver</li>\n</ol>\n<p>The parties further agree that any arbitration shall be conducted
in their individual capacities only, and not as a class action or other representative
action.\nIf any court or arbitrator determines that the class-action waiver set
forth in this section is void or unenforceable for any reason, or that an arbitration
can proceed on a class basis, then the arbitration provision set forth above shall
be deemed null and void in its entirety and the parties shall be deemed to have
not agreed to arbitrate disputes.</p>\n<ol>\n<li>Exception- Litigation of Small-Claims-Court
Claims</li>\n</ol>\n<p>Notwithstanding the parties' decision to resolve all disputes
through arbitration, either party may also seek relief in a small claims court for
disputes or claims within the scope of that court's jurisdiction.</p>\n<ol>\n<li>Thirty-Day
Right to Opt Out</li>\n</ol>\n<p>User has the right to opt out and not be bound
by the arbitration- and class-action-waiver provisions set forth in this section
by sending written notice of User's decision to opt out to the following address:
Shmoop University, Inc., P.O.\nBox 44005, Phoenix, AZ 85064.\nThe notice must be
sent within 30 days of registering to use the Site.\notherwise, you shall be bound
to arbitrate disputes in accordance with this Agreement.\nIf you opt out of these
arbitration provisions, Shmoop also will not be bound by them.\nIn addition, if
you elect to opt out of these arbitration provisions, Shmoop may terminate User's
use of the Site.</p>\n<ol>\n<li>Time Limitation on Claims</li>\n</ol>\n<p>User agrees
that any claim User may have arising out of or related to User's relationship with
Shmoop and this Agreement must be filed within one year after such claim arose.\notherwise,
User's claim is permanently barred.</p> XIX.\nGoverning Law <p>The governing law
in all Shmoop-related adjudications is California state law, without regard to\nits
conflict of law provisions, AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED
NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE
APPLICABLE.\nSubject to Section XVIII, the parties irrevocably consent to bring
any action to enforce this Agreement in the federal or state courts located in the
Northern District of California.\nUser consents to the exclusive jurisdiction of
the federal or state courts located in the Northern District of California.</p>\n<p>Shmoop
makes no guarantees that its Services or other Shmoop material is appropriate for
other locations.\nFor those Users using Shmoop outside of the U.S., User is responsible
for complying with any local laws in User's jurisdiction that might impact User's
right to use the Services.\nUser represents that User has complied with any regulations
or registration procedures required by applicable law to make the Shmoop Terms of
Use enforceable.\nUse of Shmoop in areas in which such use is illegal is prohibited.\nIf
User is located outside of the United States and chooses to use the Site or provide
user data to Shmoop, User's data will be transferred, processed, and stored in the
United States and Shmoop's hosting facility in Canada.\nU.S.\nprivacy laws may not
be as protective as those in User's jurisdiction.\nUser's agreement to the Terms
of Use followed by User's submission of user data in connection with the Site represents
User's agreement to this practice.\nIf User does not want User's data transferred
to or processed or stored in the United States, User should not use the Service.\nUse
of the Service by users outside of the United States is at User's own risk.</p>
XX.\nSeverability <p>If any provision in this Agreement is held unenforceable or
illegal by an adjudicatory body of competent jurisdiction, such provision shall
be modified to the extent necessary to render it enforceable without altering its
intent, or severed from this Agreement should no modification be possible, and the
other provisions of this Agreement shall remain in full force and effect.</p> XXI.\nHeadings
<p>The headings in the Terms of Use are applied for reference and convenience only,
and shall have no meaning or substantive impact on the interpretation of the Terms
of Use.</p> XXII.\nEntire Agreement <p>The Terms of Use supersede all prior discussions,
writings and agreements and constitute the entire agreement between User and Shmoop.\nThe
Terms of Use may not be changed, waived, or modified except by Shmoop as provided
herein or otherwise by written instrument signed by Shmoop.\nEmployees of Shmoop
are not authorized to modify the Terms of Use, either orally or in writing.\nIf
any employee of Shmoop offers to modify the Terms of Use, he or she is not acting
as an agent for Shmoop or speaking on Shmoop's behalf.\nYou may not rely, and should
not act in reliance on, any statement or communication from an employee of Shmoop
or anyone else purporting to act on Shmoop's behalf.</p> XXIII.\nMiscellaneous <p>User
is responsible for compliance with all applicable laws and regulations, including,
but not limited to, United States export and import regulations.\nUser may not use
the Site if he or she is a resident of a country embargoed by the United States,
or is a foreign person or entity blocked or denied by the United States government.\nNo
agency, partnership, joint venture, employee- employer, or franchiser-franchisee
relationship is intended or created by this Agreement.\nNeither this Agreement nor
any right, obligation, or remedy hereunder is assignable, transferable, delegable,
or sub-licensable by User except with Shmoop's prior written consent, and any attempted
assignment, transfer, delegation, or sublicense shall be null and void.\nShmoop
may assign, transfer, or delegate this Agreement or any right or obligation or remedy
hereunder in its sole discretion.\nNo waiver by either party of any breach or default
hereunder shall be deemed to be a waiver of any preceding or subsequent breach or
default.\nExcept as explicitly stated otherwise, legal notices shall be served on
Shmoop at support@shmoop.com (in the case of Shmoop) or to the e-mail address User
designated on User's account (in User's case).\nNotice to User shall be deemed given
24 hours after the e-mail is sent.</p> XXIV.\nContact Information <p>If you have
questions about the Terms of Use, please contact us at:</p>\n<p>Shmoop University,
Inc.\n<br>P.O.\nBox 44005 <br>Phoenix, AZ 85064</p> "
updated_at:
- 2019-06-26 03:53:43.878559507 Z
- 2019-06-26 03:53:53.884682767 Z