TERMS

TERM OF SERVICE

Thank you for signing up with Classcipe which is the trading name of Zstrar Education Ltd. These Terms of Service (Terms) will govern your use and access to the service, client software and websites (“Services”) provided by Classcipe. By accepting these Terms) these Terms, you agree to be bound by them. It is important that you take the time to read these Terms carefully. The Services are only available to you if you accept these Terms. If you do not agree, you must not access or use the Service. If you are using our Services for an organization or institution, you are agreeing to these Terms on behalf of that organization. If you are under the age of 13, you must have the permission of your parent or guardian to use our service and by using the Services you promise that you have such permission.

Where Classcipe has provided you with a translation of the English language version of these Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms will govern your relationship with Classcipe. If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.

We may revise these Terms from time to time and will always post the most current version on our website. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms. You may stop using Classcipe at any time. Classcipe may terminate your use of its Services if you have breached these Terms.

USER ACCOUNT

You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services. Accordingly, you agree that you will be solely responsible to Classcipe for all activities that occur under your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify Classcipe immediately at [email protected]. Classcipe will have the right to suspend access to your User Account, or to terminate your User Account, at any time if you are in violation of any of these Terms. Classcipe’s current Privacy Policy (located at /privacy-policy) is incorporated herein by reference and made part of these Terms. You consent to the collection and use of your information for hosting, processing and use by Classcipe. We will only use your personal information as set out in Our Privacy Policy, as amended from time to time.

We may review your conduct and content for compliance with these Terms and our Acceptable Use Policy. By using our Services, you are representing to us that you’re over 13 years of age or have been granted approved access to our Services by your school or parents.

INTELLECTUAL PROPERTY AND USER GENERATED CONTENT

Consistent with applicable law, as between Classcipe and you, you (or your organisation as applicable) retain all ownership rights you have in any User Content. Classcipe does not claim any ownership rights in the User Content. Please note that, while you retain ownership of your User Content, any template or layout in which you arrange or organize such User Content through tools and features made available through any of our Service are not proprietary to you — rights to such templates or layouts will remain with us or our service providers.

Classcipe’s and its licensors, as applicable, shall remain the exclusive owner of all Intellectual Property Rights in the Services (including the underlying technology, software and content). You may not remove any legends or statements in the Services, or any materials provided therewith regarding Classcipe’s and its licensors’ proprietary rights. These include but are not limited to trademarks, service marks, trade names, logos, domain names, and any other features of the Services which are the sole property of Classcipe and its licensors. The license granted to you herein does not grant any rights to use Intellectual Property Rights or any other features of the Services, whether for commercial or non-commercial use.

Classcipe reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service. Furthermore, Classcipe makes no representations, warranties or guaranties, whether express or implied, that the User Generated Content is accurate, complete or up to date.

GALLERIES

The Service may contain galleries that may present third party content that Classcipe chooses at its discretion to make available to you. This content is meant to serve as a suggestion only; and is not a substitute for professional advice or specific, authoritative knowledge or direction. Classcipe does not promise that the Gallery will work for your purposes, or that it is free from viruses, bugs, or other defects. The Gallery is provided "as is" and without warranty of any kind. You alone bear the risk of using this Content. Classcipe and its suppliers provide no express warranties, guarantees and conditions with regard to the Gallery. To the extent permitted under applicable law, Classcipe excludes the implied warranties and conditions of merchantability, fitness for a particular purpose, workmanlike effort, title and non-infringement. Such content and information such as templates, may be created by Classcipe and/or by third parties. As between you and the creators of any third-party content, any intellectual property or proprietary rights remain with the creators.

If you choose to submit any content, you direct and authorize Classcipe and its affiliates to host, link to, and otherwise incorporate your content into the Services, and you grant Classcipe and its end users a worldwide, royalty-free, non-exclusive license to exercise the rights in the content to reproduce this content; to create and reproduce derivative works of the content; to display publicly and distribute copies of the content; to display publicly and distribute copies of derivative works of the content. You agree that your license to Classcipe and its users will be perpetual. You represent and warrant that you own or have obtained the necessary legal rights to provide all content you submit through the Services and will maintain these rights for as long as it is available to end users. Classcipe claims no ownership over any content you submit through the Services. You retain copyright and any other rights, including all intellectual property rights, you already hold. You agree that you are responsible for protecting and enforcing those rights and that Classcipe has no obligation to do so on your behalf. You agree that you are solely responsible for the content which you submit. Classcipe is not in any way responsible for the subsequent use or misuse by users who access your content.

CONTENT IN THE SERVICES

You understand that all information (such as data files, fonts, written text, computer software, music, audio files, image files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the "Content".

Where you generate or upload User Generated Content on our Service, you retain the ownership in the intellectual property you generate. By posting or otherwise providing User Generated Content to or through our Services, you grant Classcipe a non‐exclusive, royalty‐free, transferable, irrevocable, perpetual (or if not permitted under applicable laws, for the term of your use of our Services plus twenty (20) years) worldwide license and right to use, display and otherwise make available such User Generated Content. Where you is a school/organisation or teacher/trainer who has chosen to share User Generated Content, you grants Classcipe, and any other Users to whom the User Generated Content is shared with, a non‐exclusive, royalty‐ free, transferable, irrevocable, perpetual (or if not permitted under applicable laws, for the term of your use of our Services plus twenty (20) years) worldwide license and right to use, display, publicly perform, reproduce, distribute, publish, modify, adapt, translate, create derivative works of, make available and sublicense and otherwise use and exploit such User Generated Content. You represent and warrant that you own and control all of the rights to the User Generated Content and have the lawful right to post the User Generated Content on the Online Learning Tool and otherwise provide Classcipe with the User Generated Content. Aside from the rights specifically granted in these Terms of Use, you retain ownership of all Intellectual Property Rights in your User Generated Content. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of any User Generated Content, and your right to object to derogatory treatment of such User Generated Content.

You are solely responsible for all User Generated Content that you submit or upload. Classcipe is not responsible for User Generated Content, nor does it endorse any opinion contained in any User Generated Content. You agree that if anyone brings a claim against Classcipe (or its respective directors, officers, employees and agents) related to your User Generated Content, then, to the extent permissible under local law, you will indemnify and hold Classcipe harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) arising out of such claim. You shall cooperate fully in the defense of any claim. Classcipe reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You acknowledge that damages for improper use of the Services may be irreparable; therefore, Classipe is entitled to seek equitable relief, including injunction and preliminary injunction, in addition to all other remedies. This section shall take precedence only over the indemnity provision.

You should be aware that Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services may be protected by intellectual property rights which are owned by the sponsors or advertisers who provide that Content to Classcipe (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Classcipe or by the owners of that Content, in a separate agreement.

You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.

You agree that you are solely responsible for (and that neither Classcipe nor the third-party provider through whom you access Classcipe has any responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Classcipe may suffer) by doing so.

LICENSE FROM CLASSCIPE TO YOU

Subject to the terms and conditions of this Agreement and any agreement entered by you or your organization relating to the Services, Classcipe grants you a limited, non-exclusive, non-transferable, license to access and use the Services. You shall not (a) copy the Services or any part, feature, function or user interface thereof (b) use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights (c) attempt to gain unauthorized access to the Services or its related systems or networks; and (d) reverse engineer the Services (to the extent such restriction is permitted by law).

LICENSE FROM YOU TO CLASSCIPE

By submitting, sharing, uploading, posting or displaying the content you give Classcipe a worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, share, upload, post or display on or through, the Services, solely for the purpose of enabling Classcipe to provide you with the Services in accordance with Classcipe’s Privacy Policy. In performing the required technical steps to provide the Services to our users, Claascipe may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit Classcipe to take these actions.

You confirm and warrant to Classcipe that you have all the rights, power and authority necessary to grant the above license. You agree that you will not submit, share, upload, post or display Content on or through, the Service that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit, share, upload, post or display the Content and to grant Classcipe all of the license rights granted in this Section.

DISCLAIMERS AND LIMITS OF LIABILITY

Classcipe will make reasonable efforts to ensure that the Services are available to you. However, access to the Services may be disrupted from time to time due to necessary maintenance, technical issues or events outside of Classcipe's control. Classcipe will use commercially reasonable efforts to avoid downtime of its services during peak hours but assumes no liability if services or any part thereof is unavailable at any time or for any period. Classcipe does not guarantee that the Services, or any content, service or feature of the aforementioned, will be error-free, although we endeavour to provide the best service we can, you understand and agree that the Services are delivered to you on an "as-is" and "as available" basis, and to the extent permissible under local laws,

Classcipe disclaims all warranties of any kind, express or implied, including without limitation, warranties of fitness for a particular purpose, accuracy or reliability of content and non-infringement of proprietary rights. Some aspects of this section may not apply in some jurisdictions if prohibited by local laws. Nothing in these Terms affects your statutory rights as a consumer under relevant local laws.

You agree that, to the fullest extent permissible by applicable local laws, your sole and exclusive remedy for problems or dissatisfaction with the Classcipe is to stop using the Services. By agreeing to these Terms you agree that Classcipe does not have any liability to you for any damages and direct, indirect or consequential loss or otherwise incurred by you or any third party and arising out of or in any way connected with the use of Classcipe’s service. Notwithstanding this, Classcipe’s maximum liability due to any person, firm or corporation whatsoever arising out of or in the connection with any license, use or other employment of the Services, whether such liability arises from any claim based on breach or repudiation of contract, breach of warranty, negligence, tort, statutory duty, or otherwise, shall in no case exceed the equivalent of one (1) month’s cost fees for the relevant period of use.

SOFTWARE UPDATES AND SECURITY

The software which you use may automatically download and install updates from time to time. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates as part of your use of the Services. Clascipe may provide experimental features for you to try. These experimental features are not guaranteed to work the first time or any time. These features may abruptly and unexpectedly cease functioning or disappear altogether. Experimental features require testing, and such features may be removed without notice. To the extent any component of the software may be offered under an open-source license, we’ll make that license available to you and the provisions of that license may expressly override some of these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so.)

You understand that we cannot and do not guarantee or warrant that any files available for downloading will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for antivirus protection and accuracy of data input and output, and for maintaining a means for any reconstruction of any lost data. Classcipe will not be liable for any loss or damage caused by a DDOS attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use or downloading of the Services.

OTHER CONTENT

The Services may include hyperlinks to other web sites or content or resources. Classcipe has no control over any websites or resources which are provided by companies or persons other than Classcipe. You acknowledge and agree that neither Classcipe nor its licensors or resellers are responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources. You acknowledge and agree that neither Classcipe nor its licensors or resellers are liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources.)

It is Classcipe’s policy to respond to notices of alleged copyright infringement that comply with the global Digital Millennium Copyright Act (“DMCA“). Classcipe may remove any allegedly infringing content without any liability to you. Classcipe will promptly terminate without notice your access to the Services where you are a “repeat infringer” of copyrights. Classcipe however, reserves the right to identify you and terminate your use under any circumstances it deems appropriate, including after only a single instance of allegedly infringing behavior by that User. We respect copyright. If you see any violations, please let us know.

COMPETITIONS

You may access our competitions if you want to enter. The following rules shall apply to all competitions organised or hosted by Classcipe:

These rules may be supplemented, amended or superseded by notices published by Classcipe in relation to specific competitions.

APPLICABLE LAW AND DISPUTE RESOLUTION

Any dispute, controversy or claim arising out of or in connection with these Terms, or the breach, termination or invalidity thereof, shall be finally settled by the Courts of New Zealand.

Classcipe is in favour of dispute resolution. Before filing any claim(s) against Classcipe, you agree that you must first attempt to resolve any disputes by contacting us on [email protected]. We will try to resolve the dispute by contacting you. You and Classcipe agree to resolve any claims relating to these Terms through final and binding arbitration, apart from exceptions. The arbitration will be held in New Zealand, or any other location we agree to.

Exceptions to Agreement to Arbitrate: Classcipe may assert claims, if they qualify, in the Courts in New Zealand. It may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and Classcipe agree that any judicial proceeding will be brought in the courts of New Zealand. Both you and Classcipe consent to such jurisdiction.

MISCELLANEOUS

Classcipe may revise and update these Terms at any time in its sole discretion. All such changes to these Terms are effective immediately when posted to the Classcipe website or on our Online Learning Tool and apply to all access to and use of the Online Learning Tool thereafter. Your continued use of the Online Learning Tool following the posting of such revised Terms constitutes your acceptance and agreement to the changes which are binding on you.

If any provision of these Terms is deemed unlawful, void, or unenforceable, that provision shall be deemed severed from the remaining provisions and shall not affect their validity and enforceability.

Classcipe shall not be liable for any delay or failure to perform any obligation hereunder due to causes beyond its control, including without limitation, war, riot, insurrection, civil commotion, terrorist activity, fire, industrial disputes of whatever nature, acts of nature, computer crimes, epidemics, acts or omissions of third-party vendors or suppliers, equipment failures, public enemies of government, failure of telecommunications, system malfunctions, fire, or other casualty.

No waiver of any provision hereof shall be valid unless in writing signed by the parties. Any failure to enforce any right or remedy hereunder shall not operate as a waiver of the right to enforce such right or remedy in the future or of any other right or remedy.

A person who is not a party to these Terms has no right whether by applicable statute or otherwise to enforce any term of these Terms.

If you have questions or issues in relation to these Terms of Use or the Online Learning Tool, you may contact us at [email protected].