By registering for or using Digication, you agree to abide by these Terms. These Terms constitute a legally binding agreement ("Agreement”) between you and Digication, Inc., the provider of Digication. In the Agreement, the terms "you" and "your" refer to you, an individual user of Digication, and the terms "we", "us" and "our" refer to Digication, Inc. For reference, capitalized terms used in the Agreement are defined in the Definitions section at the end of the Agreement.
1. Your Rights to Access and Use the Service
When you register for Digication and agree to these Terms, we grant you a non-exclusive, non-transferable right and subscription to remotely access and use Digication via the internet, using a supported and properly configured web browser, either as a free trial user, as a paid individual user, or in connection with the education, contest, application, and/or training programs conducted by the company, educational institution, department, program, classroom, or agency or other legal entity ("Organization") where you are employed, enrolled, applying to, entering a contest, or have another affiliation. Pursuant to this subscription, we allow you to use the Digication Technology to post, store, access, download and modify your own User Generated Content, and access and use Digication/Partner Content and the User Generated Content of other Users, in accordance with these Terms and, if applicable, the further terms determined by Content Owners and your Organization. We endeavor to make Digication available 24 hours a day, seven days a week; however, from time to time, we or our contractors may need to perform scheduled or unscheduled maintenance on Digication to ensure its proper operation. Access to Digication, Digication/Partner Content or User Generated Content may be impaired or interrupted while such maintenance is performed.
You understand and agree that you are entitled only to remotely access and use Digication as described in these Terms. You are not entitled to download or otherwise copy any Digication software or other Digication Technology or, except as expressly permitted by the Content Owner, any Digication/Partner Content. You are solely responsible for establishing, maintaining, and operating, at your own expense, a connection to the internet (the speed of which may have a significant impact on the responsiveness of Digication), including all computer hardware and software, modems, internet service and data charges, telephone access lines, and all long distance telephone charges. As a condition of your right to access and use Digication, you agree that you will not use Digication for any purpose that is fraudulent, unlawful or otherwise prohibited by these Terms. Without our written consent, you may not: (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise in any manner commercially exploit or make available to any third party any Digication Technology or Digication/Partner Content; (ii) modify or make derivative works based upon any Digication Technology or Digication/Partner Content; (iii) create internet "links" to or "frame" or "mirror" any Digication/Partner Content on any other server or wireless or internet-based device; or (iv) reverse engineer or access any Digication Technology in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of Digication, or (c) copy ideas, features, functions or graphics of Digication. You also may not: (i) share an individual User account with anyone other than the individual registrant; (ii) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (iii) send or post infringing, obscene, threatening, libelous, or otherwise unlawful or inappropriate material, including material harmful to children or in violation of third party privacy rights; (iv) send or post material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (v) interfere with or disrupt the integrity or performance of Digication or the data contained therein; or (vi) attempt to gain unauthorized access to Digication or its related systems or networks. If you breach any of these Terms, your authorization to access and use Digication will automatically terminate, and you must immediately destroy any downloaded or printed materials. Unauthorized or prohibited use of Digication may also subject you to civil liability and/or criminal prosecution under applicable laws. These are the only rights granted to you, and are subject to your compliance with all other Terms. We reserve all rights not expressly granted to you in these Terms.
3. Our Intellectual Property Rights
We own all right, title and interest, including any related Intellectual Property Rights, in and to Digication, excluding Digication/Partner Content and excluding any User Generated Content, which may be owned by us or by a third party Content Owner. This Agreement does not give you title to or ownership of any Digication Technology or Digication/Partner Content, or any copies thereof, but only a right of limited remote use under these Terms and, in the case of Digication/Partner Content, any further terms determined by the Content Owner. This Agreement does not give Digication title to or ownership of any User Generated Content, or any copies thereof, but only a right of limited remote use under these Terms and further terms determined by the Users. Any permitted copies of Digication/Partner Content must contain any copyright or other proprietary rights notices contained in the original and an original source attribution to Digication, Inc. with the applicable URL address. We own and have the unrestricted right to implement and use any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to Digication Technology, which are provided by you or any other party.
The Digication name and logo is a trademark of Digication, Inc. Other product names and/or logos used in connection with Digication are trademarks of Digication, Inc. or third parties. No right or license is granted to use these trademarks.
5. Your Obligations and Acknowledgements
You and all other Users are given one or more methods of authentication to access and use Digication. You may access Digication via a number of Single-Sign-On (SSO) methods chosen by your Organization. You may also have a username and password stored natively in your Digication account. This username and password, and any other codes or passwords assigned or selected via SSO to access particular features of Digication, are collectively referred to herein as "IDs." IDs are unique to each User. You must keep your IDs strictly confidential. You agree that you will not disclose any User’s IDs or allow anyone else to use your IDs to access and use Digication under any circumstances. You are solely responsible for maintaining the strict confidentiality of your IDs and for any charges, damages, liabilities or losses incurred or suffered as a result of your failure to do so. We are not liable for any harm or damage caused by or related to the theft of IDs, the unauthorized or improper disclosure of IDs or if you or any other User allows any individual other than a User to access and use Digication using any User's IDs. You agree to notify us and your Organization (if your use of Digication is in connection with an Organization) if you become aware of any unauthorized use of any IDs or other need to deactivate an ID due to security concerns.
6. User Generated Content
You and other Users are able to post User Generated Content on Digication. Because each User posts his or her own User Generated Content, we cannot in any way guarantee the accuracy, quality or appropriateness of any of this User Generated Content.
By posting your User Generated Content on Digication, you grant Digication all necessary rights to store, display and distribute (but not to sell) your User Generated Content in accordance with the permission settings set forth by you and your Organization (if your use of Digication is in connection with an Organization).
We also have the right to utilize data capture, syndication and analysis tools, and other similar tools, to extract, compile, synthesize, and analyze data or information concerning access and use of Digication (but not User Generated Content) by you and other Users. We solely own the results of such extractions, compilations, syntheses and analyses, may use them for any lawful business purpose without accounting to you or any other User, and may distribute them without accounting to you or any other User as long as no User Generated Content or other personally identifiable information is revealed and the information is reported only in aggregated form. You represent and warrant that: (i) you own the User Generated Content posted by you or otherwise have the right to grant the rights set forth in this section, and (ii) the posting of your User Generated Content does not violate the privacy rights, publicity rights, copyrights, trademarks, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing to any person by reason of any User Generated Content posted to Digication using your IDs. We are committed to ensuring that Digication remains a safe place to view content. To that end, you may not use Digication to post or process User Generated Content that is prohibited (see Section 1 above). We and your Organization (if your use of Digication is in connection with an Organization) have the sole discretion to determine whether User Generated Content is prohibited, and any User Generated Content submitted to Digication may be subject to examination from time to time. Although we do not and will not examine or otherwise review all User Generated Content submitted or transmitted to Digication, we may delete, move, and edit any content for any reason, at any time, without notice if you are an individual paid user, and we grant your Organization the right to examine and review your User Generated Content and personal information if your use of Digication is in connection with an Organization.
7. Advertised and/or Linked Websites
Digication does not place advertisements on our platform. Any internet sites that are advertised and/or linked through Digication are provided only as a matter of convenience and are not endorsed by us, and we are not responsible for any content, products or services on or available from such sites. We provide Digication pursuant to the terms and conditions of these Terms and, in the case of Digication/Partner Content, the further terms determined by the Content Owner and located on the Digication website containing such content. A third-party providing products, services or content advertised and/or linked through Digication may require your agreement to different terms or additional subscription terms or other license prior to your access or use of such additional products, services or content.
8. Copyright Complaints
We respect the intellectual property of others, and we ask you to do the same. We in our discretion, or your Organization (if your use of Digication is in connection with an Organization), in its discretion, may suspend or terminate access to Digication by Users who infringe the copyrights of others. Repeat infringers will be blocked from accessing and using Digication. If you believe that your work has been copied and is accessible on Digication in a way that constitutes copyright infringement, or that our Website contains links or other references to another online location that contains material or activity that infringes your copyright rights, you may notify us by providing our copyright agent the information required by the U.S. Online Copyright Infringement Liability Limitation Act of the U.S. Digital Millennium Copyright Act, 17 U.S.C. §512. Our agent for notice of claims of copyright infringement on or regarding our Website can be reached as follows:
BY E-MAIL: firstname.lastname@example.org
BY MAIL: Digication, Inc.,
Attention: DMCA Officer
10 Dorrance St Suite #700
Providence, RI 02903
BY PHONE: 1.888.342.DIGI
9. Children’s Privacy
By accepting these Terms, you represent and warrant to us that either: (i) you are 13 years of age or older; (ii) if you or your child is under 13, that you have either obtained or given parental consent to your or your child’s organization for the collection of the personal information necessary to register for and use Digication; or (iii) if you are located in the European Union you represent and warrant to us that you are 16 years of age or older.
10. Warranty Disclaimer
Digication is provided "as is," with all faults, and without any representations or warranties of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Your use of Digication is at your sole risk. We do not warrant that the functions performed by Digication will be uninterrupted or error-free, that defects will be corrected, or that Digication or any advertised or hyperlinked site will be free of viruses or other harmful components or that Digication or any advertised or hyperlinked site will be accessible at all times. You assume total responsibility and risk for your access and use of Digication, and any advertised or hyperlinked website. No oral or written information or advice given by us or our authorized representatives shall create a warranty or in any way increase the scope of this warranty. We do not warrant or make any representations regarding your access or use of Digication, the Digication/Partner Content or any User Generated Content, with respect to correctness, accuracy, reliability, graphics, links or otherwise. To the extent that applicable law may not allow the exclusion of implied warranties, the above exclusions may not apply to you.
11. Limitation of Damages
We are not liable for any direct, indirect, incidental, consequential, special, exemplary, punitive, or other damages whatsoever (including, without limitation, those resulting from lost profits, lost data, or business interruption) arising out of or relating in any way to the access or use, or inability to access and use, Digication, Digication/Partner Content, or any User Generated Content or other information contained within Digication or on any advertised and/or hyperlinked website, whether based on warranty, contract, tort, or any other legal theory and whether or not we have been advised of the possibility of such damages.
12. Limitation of Liability
In no event shall our total liability to you or any third party for all damages, losses, and causes of action (whether in contract, tort, including without limitation negligence, or otherwise) exceed the greater of: (a) One Hundred ($100.00) Dollars; or (b) the amounts paid to us by you or your Organization as subscription or user fees for the 12 month period prior to the event giving rise to such claim. To the extent that applicable law may not allow the foregoing limitations, the above exclusions may not apply to you.
You agree to defend, indemnify, and hold harmless us, and our affiliated entities, and each of our and their respective officers, directors, managers, members, employees and agents from and against any claims, actions or demands, including, without limitation reasonable legal and accounting fees, arising or resulting from your access and use of Digication, including the Digication Technology and Digication/Partner Content, your access and use of any User Generated Content contained in Digication, or your breach of these Terms.
14. Choice of Law and Venue
These Terms, and your access and use of Digication, shall be governed by the laws of the State of Rhode Island, without regard to any choice of law principles that would dictate the application of the laws of another jurisdiction, and you hereby agree to the exclusive jurisdiction of the federal and state courts of the State of Rhode Island for resolution of any disputes arising from or related to these Terms or your use of Digication.
15. Limitation on Actions
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms or your access and use of Digication must be filed within one year after such claim or cause of action arises, or be forever barred.
As used in these Terms:
"Content Owner" means with respect to any User Generated Content or Digication/Partner Content the owner or holder of the rights necessary to post and make such content available within Digication.
"Digication" means the online ePortfolio, assessment management system, and learning community software, content and services developed, operated and maintained by Digication, Inc. and Content Owners and accessible on the Website. Digication includes, without limitation, Digication Technology and Digication/Partner Content.
"Digication/Partner Content" means all materials and content within Digication that are not User Generated Content, regardless of the identity of the Content Owner (Digication, Inc. or a third party), including, without limitation, the text, images, photographs, object code, source code, graphics, audio, animation and video, and any materials accessed through or made available for use or download within Digication.
"Digication Technology" means all of the proprietary technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) made available to you by Digication, Inc. in providing Digication.
"Digication, Inc." means us, Digication, Inc., a Delaware corporation, with a principal place of business at 10 Dorrance St, Suite #700, Providence, RI 02903 or such other location as we from time to time may designate, and any successor or permitted assignee of Digication, Inc.
"IDs" has the meaning provided in Section 5.
"Intellectual Property Rights" means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world.
"Organization" means the company, educational institution, department, program, classroom or agency or other legal entity where you may be employed, enrolled, applying to, entering a contest, or have another affiliation and which conducts education, contest, application, and/or training programs.
"User Generated Content" means any content, messages, text files, images, photos, profiles, works of authorship, or other materials posted to Digication by you and other Users.
"Website" means the website where Digication can be accessed, located at www.digication.com or such other address or addresses as we from time to time may designate.
You acknowledge that you have read these Terms and understand them, and that by clicking the "accept" button or accessing Digication, you agree to be bound by these Terms and any amendments to these Terms that we post to Digication.