- Your Agreement
- Heinemann Grant of Rights to You in the Platform(s)
- Platform(s) Access
- Advertising and Links to Other Websites/Applications
- Your Provision of Feedback; Your Grant of Rights to Heinemann
- Intellectual Property
- Code of Conduct
- Term and Termination
- Technical Support and Information Security
Last Updated: October 30, 2020
USING THE PLATFORM(S), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO
USE PERIODICALLY FOR UPDATES.
Heinemann Grant of Rights to You in the Platform(s). Subject to your compliance with these Terms, Heinemann
grants to you a personal, limited, non-transferable,
non-sublicensable, non-exclusive license during the Term to
access the Platform(s) in order to: (i) use the Platform(s) in
accordance with its functionality and related
Documentation; (ii) provide/enter
User Data via the Platform(s); and (iii)
generate and use Reports as allowed by the Platform(s)
functionality and as further set out below (collectively, the
"Use Rights"). You expressly acknowledge and agree that your
Use Rights are subject to the following conditions:
2.1 No Modifications. You shall not copy, modify, duplicate, publish, distribute, display, modify, create derivative works of, or alter physical or electronic characteristics of the Platform(s) unless expressly permitted, as indicated in the Documentation.
2.2 Use of the Platform(s). You agree to use the Platform(s) in accordance with these Terms and all federal, state and local laws and regulations. You understand and agree that the Platform(s) are meant to be used as tools to supplement you in the overall instructional process and are not intended or designed to be used alone or to replace your professional judgment. You assume all responsibility for the use or misuse of the Platform(s).
2.3 Your Use of Reports. Subject to your compliance with these Terms including, but not limited to, Section 2.2, you may move data to your schools student information system, print, copy, display and otherwise distribute Reports to which you have access, provided, however, that such actions are in compliance with your obligations under all applicable laws, regulations, and professional standards and obligations. You represent and warrant that you have obtained the necessary permissions from third parties (including, for example, from students and parents) relating to your use of Reports. You hereby release Heinemann from any claim or liability relating to your use of Reports.
2.4 Backup of User Data. You are advised to save, export and safeguard User Data and other important information frequently. If you choose to provide User Data to Heinemann via the Platform(s) functionality, Heinemann will back-up the User Data and will take steps to securely store said backups, all in accordance with FERPA. Notwithstanding anything to the contrary, you hereby release Heinemann from any claim or liability relating to any failure in Heinemann's backup system and backup practices.
2.5 No Other Uses. Your rights in and to the Platform(s) and Reports are limited to those set out in this Section 2 (Heinemann Grant of Rights to You in the Platform(s) and Reports), and you acknowledge and agree that any other use of the Platform(s) and Reports is strictly prohibited.
Platform(s) Access. By accessing the
Platform(s), you agree, on behalf of yourself, your students
and/or your organization, to abide by these Terms.
3.1 Passwords. Once registered, you will receive from either Heinemann or a System Administrator, or otherwise have the opportunity to create, a username and password, or other credentials, in order to access the Platform(s) (collectively, the "Login Credentials"). The Platform Website at issue will guide you as to requirements concerning the needed "strength" of the Login Credentials, and specifically the password (hereinafter the “Password”). Your Password gives you access to Password Protected Pages (the extent of this access may be set by your School-assigned role), and to our Online Educational Content. Please keep in mind that Heinemann will treat anyone who uses your Login Credentials as "you." Heinemann will provide this user with all of the rights and privileges that Heinemann provides to you. Heinemann shall not be responsible for your sharing or other misuse of Login Credentials, and Heinemann shall hold you responsible for the activities of a person using your Login Credentials. Heinemann therefore recommends that you maintain your Login Credentials in confidence, and that you notify Heinemann immediately if you suspect that someone is using your Login Credentials inappropriately. Sharing Login Credentials or creating generic accounts that are shared with multiple users is against Heinemann’s Code of Conduct as further described in Section 7. Heinemann may conduct period checks on user accounts to ensure compliance, and failure to comply may result in suspension or termination of Platform(s) Access.
Advertising and Links to Other
4.1 The Platform(s) may contain links to third party sties or applications (“External Sites”). External Sites are not under the control of Heinemann and Heinemann is not responsible for the content of any External Sites. Where Heinemann provides links to any External Sites, it does so for your convenience only, and the inclusion of any link does not imply any recommendation or endorsement of the External Sites by Heinemann. You link to any External Sites entirely at your own risk.
Your Provision of Feedback; Your Grant of Rights to
5.2 Grant of Rights to Heinemann in Feedback. By providing feedback, comments, ideas or suggestions about the Platform(s) (collectively, the "Feedback"), you represent and warrant that you own such Feedback (including associated intellectual property rights), or that you have obtained sufficient authority and right to the Feedback in order to grant the rights to Heinemann contemplated under these Terms and associated Documentation. You authorize us to use and exploit your Feedback in any manner, and without compensation to you, for as long as we deem warranted. You acknowledge and agree that (i) you have no expectation of review, compensation or other consideration of any Feedback, and (ii) we are free to use and exploit such Feedback in our discretion and without compensation or obligation to you.
6.1 Intellectual Property Rights. The Platform(s) and Reports embody intellectual property rights owned by Heinemann (or its licensors) including, where applicable, rights under patent law, copyright law, trade secret law and trademark law (collectively, the "Heinemann Intellectual Property"). You acknowledge and agree that, as between you and Heinemann, Heinemann (and/or its licensors) is the sole and exclusive owner of all of the right, title and interest in and to the Platform(s) and Reports (and copies thereof), and in and to all associated Heinemann Intellectual Property.
6.2 Contact for Alleged Copyright Infringement. Heinemann respects the intellectual property rights of others and requires that its users do the same. If you believe that content available constitutes infringement of a work protected by copyright, please notify our agent, designated under the Digital Millennium Copyright Act (17 U.S.C. §512) (the "DMCA") to respond to such concerns, as follows:
By Mail: Houghton Mifflin Harcourt Publishing Company, 125 High Street, Boston, MA 02110
Attn: Legal (DMCA Agent)
By E-Mail: firstname.lastname@example.org
Your notice must comply with the DMCA. Upon receipt of a compliant notice, we will respond and proceed in accordance with the DMCA.
Code of Conduct. By using the Platform(s),
you agree to comply with these Terms and to abide by our
following Code of Conduct, under which you shall not:
7.1 Use the Platform(s) in a manner that could disable, overburden or impair the Platform(s)or interfere with any other parties' use and enjoyment of the Platform(s));
7.2 Seek to obtain access to material or information that we have not intentionally made available to you through the Platform(s) through "hacking" or other means, including attempts to decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Platform(s);
7.3 Use manual or automated software, devices, or other processes to “crawl” or “spider” any page on the Platform(s);
7.4 Submit material that is intentionally false, misleading, untruthful, unlawful, abusive, defamatory, fraudulent, inappropriate, as determined by Us in our sole discretion including adult-themed or pornographic, threatening or unlawfully harassing, including bullying and hate speech, infringes any third party right or violates any law or contractual duty ;
7.5 Submit or otherwise transmit material through the Platform(s) that you know or should know contains viruses, Trojan horses, worms, time bombs, cancel bots or other computer-programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or other information;
7.6 Submit content that constitutes unauthorized or unsolicited advertising, such as phishing or spamming, against other Users of the Platform(s);
7.7 Modify, translate or otherwise create derivative works of any part of the Platform(s) or content provided thereupon; or
7.8 User Content. Heinemann Parties assume no responsibility for the timeliness, deletion, mis-delivery or failure to store content (including, but not limited to, your content and User Data), User communications or personalization settings.
7.9 No Liability for Conduct of Third Parties or other users. You acknowledge that Heinemann Parties are not liable, and you agree not to seek to hold Heinemann Parties liable, for the conduct of third parties, including operators of external sites, and that the risk of injury from such third parties rests entirely with you. You are solely responsible for all of your communications and interactions with other users of the Platform(s). You understand that Heinemann does not make any attempt to verify the statements of Users of Platform(s).
Term and Termination.
8.1 Term. The term of these Terms begins on the earlier of (i) the date you electronically accept these Terms, or (ii) the date you first begin to use the Platform(s) (the "Term"). Unless terminated earlier pursuant to this Section 8, the Term shall continue for as long as Heinemann continues to provide you with access to the Platform(s) or as otherwise set out in the applicable Order Form.
8.2 Termination for Breach. Either party shall have the right to terminate these Terms if the other party breaches any of its obligations under these Terms and fails to cure the same within thirty (30) days after receipt of written notice of default, except that there shall be no cure period for your breach of: (i) Section 2 (Heinemann Grant of Rights to You in the Platform(s)); (ii) Section 5 (Your Provision of Feedback; Your Grant of Rights to Heinemann); or (iii) Section 6 (Intellectual Property).
8.3 Termination for Convenience. Heinemann reserves the right to terminate these Terms for convenience by providing you with reasonable notice and thereafter allowing you a reasonable opportunity (not to exceed thirty (30) days) to export a copy of your User Data. If these Terms are terminated for any reason, Heinemann may make a reasonable effort to allow you access to the Platform(s) for not more than thirty (30) days for the sole purpose of exporting User Data (the "User Data Retrieval Period"). Upon conclusion of the User Data Retrieval Period, Heinemann may destroy copies of User Data stored on its servers and any rights you have in the Platform(s) shall terminate, though such efforts may not extend to electronically stored backup information that cannot reasonably be accessed (provided that relevant portions of such backups are protected in accordance with these Terms and destroyed pursuant to our regular backup destruction practices).
8.4 Survival. The following provisions shall survive the expiration or termination of these Terms: (i) Section 5 (Your Provision of Feedback; Your Grant of Rights to Heinemann); (ii) Section 6 (Intellectual Property); (iii) Section 8 (Term and Termination); and (iv) any other provision that by its nature or intent should survive the termination of these Terms, shall survive any termination of these Terms.
Technical Support and Information Security.
You may contact Heinemann's technical support for help in operation of the Platform(s) during Heinemann's regular business hours. In addition to taking reasonable steps to respond to reproducible errors or bugs in the Platform(s) commensurate with the severity of the error or bug, technical support may also provide you with information regarding Platform(s) availability. Weblink: https://www.heinemann.com/support.aspx Customer Service: 800-225-5800.
Definitions. For your ease of use, the
following is a list of defined terms used in these Terms:
11.1 Appointed Administrator means those individuals authorized by the Purchaser to manage User access to, and use of, the Platform(s).
11.2 De-Identified Information means information that meets each of the following criteria, the information: (i) does not identify a particular natural person; (ii) does not identify, by network Internet Protocol address, raw hardware serial number or raw MAC address, a particular device or computer associated with or used by a particular person; (iii) does not identify the school or natural person at issue by name or address; and (iv) is not reasonably linkable to a particular natural person or school because of technical, legal, or other controls.
11.3 Documentation means technical descriptions of the features and functions of the Platform(s) available from Heinemann.
11.4 FERPA means the Family Educational Rights and Privacy Act, 20 USC §1232g, and the Protection of Pupil Rights Amendment, including associated regulations.
11.5 Order Form means the order form or other documentation that includes certain pricing and subscription information regarding a Purchaser's purchase of, access to, and use of, the Platform(s).
11.6 Online Educational Content means the electronic textbooks, worksheets, digital games, graphics, animations, video recordings, audio recordings, artwork, and other educational content Heinemann makes available through its Platform via a password-protected page.
11.7 Platform Website means a website that hosts a Heinemann Platform.
11.8 Purchaser means the purchaser of the Platform(s) who has agreed to be bound by the Order Form, and who initially serves as the primary contact person with respect to the Platform(s) and managing User access to, and use of, the Platform(s).
11.9 Report means those specific reports as well as other material and output generated by the Platform(s) based on User Data including, but not limited to, performance evaluation reports.
11.10 School means (i) an educational institution in a contractual relationship with Heinemann regarding one or more Heinemann Learning Platforms; and (ii) home schooling parents, tutoring centers and other formal and informal learning programs that similarly have entered into a contractual relationship with Heinemann regarding one or more Heinemann Learning Platforms.
11.11 System Administrator means, collectively, (i) the Purchaser, and(ii) any Appointed Administrators.
11.13 User Data means both the information you provide to Heinemann directly and the data generated by you and/or your students’ usage information. The term "User Data" expressly excludes De-Identified Information, Feedback and any other information that you provide to Heinemann through means other than the Platform(s), such as through email.
11.14 You and Your means any User or System Administrator.