Effective Date: January 1, 2022
Welcome to KickUp, a professional learning and growth platform for educators consisting of websites, services, software applications and networks that allows for the authorized download and distribution of written digital content, teaching supplements, and other educational content over the internet (the “KickUp Platform”). The KickUp Platform is owned and operated by KickUp, Inc., a Delaware corporation (“KickUp”).
(a) The KickUp Platform. The KickUp Platform is owned and operated by KickUp. The content, visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), software, products, services, trademarks, service marks, trade names, and all other elements of the KickUp Platform provided by KickUp (collectively, the “Materials”) are protected by United States copyright, patent, trade secret, trade dress and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any User Content provided and owned by Users, all Materials contained on the KickUp Platform is the property of KickUp or its subsidiaries or affiliated companies and/or third-party licensors. Except as expressly authorized by KickUp, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, reverse engineer, or otherwise make unauthorized use of the Materials. KickUp reserves all rights not expressly granted in these Terms.
(c) License Grant to Download User Content. Subject to your compliance with the terms and conditions set out in these Terms, you may download User Content from the KickUp Platform, subject to the following license: a non-exclusive, limited, personal, revocable, non-transferable, non-sublicensable license for the limited purpose of printing and using a single copy of the User Content in connection with your teaching activities. Except as permitted under the preceding license, you may not make any copies, distribute or make any derivate works from the User Content without the prior written consent of KickUp
(a) you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize KickUp and our Users to use your User Content as necessary to exercise the licenses granted by you in this section and in the manner contemplated by KickUp and these Terms;
(b) your User Content does not and will not: (1) infringe, violate, or misappropriate 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 or (2) slander, defame, libel, or disparage any other person;
(c) Your User Content does not contain the Personal Information of any person without the prior, written approval of that person to copy, store, use, share and transmit such person’s Personal Information in and to states, countries, regions, and other jurisdictions that may have less stringent laws, rules and regulations regarding the privacy and security of that person’s Personal Information;
(d) Your User Content does not contain any viruses, adware, spyware, Trojan horses, worms, or other malicious code or harmful or deleterious programs; and
(e) Your User Content is free of any digital rights management protections or functionality, including any software designed to limit the number of times User Content may be copied or played.
You understand that when using the KickUp Platform you may be exposed to User Content from a variety of sources, and that KickUp is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to any such User Content. You further understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against KickUp with respect thereto. KickUp does not endorse any User Content or any opinion, recommendation or advice expressed therein, and KickUp expressly disclaims any and all liability in connection with User Content. If notified by a User or a content owner of User Content that allegedly does not conform to these Terms, KickUp may investigate the allegation and determine in its sole discretion whether to remove the User Content, which it reserves the right to do at any time and without notice.
(a) use the KickUp Platform for any purposes other than to disseminate or receive original or appropriately licensed content and/or to access the KickUp Platform as such services are offered by KickUp;
(b) rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted herein or any Materials;
(c) post, upload, or distribute any defamatory, libelous, or inaccurate User Content;
(d) post, upload, or distribute any User Content or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, invasive of another’s privacy, harassing, threatening, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate;
(e) impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the KickUp Platform accounts of others without permission, forge another persons’ digital signature, misrepresent the source, identity, or content of information transmitted via the KickUp Platform, or perform any other similar fraudulent activity;
(f) delete, alter, or obscure the copyright or other proprietary rights notices on the KickUp Platform or User Content;
(g) make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of the KickUp Platform. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity or other fundraising requests, and petitions for signatures;
(h) use the KickUp Platform for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
(i) harass, abuse, threaten or defraud Users of the KickUp Platform, or collect, or attempt to collect, Personal Information about any individual without their consent;
(j) remove, circumvent, disable, damage or otherwise interfere with security-related features of the KickUp Platform or User Content, features that prevent or restrict use or copying of any content accessible through the KickUp Platform, or features that enforce limitations on the use of the KickUp Platform or User Content;
(k) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the KickUp Platform or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
(l) modify, adapt, translate or create derivative works based upon the KickUp Platform or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
(m) intentionally interfere with or damage operation of the KickUp Platform or any user’s enjoyment of the KickUp Platform, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;
(n) relay email from a third party’s mail servers without the permission of that third party;
(o) use any robot, spider, scraper, or other automated means to access the KickUp Platform for any purpose or bypass any measures KickUp may use to prevent or restrict access to the KickUp Platform;
(p) forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the KickUp Platform;
(q) interfere with or disrupt the KickUp Platform or servers or networks connected to the KickUp Platform, or disobey any requirements, procedures, policies or regulations of networks connected to the KickUp Platform;
(r) copy, store, use or share any Personal Information of any person without that person’s express written permission;
(s) post, upload or distribute marketing material, advertisements, spam, content designed to aid search engine optimization, content in HTML format with links or redirects, or other commercial content that detracts from the KickUp experience; or
(t) use the KickUp Platform if you are a student and do not have the direct consent of a teacher/instructor, or impersonate an educator or fraudulently pretend to be an educator to use the KickUp Platform.
KickUp reserves the right to exercise whatever lawful means it deems necessary to prevent unauthorized or inappropriate use of the KickUp Platform, including, but not limited to, technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
YOU EXPRESSLY AGREE THAT THE USE OF THE KICKUP PLATFORM IS AT YOUR SOLE RISK. THE KICKUP PLATFORM AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT (INCLUDING COMMERCIAL CONTENT), REFERENCE SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE KICKUP PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS, AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED. KICKUP DOES NOT WARRANT THAT THE DATA, CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE KICKUP PLATFORM OR ANY REFERENCE SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DOES NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, KICKUP, AND ITS AFFILIATES, PARTNERS, AND SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE KICKUP PLATFORM OR ANY REFERENCE SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS.
UNDER NO CIRCUMSTANCES WILL KICKUP OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS (INCLUDING USER CONTENT AND COMMERCIAL CONTENT) OR THE KICKUP PLATFORM OR ANY REFERENCE SITES, OR ANY OTHER INTERACTIONS WITH KICKUP, EVEN IF KICKUP OR A KICKUP AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL KICKUP OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS, YOUR USE OF THE KICKUP PLATFORM OR YOUR INTERACTION WITH OTHER KICKUP PLATFORM USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE KICKUP PLATFORM DURING THE ONE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IS SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.
Notification of Infringement
It is our policy to respond to clear notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. In addition, we will promptly terminate without notice the accounts of those determined by us to be “repeat infringers”. If you are a copyright owner or an agent thereof, and you believe that any content hosted on our website (KickUp.com) infringes your copyrights, then you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing KickUp’s Designated Copyright Agent with the following information in writing (please consult your legal counsel or see 17 U.S.C. Section 512(c)(3) to confirm these requirements):
Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
If you elect to send us a counter notice, to be effective it must be a written communication that includes the following (please consult your legal counsel or see 17 U.S.C. Section 512(g) (3) to confirm these requirements):
Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.
Designated Copyright Agent
KickUp’s Designated Copyright Agent to receive notifications and counter-notifications of claimed infringement can be reached as follows: Attention: Copyright Agent, KickUp, Inc., 31 N. 2nd Street, 2nd Floor, Philadelphia PA 19106 or by email at email@example.com. For clarity, only DMCA notices should go to the KickUp Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to KickUp customer service through firstname.lastname@example.org. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.
Your use of KickUp may bring you into contact with other users, and their User Content, such as through networked video, chat, and other user communication features of KickUp. You are solely responsible for your involvement with other users. If you have a dispute with one or more Users, you release KickUp (and KickUp’s officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (including, but not limited to, actual, special, consequential and punitive) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
Certain content, information or software you access through the KickUp Platform may contain confidential information of KickUp or third parties. You agree to keep such information confidential by exercising the necessary care required to prevent its disclosure. Notwithstanding the above, you will not disclose, divulge, distribute, publish, transmit or transfer such information to any third party or use such information for any purpose whatsoever other than as expressly authorized by these Terms. Your obligations with respect to such confidential information, whether or not deemed trade secret under applicable law, remain in effect until such time as the particular information becomes publicly known through no action by you.
From time to time, we may offer users free trials or invite users to test beta features of the KickUp Platform. You may accept or decline any such trials at your sole discretion. If you agree to participate in a beta test or a free trial, the following additional terms and conditions will apply:
The KickUp Platform is operated by KickUp, Inc., 31 N. 2nd Street, 2nd floor, Philadelphia, PA 19106. All feedback, comments and other communications relating to the KickUp Platform or these Terms should be directed to us at the address above or at email@example.com.