The website located at scholarnetics.com (the “Site”) and any associated mobile application(s) (collectively with the Site, the “Platform”) are copyrighted work belonging to Scholarnetics360, LLC (“Company”, “us”, “our”, and “we”). For purposes of these Terms, “Scholar” refers to anyone who asks a question on the Platform, seeks/accesses educational content posted on the Platform by Company and/or other users, and/or otherwise seeks out mentorship or educational guidance on the Platform and “Mentor” refers to anyone who has applied and been approved by Company for a Mentor Account (as defined herein) when using such Mentor Account to answer educational questions, act as a mentor, provide educational guidance, and/or share knowledge on the Platform. Scholars and Mentors may be referred to herein individually each as a “user,” collectively as “users;” references to “you” and “your” are references to user(s). Certain features of the Platform may be subject to additional guidelines, terms, or rules, which will be posted on the Platform in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
These Terms of Use (these “Terms”) set forth the legally binding terms and conditions that govern your use of the Platform. By accessing or using the Platform, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). you may not access or use the Platform or accept the Terms if you are not at least 18 years old. If you do not agree with all of the provisions of these Terms, do not access and/or use the Platform.
PLEASE BE AWARE THAT SECTION 11.3 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND COMPANY. AMONG OTHER THINGS, SECTION 11.3 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US SHALL BE RESOLVED BY BINDING AND FINAL ARBITRATION. SECTION 11.3 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 11.3 CAREFULLY.
UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
1.1. Purpose. The Platform is an online venue for informational and educational purposes and connects Scholars with Mentors and provides Company-generated content. Mentors have sole discretion in selecting which questions from Scholars to answer, may elect not to answer any questions from Scholars. Company is not required to keep communications between users of the Platform private or confidential, by using the Platform you are acknowledging and agreeing that you shall have no expectation of privacy in your communications with Company and/or other users on the Platform or in any User Content (as hereinafter defined) you upload to or communicate on the Platform. Notwithstanding the foregoing, Company’s policy is to not disclose Direct User Communications (as defined in section 4.1 below) to other users of the Platform or to the general public unless Company determines, in its sole and absolute discretion, that disclosure is necessary or appropriate, such as for purposes of ensuring the protection of the users involved or others. To the extent that Direct User Communications contain information or communications which is/are otherwise available to anyone other than (a) the users involved in the Direct User Communications and (b) the Company solely by virtue of the Direct Communications occurring on the Platform, then such aspects of those Direct User Communications shall not be subject to the foregoing policy. Users may connect via video teleconferencing on the Platform. Company shall have the right to, and you hereby understand and agree that Company will record such video teleconferencing sessions and maintain such recordings for as long as Company reasonably deems necessary to serve Company’s business needs, including but not limited to quality assurance purposes, responding to complaints, and improving the Platform.
1.2. Tools. You understand that site tools, Company’s mobile application, or any other tools (collectively, “Tools”) offered by Company are optional and such Tools are purely offered for convenience and usage of such Tools is not mandatory. You understand certain Tools, such as chatbots, may utilize or be powered by AI language models, and data input into such Tools shall be subject to these Terms, our Privacy Policy, and any other disclosures presented in connection with such Tools.
1.3. Emergency Questions; No Medical Advice. Emergency questions, or other inquiries requiring immediate or rapid response, especially those relating to medical or mental health issues, shall not be posted to the Platform and should instead be directed immediately by telephone or in-person to qualified professionals (e.g. in the U.S., call 911). The Platform is not the appropriate venue to deal with such situations. Company does not provide medical advice on the Platform, nor are any users permitted to post or transmit medical advice on the Platform.
2.1. Account Creation. In order to use certain features of the Platform, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Platform. Company may suspend or terminate your Account in accordance with Section 9. A standard Account on the Platform will enable users to engage with other users, post questions on the Platform, access educational content posted on the Platform by Company and other users, and otherwise seek out mentorship or educational guidance on the Platform. In order to answer educational questions, act as a mentor, provide educational guidance, or otherwise share knowledge on the Platform, users must apply and be approved by Company for a Mentor Account. You may only register for one (1) Account on the Platform (be it a standard Account or Mentor Account) unless you receive prior written authorization from Company to register for more than one Account.
2.2. Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. If any Account of yours has been suspended or terminated, you may not open another account on the Platform without Company’s express written consent.
2.3. Mentor Accounts and Additional Terms.
(a) Mentor Accounts. Any user who wishes to act as a Mentor on the Platform must register for an “Mentor Account" (for purposes of these Terms, the term “Account” shall be construed as referring to both standard Accounts, outlined in section 2.1 above, and Mentor Accounts, as applicable based on the context in which the term is used). In addition to the capabilities afforded to standard Accounts on the Platform (outlined in section 2.1 above), Mentor Accounts give users the ability to answer educational questions, act as a mentor, provide educational guidance, or share knowledge on the Platform. Company has the right to approve or deny any user for a Mentor Account for any reason or no reason at all. Company also has the right to revoke, terminate, suspend, or restrict access to your Mentor in Company’s sole an absolute discretion. By applying for a Mentor Account, you represent and warrant that you are properly and fully qualified and experienced, and licensed and insured as required by applicable laws or regulations to which you may be subject, in the jurisdiction(s) in which you provide your User Content. To create a Mentor Account, you must provide us with certain information about you, such as your name, area of expertise, and information regarding professional certification(s) and/or licensure. You agree to provide accurate, current, and complete information during the Account registration process and at all other times when you use the Platform, and to update such information to keep it accurate, current, and complete.
(b) Payments to Mentors. With the exception of the submission of Webinar Ideas (as defined in section 3.6 below), if you are a Mentor who contributes to the Platform by answering questions from Scholars, meeting with Scholars via video teleconference, or otherwise, you may be entitled to compensation. Company permits each Mentor to determine the amount of compensation to which such Mentor may be entitled for contributing to the Platform as a Mentor based on Company’s Pricing Levels. Company reserves the right to make changes to the Pricing Levels at any time, and from time to time, in Company’s sole and absolute discretion. Company will pay such Mentors by depositing the appropriate funds into the Mentor’s e-wallet maintained as part of the Mentor’s Account. Mentors may withdraw funds from their Account e-wallet, may opt to donate all or a portion of the funds in their e-wallet as may be permitted on the Platform from time to time, and/or may use the funds in their e-wallet to purchase goods or services from partnering sites, as Company may engage for such purpose from time to time. Mentors are solely and exclusively responsible for any and all tax matters which may be associated with any funds Mentors may receive from Company.
(c) Mentor Credentials. By using the Platform as a Mentor, you represent and warrant that you have and will continue: (a) to provide and maintain accurate, complete, and non-misleading information in connection with your registration and Account; (b) to provide and maintain accurate descriptions of any background, skills, knowledge, and level of experience (including professional licenses, certifications, education, employment, etc.) (collectively, “Credentials”); and (c) to be truthful including, without limitation, not misrepresent yourself, such as, but not limited to, using or creating a misleading username. Company reserves the right but has no obligation to verify a Mentor’s Credentials at any time and for any reason, or no reason at all. Company may request documentation from Mentors which verify the Mentor’s Credentials at Company’s discretion. Mentors must comply with such documentation requests promptly upon receipt.
(d) Changes to Credentials. If a Mentor experiences any negative change to their Credentials (e.g., active license becomes inactive or suspended, disciplinary investigation is opened), such Mentor must notify Company of such change by sending an email to info@scholarnetics.com within twenty-four (24) hours of the change. In addition, if such change makes you ineligible to be a Mentor on the Platform, then such Mentor must also immediately cease answering questions and communicating or transmitting User Content on the Platform.
(e) Expertise and Compliance with Laws. Mentors shall provide competent User Content that is within such Mentor’s realm of expertise and applicable Credentials only and will use at least a reasonable standard of care in providing answers. A reasonable standard of care is the higher of: (i) the standard the Mentor applies in their profession not conducted on the Platform; or (ii) the standard of care required by the applicable profession. Mentors shall abide by all laws, rules, regulations, and ethical standards (including, if applicable, any ethical obligations relating to conflicts of interest) pertaining to such Mentor’s profession and/or the profession applicable to categories addressed, discussed, or implicated by User Content provided by such Mentor.
(f) Limited Exclusivity. Mentors shall not duplicate—or authorize anyone else to duplicate—any portion of their User Content on the Platform on any other fee-based question-and-answer website, unless that question-and-answer component is via a Company referral program, or it is a website on which the Mentor is the only person answering questions. This does not prohibit Mentors from providing the same substantive answer to a question, but only from providing it using the same words as used on the Platform. The provisions of this Section 2.3(e) are not intended to prevent Mentors from practicing their profession, but only from engaging in the limited activity described in these Terms.
3.1. License. Subject to these Terms, Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Platform solely for your own personal, noncommercial use.
3.2. Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Platform, whether in whole or in part, or any content displayed on the Platform; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Platform; (c) you shall not access the Platform in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Platform may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Platform shall be subject to these Terms. All copyright and other proprietary notices on the Platform (or on any content displayed on the Platform) must be retained on all copies thereof.
3.3. Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Platform (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Platform or any part thereof.
3.4. No Support or Maintenance. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Platform.
3.5. Ownership. Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trade marks, and trade secrets, in the Platform and its content are owned by Company or Company’s suppliers. Neither these Terms (nor your access to the Platform) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 3.1. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
3.6. Feedback; Webinar Ideas. If you provide Company with any feedback or suggestions regarding the Platform (“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. We may permit you to submit ideas to us for educational presentations to be developed and featured on the Platform (“Webinar Ideas”). Company may elect to utilize a Webinar Idea(s) submitted by you, in which case, Company may engage you to develop such Webinar Idea under a separate Content Creation Agreement (or like contractual agreement). In such a case, you shall and hereby agree to assign to Company all rights in such Webinar Idea(s) which is/are the subject of such Content Creation Agreement and agree that Company shall have the right to use and fully exploit such Webinar Idea(s) and related information in any manner it deems appropriate. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary, which you do not have the right to submit or use for such purpose, or which in any way infringes on any intellectual property or any other right of a third party.
4.1. User Content. “User Content” means any and all information and content that a user submits to, or uses with, the Platform (e.g., content in the user’s profile or postings) and any and all information communicated or transmitted on or using the Platform. User Content shall include “Direct User Communications” which shall mean any and all communications, whether in writing or otherwise, occurring directly between two or more users in a non-public forum on the Platform including but not limited to conversations had or visual or audio information shared directly between two or more users on any video or audio teleconferencing sessions taking place in a non-public forum the Platform. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 4.3). You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Company. You may only upload User Content which is intended for educational purposes. Since you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. Company is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire. Company has the right to remove any and all User Content uploaded by any user at any time for any reason, with or without notice. User Content, including communications and interactions occurring on or within the Platform are not subject to any professional privileges such as healthcare provider-patient privilege or attorney-client privilege.
4.2. License. You hereby grant (and you represent and warrant that you have the right to grant) to Company an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in the Platform. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
4.3. Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy”:
(a) You agree not to use the Platform to collect, upload, transmit, display, or distribute any User Content (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable, (iii) that is harmful to minors in any way, (iv) that is in violation of any law, regulation (including the Health Insurance Portability and Accountability Act of 1996, as amended from time to time – “HIPAA”), or obligations or restrictions imposed by any third party, such as obligations associated with professional licensure or ethical oaths; (v) that contains Protected Health Information (as defined by HIPAA); (vi) that is or contains medical advice or treatment; or (vii) that establishes or has the purpose of establishing a professional-client/patient relationship.
(b) In addition, you agree not to: (i) upload, transmit, or distribute to or through the Platform any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Platform unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Platform to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Platform, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Platform (or to other computer systems or networks connected to or used together with the Platform), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Platform; (vi) use software or automated agents or scripts to produce multiple accounts on the Platform, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Platform (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file); (vii) except as expressly authorized by Company, solicit or otherwise request personal information from other users (other than information strictly necessary to use the Platform for purposes of the Platform); (viii) resell or make any commercial use of Company’ system or the content on the Platform, including personal information, without Company’s prior written consent; (ix) recruit, solicit, or contact in any form Mentors or Scholars for employment or any other use not specifically intended by the Platform; (x) advertise or solicit an expertise not related to or appropriate for the Platform including, but not limited to promotes or offers Ponzi schemes, junk mail, spam, chain letters, pyramid schemes, affiliate marketing or unsolicited commercial content, discount cards, credit counseling, online surveys or contests, raffles, prizes, bonuses, games of chance or giveaways; or (xi) access the Platform or content thereon in order to build a similar or competitive website, product, or service.
(c) The Platform and all content contained thereon is intended only for educational purposes. Answers, advice, and guidance provided by Mentors on the Platform are to be used by users for general informational and educational purposes only, not as a substitute for in-person evaluation or specific professional (medical, legal, veterinary, tax, financial, etc.) advice. No professional-client/patient relationships may be formed on the Platform, and you are expressly prohibited from using the Platform to communicate any medical advice or treatment.
4.4. Enforcement. We reserve the right (but have no obligation) to monitor, review, refuse and/or remove any User Content in our sole discretion, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 9, and/or reporting you to law enforcement authorities.
You agree to indemnify and hold Company (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Platform, (b) your violation of these Terms, (c) your violation of applicable laws or regulations (d) your User Content, or (e) any patient, physical, or personal injury or harm directly or indirectly associated with your User Content. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
6.1. Third-Party Links & Ads. The Platform may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Company, and Company is not responsible for any Third-Party Links & Ads. Company provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
6.2. Other Users. Each Platform user is solely responsible for any and all of its own User Content. Since we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, appropriateness, or quality of any User Content. Your interactions with other Platform users are solely between you and such users. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Platform user, we are under no obligation to become involved.
6.3. Release. You hereby release and forever discharge Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Platform (including any interactions with, or act or omission of, other Platform users or any Third-Party Links & Ads). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
THE Platform IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE Platform WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE Platform, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 DAYS FROM THE DATE OF FIRST USE.
NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM/ON THE Platform WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE for, and agree to take reasonable precautions in ALL COMMUNICATIONS AND INTERACTIONS with other users of THE Platform AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE Platform, INCLUDING, WITHOUT LIMITATION HEALTHCARE PROFESSIONALS AND STUDENTS AND OTHER AUTHORIZED THIRD PARTIES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON. COMPANY IS NOT INVOLVED IN OR RESPONSIBLE FOR ANY COMMUNICATIONS BETWEEN USERS OF THE PLATFORM WHETHER OCCURRING ON OR OFF THE PLATFORM. COMPANY EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES. UNDER NO CIRCUMSTANCES WILL COMPANY BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER’S RELIANCE ON INFORMATION OBTAINED THROUGH THE PLATFORM, FROM THIRD PARTIES (SUCH AS MENTORS OR OTHERS) OR A LINKED PLATFORM, OR USER’S RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A THIRD PARTY OR A LINKED SITE. USE OF THIS PLATFORM IS AT USER’S SOLE RISK.
YOU UNDERSTAND THAT COMPANY DOES NOT TAKE RESPONSIBILITY FOR SCREENING OR INQUIRY INTO THE BACKGROUND OF ANY USERS OF THE Platform OR USER CONTENT, NOR DOES COMPANY VERIFY OR TAKE RESPONSIBILITY FOR THE STATEMENTS OF USERS OF THE Platform. COMPANY DOES NOT SCREEN USER CONTENT FOR ACCURACY, COMPLETENESS, CURRENCY, QUALITY, SUITABILITY, OR APPROPRIATENESS. COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE Platform OR AS TO THE ACCURACY, COMPLETENESS, CURRENCY, QUALITY, SUITABILITY, OR APPROPRIATENESS OF USER CONTENT. Use of the term “Mentor” by COMPANY and on the Platform is only meant to describe Users who answer questions on the Platform, and not to guarantee any particular level of expertise of these Mentors. YOU UNDERSTAND AND AGREE THAT COMPANY SHALL NOT BE RESPONSIBLE FOR ANY HARM SUFFERED BY YOU RELATING TO OR ARISING OUT OF YOUR USE OF THE Platform OR INTERACTION(S) WITH OTHER USERS, OR CONTACTING, ENGAGING WITH, OR OTHERWISE INTERACTING WITH ANY OTHER USERS OF THE Platform EXCEPT AS MAY BE CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
YOUR RESPONSIBILITY FOR LOSS OR DAMAGE
YOU AGREE THAT YOUR USE OF THE Platform IS AT YOUR SOLE RISK. YOU WILL NOT HOLD COMPANY OR ITS THIRD-PARTY SERVICE PROVIDERS, LICENSORS OR SUPPLIERS, AS APPLICABLE, RESPONSIBLE FOR ANY LOSS OR DAMAGE THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE Platform, INCLUDING WITHOUT LIMITATION ANY LOSS OR DAMAGE TO ANY OF YOUR COMPUTERS OR DATA.
COMPANY’S PERMITTING OF A USER TO USE AND ACCESS THE Platform IS NOT AN ENDORSEMENT OR RECOMMENDATION OF SUCH USER BY COMPANY. COMPANY DOES NOT PROVIDE MEDICAL ADVICE NOR DO WE PERMIT USERS TO POST MEDICAL ADVICE ON THE Platform. IF YOU SEE CONTENT ON THE Platform, WHETHER UPLOADED BY COMPANY OR WHICH IS USER CONTENT, WHICH YOU BELIEVE CONSTITUTES MEDICAL ADVICE, YOU MUST NOTIFY COMPANY IMMEDIATELY AT INFO@SCHOLARNETICS.COM. YOU HEREBY EXPRESSLY UNDERSTAND THAT YOU SHALL NOT RELY ON ANY MEDICAL ADVICE, IF ANY, WHICH MAY APPEAR ON THE Platform IN VIOLATION OF THESE TERMS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE Platform, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE Platform IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
COMPANY SHALL NOT Be liable for an expert’s failure OR REFUSAL to answer or respond to any question, request for guidance or advice, or other request for information from any other user of the platform or for any claim, cause of action, damages, costs, or fees arising out of or relating to such failure or refusal.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
9.1. Term. Subject to this Section, these Terms will remain in full force and effect while you use the Platform. We may suspend or terminate your rights to use the Platform (including your Account) at any time for any reason at our sole discretion, including for any use of the Platform in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Platform will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases. Company will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 3.2 through 3.6 and Sections 4 through 10.
9.2. Post-Termination. At all times when you are subject to these terms and for a period of ninety (90) days following termination of your rights under these Terms, you shall not, other than via the Platform, engage, employ, or communicate with any other user of the Platform whom you were introduced to, met, learned of or about, engaged with, communicated with, or otherwise became aware of by virtue of the Platform for purposes of knowledge sharing, mentoring, or engaging in educational communications or exchanges the subject of which are discussed on the Platform.
Company respects the intellectual property of others and asks that users of our Platform do the same. In connection with our Platform, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Platform who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Platform, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to us at the address listed in section 11.9 of these Terms (Company’s Copyright Agent):
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
11.1. Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Platform. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Platform following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
11.2. Relationship of the Parties. No relationship (such as partnership, agent, joint venturer, or employee) between any user and Company is created by these Terms or your participation on the Platform. Mentors and Scholars are users of the Platform who are entirely separate and distinct from Company; Company does not act as an agent for any Scholar and Mentors are providers of services/information who are independent from Company. You shall act in accordance with such status and shall not hold yourself out as an officer, employee, or agent of Company, nor make any claim based on any right or privilege applicable to Company’s employees. Under no circumstances shall you look to Company as your employer, or as a partner, agent, or principal. Nothing regarding your participation on the Platform will be considered as an endorsement, referral or recommendation by Company of you, your User Content, or any answers, guidance, or information you provide to other users, and you will not, either on the Platform or in any other forum or by any other means, suggest such an endorsement.
11.3. Dispute Resolution. Please read the following arbitration agreement in this Section (the “Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Company, its parent companies, subsidiaries, affiliates, successors and assigns and all of their respective officers, directors, employees, agents, and representatives (collectively, the “Company Parties”) and limits the manner in which you can seek relief from the Company Parties.
(a) Applicability of Arbitration Agreement. You agree that any dispute between you and any of the Company Parties relating in any way to the Platform, the services offered on the Platform (the “Services”) or these Terms will be resolved by binding arbitration, rather than in court, except that (1) you and the Company Parties may assert individualized claims in small claims court if the claims qualify, remain in such court and advance solely on an individual, non-class basis; and (2) you or the Company Parties may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall survive the expiration or termination of these Terms and shall apply, without limitation, to all claims that arose or were asserted before you agreed to these Terms (in accordance with the preamble) or any prior version of these Terms. This Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state or local agencies. Such agencies can, if the law allows, seek relief against the Company Parties on your behalf. For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Agreement as well as claims that may arise after the termination of these Terms.
(b) Informal Dispute Resolution. There might be instances when a Dispute arises between you and Company. If that occurs, Company is committed to working with you to reach a reasonable resolution. You and Company agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome. You and Company therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference.
The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to Company that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to: info@scholarnetics.com or by regular mail to 3064 Wake Forest Road #1612, Raleigh, NC 27609. The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute.
The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.
(c) Arbitration Rules and Forum. These Terms evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution Process described above does not resolve satisfactorily within 60 days after receipt of your Notice, you and Company agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.
If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.
Unless you and Company otherwise agree, or the Batch Arbitration process discussed in Subsection 11.3(h) is triggered, the arbitration will be conducted in the county where you reside. Subject to the JAMS Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. If the JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any JAMS fees and costs will be solely as set forth in the applicable JAMS Rules.
You and Company agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
(d) Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve all disputes subject to arbitration hereunder including, without limitation, any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to the subsection entitled “Waiver of Class or Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class or Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class or Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and these Terms (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
(e) Waiver of Jury Trial. EXCEPT AS SPECIFIED in section 11.3(a) YOU AND THE COMPANY PARTIES HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and the Company Parties are instead electing that all covered claims and disputes shall be resolved exclusively by arbitration under this Arbitration Agreement, except as specified in Section 11.3(a) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
(f) Waiver of Class or Other Non-Individualized Relief. YOU AND COMPANY AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 11.3(h) EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the Subsection 11.3(h) entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class or Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Company agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of North Carolina. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Company from participating in a class-wide settlement of claims.
(g) Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Company need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys’ fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution Process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.
(h) Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Company agree that in the event that there are 100 or more individual Requests of a substantially similar nature filed against Company by or with the assistance of the same law firm, group of law firms, or organizations, within a 30 day period (or as soon as possible thereafter), the JAMS shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).
All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the JAMS, and the JAMS shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Company.
You and Company agree to cooperate in good faith with the JAMS to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.
This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.
(i) 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending a timely written notice of your decision to opt out to the following address: 3064 Wake Forest Road, Raleigh NC, 27609, or email to info@scholarnetics.com, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us, or may enter into in the future with us.
(j) Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief”, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Company as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
(k) Modification. Notwithstanding any provision in these Terms to the contrary, we agree that if Company makes any future material change to this Arbitration Agreement, you may reject that change within 30 days of such change becoming effective by writing Company at the following address: 3064 Wake Forest Road #1612, Raleigh, NC 27609, or email to info@scholarnetics.com. Unless you reject the change within 30 days of such change becoming effective by writing to Company in accordance with the foregoing, your continued use of the Platform and/or Services, including the acceptance of products and services offered on the Platform following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of these Terms and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services or of the Platform, any communications you receive, any products sold or distributed through the Platform, the Services, or these Terms, the provisions of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms) remain in full force and effect. Company will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms.
11.4. Export. The Platform may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
11.5. Disclosures. Company is located at the address in Section 11.9. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
11.6. Electronic Communications. The communications between you and Company and you and other users of the Platform use electronic means, whether you use the Platform or send us emails, or whether Company posts notices on the Platform or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
11.7. Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Platform. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
11.8. Copyright/Trademark Information. All trademarks, logos and service marks (“Marks”) displayed on the Platform are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
11.9. Contact Information:
Scholarnetics360, LLC
3064 Wake Forest Road #1612
Raleigh, NC 27609
Email: info@scholarnetics.com
