Welcome to the iReadWith educational program. This “Program” is provided by Tribal Nova, Inc. (“Tribal Nova”, “us”, “we” or “our”) and is composed of the iReadWith applications (the “Applications”) and may include add-on services, such as a progress tracking and recommendation service (the “Service”).
The following sets forth the terms governing your use of the Program (collectively, the “Terms”). By using the Program, you agree to the Terms. In some instances, both the Terms and separate guidelines, rules or terms and/or conditions will apply to your use of a part of the Program or to a service or product offered by us (in each such instance, “Additional Terms”). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless they expressly state otherwise.
Free and Voluntary Account Setup
You agree to provide accurate and current information for your account and to promptly update such information as necessary in order to keep it accurate and complete. You are responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers you choose or that are assigned to you, and (b) all activities that occur under such password or account. You agree to promptly notify Tribal Nova of any unauthorized use of your password or account.
License to Applications; Intellectual Property Rights
The Applications and Program are licensed and not sold to you. They are protected by copyright, trademark and other intellectual property laws and treaties of the United States, Canada and/or other countries (“Intellectual Property Laws”). As between you and Tribal Nova, all rights, title and interest in and to the Applications belong exclusively to Tribal Nova, subject only to the your limited, personal, non-transferable and non-exclusive right to use the Applications in accordance with these Terms. You will not, and will not allow any other third party to:
1. Delete or obscure any copyright, trademark or other proprietary notice disclaimer on the Applications or any accompanying printed materials; 2. Decompile, modify, reverse engineer, disassemble, attempt to derive source code, adapt, translate, reproduce or otherwise create derivative works of the Applications; 3. Rent, lease or sublicense the Applications or Program, create derivative works based on the Applications or Program, or otherwise commercially exploit the Applications or Program; or 4. Make a use of the Program for any purpose other than the purpose for which it is made available to you pursuant to these Terms.
Except as expressly provided, nothing herein or within the Program shall be construed as conferring any license under any of Tribal Nova’s or any third party’s intellectual property rights, whether by implication, waiver, or otherwise. All rights not expressly granted are reserved by Tribal Nova.
Trademarks and Copyright
iReadWith and Tribal Nova are trademarks of Tribal Nova. All product, brand and company names and logos used in connection with the Program are the trademarks of their respective owners. You may not use any of the marks appearing in connection with the Program without the express written consent of Tribal Nova or the owner of the mark, as applicable.
All information and content contained on, or made available through, the Program are copyright of Tribal Nova or its licensors. You may not copy, republish or redistribute such information or content, including by caching, framing or similar means, without the express written consent of Tribal Nova or the copyright owner, as applicable.
Compliance with Law
You agree to abide by all applicable federal, state or local laws, such as those pertaining to libel, slander, defamation, trade libel, product disparagement, harassment, invasion of privacy, tort, obscenity, indecency and copyright or trademark infringement. Intellectual Property Laws generally prohibit the unauthorized reproduction, distribution or exhibition of text, photographic and graphic (art and electronic) images, music, sound samplings and other protected materials. The violation of such laws may give rise to civil and/or criminal penalties. You agree to comply with all applicable Intellectual Property Laws.
You will not post, transmit or make available in any way through the Program any software or other materials which contain a computer virus, Trojan horse, timebomb, worm or other rogue programming (“Rogue Programming”). We have no obligation to detect the presence of any Rogue Programming. Any downloading of software or other materials or any other use of the Program is at your own risk, and you are advised to take adequate precautions to minimize any loss to your system caused by Rogue Programming.
Content You Submit
You are responsible for the content of any information you post using the Program or that you otherwise submit to us (“User Content”). You hereby grant to Tribal Nova, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, fully paid-up and royalty-free right and license to use, copy, distribute, publicly perform and display, create derivative works of, disclose, sell, re-sell, sublicense (through multiple levels), publish, broadcast, translate, and otherwise exploit in any manner whatsoever, all or any portion of your User Content, for any purpose whatsoever in all formats, on or through any means, medium or technology now known or hereafter developed, and to advertise, market and promote the same. The foregoing includes, for example, the right to: (a) configure, host, index, cache, archive, store, digitize, compress, optimize, modify, reformat, edit, adapt, publish in searchable format, and remove such User Content and combine it with other materials, and (b) use any ideas, concepts, know-how, or techniques contained in any User Content for any purpose whatsoever, including developing, producing, and marketing products and services.
Except as prohibited by law, you hereby waive, and you agree to waive, any moral rights (including attribution and integrity) that you may have in any User Content, even if the subject matter is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights in a manner that interferes with any exercise of the rights granted herein. You will not receive and waive any fees, sums, consideration, accounting or remuneration for the rights granted in this Section.
We have no obligation to, and do not in the normal course, monitor or control any information that is or becomes available through the Program, but reserve the right to review any such information and may remove information that, in our sole discretion, we believe is illegal, violates third party rights, is inconsistent with the nature and purpose of the Program, or is otherwise inappropriate.
We do not commit to retain User Content for any period of time. You will not have the right, once submitted, to access, archive, maintain or otherwise use User Content via the Program or otherwise.
Disclaimer of Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PROGRAM IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER TRIBAL NOVA NOR ITS LICENSORS WARRANT THAT ANY INFORMATION IS COMPLETE OR ACCURATE, THAT THE PROGRAM WILL BE UNINTERRUPTED OR ERROR FREE OR FREE OF ROGUE PROGRAMMING.
Limitation of Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL TRIBAL NOVA OR ITS AFFILIATES, OR ITS OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR LICENSORS (“TRIBAL NOVA ENTITIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM THE USE OR INABILITY TO USE THE PROGRAM, INCLUDING WITHOUT LIMITATION USE OF OR RELIANCE ON INFORMATION AVAILABLE THROUGH THE PROGRAM, INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETIONS OF FILES, DELAYS IN OPERATION OR TRANSMISSION, NONDELIVERY OF INFORMATION, DISCLOSURE OF COMMUNICATIONS, OR ANY OTHER FAILURE.
Release and Indemnity
YOU HEREBY RELEASE AND WAIVE ANY AND ALL CLAIMS AND LIABILITY AGAINST THE TRIBAL NOVA ENTITIES ARISING FROM OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PROGRAM. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS, THE TRIBAL NOVA ENTITIES FROM AND AGAINST ANY AND ALL CLAIMS OR LIABILITY, INCLUDING COSTS AND ATTORNEYS’ FEES, ARISING FROM OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PROGRAM.
We may, at any time, modify or discontinue the Program, in whole or in part, with or without notice to you. We will not be responsible or liable, directly or indirectly, to you or any other person in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such modifications or discontinuance.
If you are dissatisfied with the Program or with any terms, conditions, rules, policies, guidelines or practices of Tribal Nova in operating the Program, your sole and exclusive remedy is to discontinue using the Program.
We may, in our sole and absolute discretion, without notice to you, suspend or terminate your account or your use of, or access to, the Program, and remove and discard any information or content related to the Program (and your use thereof), for any reason, including where we believe that you have violated any of the Terms. We will not be responsible or liable, directly or indirectly, to you or any other person in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such suspension or termination.
Upon such suspension or termination, or upon notice from us, all rights granted to you under these Terms or any Additional Terms will cease, and you will immediately discontinue use of the Program. The provisions of these Terms and any Additional Terms, which by their nature are intended to survive suspension or termination will survive, including the rights and licenses you grant to us in these Terms, as well as the indemnities, releases, disclaimers, limitations of liability and provisions regarding jurisdiction and choice of law.
Any amounts paid for the Applications are non-refundable and will not be returned for termination, interruption of the Program or any other reason.
In connection with the Program you may receive communications inside the Applications, or through e-mail or Facebook notifications. These communications may be of a promotional nature, such as information about new Applications or price promotions available in the Program. If you do not wish to receive such communications your sole and exclusive remedy is to discontinue using the Program.
Modifications to the Terms
The Program may evolve over time. These Terms, and any Additional Terms, may be changed from time to time. Your continued use of the Program is conditioned upon your acceptance of any such changes that are made available via the Program.
Governing Law and Venue
The Terms shall be governed by and construed in accordance with the laws of the province of Quebec, Canada. Any dispute in connection with the Program or these Terms shall be brought only in the courts of Montreal, Canada and you irrevocably agree to the jurisdiction of such courts.
Tribal Nova controls and operates the Program from its offices in Canada and servers in the U.S.A. and makes no representation that the Program is appropriate or available for use in any given jurisdiction. You are responsible for compliance with applicable local laws regarding your online conduct and acceptable content, if and to the extent local laws apply. We reserve the right to limit the availability of the Program, and/or the provision of any content, program, product, service or other feature described or available on or in connection with the Program, to any person, entity, geographic area or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service or other feature that we provide. Application of the Convention on Contracts for the International Sale of Goods to these Terms is expressly disclaimed.
The Terms constitute the entire agreement between Tribal Nova and you pertaining to your use of the Program and supersede any prior agreements between you and Tribal Nova. Our failure to insist upon or enforce strict performance of any right or provision of the Terms shall not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained in the Terms are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions (or parts thereof) contained herein. You may not assign these Terms or any Additional Terms, nor delegate your duties under them, without the prior written consent of an officer of Tribal Nova. We are free to assign the Terms and Additional Terms and to delegate our duties.