WEBSITE TERMS OF SERVICE

Effective date: February 27, 2024

These Website Terms of Service (“Agreement”) govern your use of online and/or mobile services, websites, and software by 2HR LEARNING, INC.  (hereinafter called “2HR Learning”) provided on or in connection with www.2hourlearning.com (collectively, the “Service”), which are offered through or include (i) www.2hourlearning.com, (ii) mobile applications associated with www.2hourlearning.com, and (iii) any other 2HR Learning website, app or online service which links to this Agreement.

By use or access of the Service, or clicking an acceptance button, or checking a box marked “I Agree” (or similar), you acknowledge you have read, understood and agree to be bound by this Agreement, and to the collection, processing, and sharing of your information as set forth in the 2HR Learning Privacy Policy.

You acknowledge and agree that significant information is collected about any interaction with the Services, and You have read and approve of the Privacy Policy.

This Agreement applies to all visitors, users, and others who access or otherwise use the Service (“you” or “Users”), whether or not you are a registered user of our Service. If you open a 2HR Learning account on behalf of a School, group, organization, or other entity, then “you” includes you and that entity.

2HR Learning reserves the right to modify this Agreement so long as it provides notice of these changes to you as described below.

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH TERM. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

1. 1. STUDENT DATA

The collection, processing and sharing of Student Data is governed by this Agreement and any applicable laws and regulations including, Family Educational Rights and Privacy Act (“FERPA”), the Children’s Online Privacy Protection Act (“COPPA”) and applicable state laws. “Student Data” is personal information that is directly related to an identifiable student and may include “educational records” as defined by FERPA, data subject to COPPA, as well as “sensitive” data as defined by applicable US state privacy laws.

Purchases may be made by schools, school districts, teachers and other educational instructors (collectively referred to as “Schools”). 2HR Learning may collect or access Student Data (defined below) from a School or by the School student, or another affiliated person. Student Data is typically confidential and not used for any purpose other than improving and providing our Services to the School or on the School’s instruction. It is solely the School or its representative’s responsibility to obtain the necessary and appropriate consent, where required by law, for 2HR Learning to use Student Data and for you to transfer Student Data to 2HR Learning for our use.

COPPA requires that online service providers obtain verifiable parental consent before collecting personal information from children under 13 in the United States. If you are a School providing the Service to children under 13, you represent and warrant that you have the authority to provide consent on behalf of parents or have received appropriate consent for 2HR Learning to collect and use information from students under 13 before allowing such students to access our Service. Use of the Services is conditioned upon Schools obtaining the proper parental and student consent, where necessary, for Schools to collect Student Data and to subsequently share that data with 2HR Learning for 2HR Learning’s use. 2HR Learning assumes no responsibility for failure to obtain proper and necessary consent. All Schools shall provide appropriate disclosures to students and parents and obtain appropriate consent regarding their use of 2HR Learning.

Where COPPA applies because a User is under 13, You are the parent or legal guardian, and the Services are not provided to a School in connection with the User, You acknowledge that you are aware of the parental/legal guardian and children’s rights under COPPA, and have informed yourself about 2HR Learning’s Student Data practices, including, without limitation, by reading the Privacy Policy. You expressly authorize the collection, use and disclosure of Student Data in accordance with this Agreement and the Privacy Policy. You expressly authorizes 2HR Learning to collect, use and disclose Student Data and other data about the User to the extent reasonably necessary in connection with the Services. Such information is further described in the Privacy Policy, and includes, without limitation, name, address, email, academic data, admission information and other information as necessary or disclosed. The information authorized includes, without limitation: (i) browser history and screen data on computers used for educational activities for 2HR Learning; (ii) purchase history in connection with the redemption of rewards, through a debit card or otherwise; (iii) geolocation information; (iv) biometric identifiers, biometric information and other biometric data to study and improve learning; and (v) video recordings.

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    2. THE SERVICE

2HR Learning grants you a personal, non-transferable and non-exclusive right and license to use the Service subject to compliance with the connected contractual and payment obligations, by you and/or on your behalf. You agree that you will not copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. ANY SERVICES UTILIZED HEREUNDER ARE TO BE USED SOLELY FOR THE PERMITTED PURPOSE. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, or to obtain unauthorized access to the Service.

The Service is provided “AS IS” and 2HR Learning assumes no responsibility for any mistakes, errors, or omissions, including any unavailability of the Service, or lost data.

2HR Learning may, in its sole discretion, refuse to offer the Services to any person or entity and change the eligibility criteria at any time.

A User may not access the Services if the User is, or is acting on behalf of, a direct competitor of 2HR Learning, except with 2HR Learning’s prior written consent.

You, for and on behalf of each associated User, confirm and agree: (i) each User meets all eligibility criteria set forth for the Services, including all age and authorization requirements; (ii) the User has not been previously suspended by 2HR Learning for misuse or wrongful action; and (iii) you will ensure the each user is in compliance with any applicable laws.

3. ELIGIBILITY AND AUTHORITY

If you are under eighteen (18) years of age, you may use the Service only with the involvement and consent of a parent, legal guardian, or at the direction of your School. Your School may impose, and thereafter you must comply with, additional policies regarding the use of the Service.

If you open an account to provide the Service to School students, you represent and warrant that you are an authorized representative of the School with the authority to bind the School to this Agreement, and you agree on the School’s behalf to this Agreement.

If you contact 2HR Learning concerning an account, you represent and warrant that you have all necessary authority to request any action(s) requested by you from or on behalf of the account (e.g., a School or Parent).

4. REGISTRATION OBLIGATIONS

You agree to: (a) provide true, accurate, current and complete information about yourself to any registration form (such information being the “Registration Data”) and (b) maintain and promptly update such data. 2HR Learning has the right to suspend or terminate your account if you provide any information that is untrue, inaccurate, or incomplete, or 2HR Learning has reasonable grounds to suspect the validity of any information provided by you.

5. GENERAL ACCOUNT INFORMATION

Each account is provided for a term and price subject to certain renewal, cancellation, and other terms and conditions specific to the account (the “Account Terms”). The Account Terms are identified in order of precedence in the current quote, order or sales contract for the account, the selections made and account-specific terms disclosed when signing up for the account. Each account may have Account Terms in addition to or different from those as set forth in this Agreement, but only to the extent set forth in a signed writing by an authorized officer of 2HR Learning.

Quotes and Proposals: Any quotes, orders or proposals (collectively, “Quotes”) provided by 2HR Learning are valid only for a limited time and are effective only with the written agreement signed by the relevant parties. Quotes may be withdrawn by 2HR Learning at any time in its sole discretion. may include information that is proprietary and confidential to 2HR Learning and to the maximum extent permitted by law may not be disclosed to anyone other than their intended recipient. By requesting and/or accepting receipt of a Quote from 2HR Learning, you agree to keep such Quote confidential, and to not disclose such Quote to any third party, and to immediately return and/or destroy all Quote materials upon receiving a request to do so from 2HR Learning. To the extent that public records laws may apply to a Quote provided by 2HR Learning, you agree to immediately notify 2HR Learning of any public records request that may result in disclosure of an 2HR Learning Quote and provide 2HR Learning all reasonable opportunities to take steps to prevent such disclosure to the maximum extent permitted by law and will in connection therewith reasonably cooperate with 2HR Learning.

Payments:  Fees. 2HR Learning will charge fees for purchases as communicated to You or the School through the Quote or Services, as well as transaction fees, and/ or the applicable taxes. The fees shall be automatically and immediately charged to the payment card (credit or debit) that 2HR Learning has on file upon acceptance or upon confirmation of purchase. You or the School will be fully responsible for all fees arising out of the use of the Services. In case, there is a short charging by 2HR Learning for Services or transaction fee or any other fee or costs because of a technical error or other reason, 2HR Learning reserves the right to deduct, charge or claim the balance subsequent to the transaction and notify you or the School, as applicable. Payment must be received by 2HR Learning no later than 30 days after 2HR Learning issues an invoice. If 2HR Learning does not receive payment within 30 days, the invoice is past due and 2HR Learning reserves the right to suspend access to the affected account(s) and take collection action. Suspension of an account does not relieve the account-holder of its obligation to pay for the account. 2HR Learning reserves the right to charge a late fee in the amount of 1% per month or the maximum permitted by law and its reasonable attorney’s fees in securing payment of past due amounts.

Cancellation: Except as set forth below or otherwise agreed by 2HR Learning in a signed writing, accounts may not be canceled until the end of the current term of the account. Unless otherwise provided for herein, all cancellations requested before the end of the then-current term will be effective at the end of the current term.

2HR Learning permits early cancellations only in the following circumstances:

• In the event that the Service is permanently discontinued.
• 2HR Learning otherwise permits early cancellations only to the extent required by applicable law. In the event of such an early cancellation, the parties agree that the account-holder is responsible for all amounts due and payable before the date of early cancellation without pro-ration or to the greatest extent permitted by law. The parties agree that 2HR Learning’s efforts in selling, provisioning and providing an account are front-loaded and for that reason, pro-ration of fees in the event of early cancellation is not necessary or appropriate.

End of Subscription: When an account subscription ends (e.g., at the end of the term if the account has not been renewed or has been canceled), the account no longer permits access to the Service. However, 2HR Learning may, at its sole discretion, permit continued, limited access for users of the Account for a limited time after the conclusion of the term. If an account-holder or any of its users wishes to save or maintain any data, it is the account-holder and its user’s sole obligation to request or download such data before the conclusion of the term. Once the term of an account ends, 2HR Learning may delete data relating to an account in accordance with this Agreement and the Privacy Policy. It is the account-holder’s sole responsibility to request renewal of accounts that do not automatically renew to maintain continued access to the account and its associated data.

6. DATA PROTECTION

You authorize 2HR Learning to access, collect, transmit, modify, display and store data, including but not limited to Student Data, to provide the Service and as described in this Agreement and in our Privacy Policy.

Compliance with Laws. At the request of a School, 2HR Learning may collect and process Student Data as a School Official with a legitimate educational interest pursuant to FERPA, 20 U.S.C. § 1232(g). Individually and collectively, we and our School Users agree to uphold our obligations under FERPA, COPPA, the Protection of Pupil Rights Amendment (“PPRA”), applicable State laws relating to student data privacy, and with all other laws and regulations governing the protection of Student Data.

Use. By submitting, providing us access to, or causing us to receive Student Data, you agree that 2HR Learning may use the Student Data for the purposes of (i) providing the Service, (ii) improving and developing the Service, (iii) enforcing our rights under these Terms, and (iv) as permitted with the School’s or the User’s consent.

De-Identified and Anonymized Student Data. You agree that both before and after the term of the Agreement, 2HR Learning may collect, use, and retain data derived from Student Data as well as data about Users’ use of the Service, for the purpose of operating, analyzing, improving or marketing the Service, developing new products or services, conducting research or other purposes, provided that 2HR Learning  may not share or publicly disclose information that is derived from Student Data unless such data is de-identified and/or anonymized such that it cannot reasonably identify a specific individual.

Marketing. You agree that 2HR Learning may provide customized content, advertising, and commercial messaging to school, teacher or district administrative users and other non-student users from time to time. For emphasis, and without limitation, 2HR Learning shall never use Student Data received from a School to engage in targeted advertising of a student.

Disclosure of Student Data and Third-Party Service Providers.  2HR Learning may provide access to Student Data to our staff and service providers which have a legitimate need to access such information to provide their services to us.

Student Data Access and Deletion Requests. You may request that we delete Student Data in our possession at any time by providing such a request in writing, and we shall comply with such request within thirty (30) days, except that 2HR Learning shall not be required to delete Student Data that has been disassociated from the School on the Service or as otherwise prohibited by law. A parent or student over the age of 18 seeking to access, modify, correct, or delete personal information in a student account that is connected to a School account will be instructed to contact the School for data deletion or modification.

Data Security and Breach Notification. 2HR Learning has implemented administrative, physical and technical safeguards designed to secure the personal information in 2HR Learning’s possession and control from unauthorized access, disclosure and use. If an unauthorized party gains access to or has been disclosed Student Data (a “Security Event”), that we have collected or received through the Service under this Agreement, we will promptly notify the School.

State Specific Terms. Additional terms may be required under applicable law for use of the Service by Schools in certain states. It is the School’s responsibility to ensure that the governing agreement includes such terms.

7. RECORDINGS AND RELEASE

Recordings. For quality assurance, training, and improvement of Services, interactions between the User and 2HR Learning will be audio and video recorded using Zoom or a similar recording tool.

Photography and Video Release. Unless the User specifically and expressly opts out of photography or video release by emailing privacy@2hrlearning.com, 2HR Learning and its affiliates will have the right to use data such as collected images and videos in accordance with the terms of the license for User Content agreed herein. You acknowledge that any photographs or video/audio recordings shall remain property of 2HR Learning. Due to the prevalence of mobile and web recording devices, You also acknowledge that other Users accessing the Services may record or make screen captures of the Services, including of other attendees, and post their own content created from their access of the Services on social media platforms. 2HR Learning disclaims all liability for the capture of the User’s image by other attendees who have access to the Services in any multimedia format.

 8. SUBSCRIPTION AND AUTOMATIC RENEWAL

This Section 8 applies to accounts that have been created through the Service using a credit card and automatically renew.

Billing and Automatic Renewals.

SUBSCRIPTION RENEWAL FEES WILL BE AUTOMATICALLY CHARGED TO YOUR CARD ON FILE EACH SUBSCRIPTION PERIOD (MONTHLY OR YEARLY), UNTIL YOU CANCEL.

You are expressly agreeing that we are authorized to charge you the subscription fee (e.g., monthly or yearly) you chose during registration. Thereafter, we will automatically renew your subscription on each (monthly or yearly anniversary, as applicable, of your subscription date, and we will charge your current card on file (“Payment Method”) (unless you change your account information to a different payment method) associated with your account with the applicable current fee at the time and any sales or similar taxes that may be imposed. Prices and charges are subject to change with notice. In this Agreement, “billing” shall indicate a transaction against your Payment Method.

You acknowledge that the amount billed each billing period may due to changes in your membership plan or other reasons, and you authorize 2HR Learning to charge your Payment Method for such varying amounts. 2HR Learning may change the fees and charges in effect, or add new fees and charges from time to time of which we have given you advance notice of. If you want to use a different Payment Method or if there is a change in Payment Method, such as your credit card validity or expiration date, you may edit your Payment Method information. If your Payment Method reaches its expiration date and you do not edit your Payment Method information or cancel your account, you authorize us to continue billing that Payment Method and remain responsible for uncollected amounts.

Price Changes. 2HR Learning reserves the right to adjust pricing for our Service, including but not limited to subscription plans, in any manner and at any time as it may determine in 2HR Learning’s sole and absolute discretion. Any price changes will take effect following posting or other notice (e.g., e-mail), unless otherwise agreed or required by applicable law.

Purchases through Third-Party Stores. Purchases through a third-party store, such as Apple iTunes or Google Play, mean that portions of this Section may not apply to you.

9. ACCOUNT PASSWORD AND SECURITY

You will have a password and account designation upon completing the Service’s registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify 2HR Learning of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. 2HR Learning cannot and will not be liable for any unauthorized access to your account or data that arises from your acts or omissions.

2HR Learning accounts may not be shared by more than one person or organization unless express authorization is given by 2HR Learning.

10. USER CONTENT

You are solely responsible for any content that you create, transmit or display while using the Service.

The Service or 2HR Learning may now or in the future allow Users to submit, post, display, provide, or otherwise make available content such as text, images, comments, questions, and other content or information (any such materials a User submits, posts, displays, provides, or otherwise makes available on the Service is referred to as “User Content“).

By submitting, posting, displaying, providing, or otherwise making available any User Content on or through the Service or to 2HR Learning, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to 2HR Learning a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and 2HR Learning’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Service and under this Agreement.

You must have the legal right to the User Content you submit to the Service. You may not upload or post any User Content to the Service that infringes the copyright, trademark or other intellectual property rights of a third party nor may you upload User Content that violates any third party’s right of privacy or right of publicity. You may post only User Content that you have permission to post by the owner or by law.

In your use of the Services, You may not: post, upload, publish, or distribute any libelous, defamatory or inaccurate User Data or other content or content that is unlawful or that a person of reasonable prudence would deem to be objectionable, embarrassing, distressing, offensive (including but not limited to, racially or ethnically or otherwise), vulgar, pornographic, harassing, threatening, hateful, or otherwise inappropriate;

• use Services in any manner that is harmful or potentially harmful to anyone, including but not limited to minors, or directed against Services;
• impersonate any person or entity, falsely claim affiliation with any person or entity, or access the accounts of others without permission or perform any other fraudulent activity or use Services for any illegal purposes; and
• insult, defame, harass, abuse, threaten or defraud users of the Services, or collect, or attempt to collect, personal information about Users or third parties without their consent;
• encourage others to commit any of the foregoing activities; and
• have the User submit the work of others as their own work or otherwise attempt to cheat on assignments.

The User will not be compensated for any data or information provided to 2HR Learning, including but not limited to Student Data or User Content.

11. COPYRIGHT COMPLAINTS

2HR Learnings responds to infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).

2HR Learning may terminate Users who are deemed to be repeat infringers. 2HR Learning may also in its sole discretion limit access to the Service and/or terminate any User account who infringes the intellectual property rights of others, whether or not a repeat infringement.

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13. 12. INTERNATIONAL USE
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You agree to comply with and are solely responsible for ensuring compliance with all local laws, regulations, and rules in the jurisdiction(s) in which you reside. You agree to comply with all applicable laws regarding exports of the Service and information from the United States or the jurisdiction(s) in which you reside, and acknowledge that your personal data may be imported to and stored in the United States, which may not have the same level of data protection as your jurisdiction.

13. 13. INDEMNIFICATION
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To the extent permitted by applicable law, you agree to indemnify, defend and hold harmless 2HR Learning, and its subsidiaries, affiliates, officers, agents, licensees, partners, service providers, and employees and contractors, from any claim or demand, including reasonable attorneys’ fees, of any third party arising out of or related to (i) content you submit, transmit or make available to or through the Service, including without limitation, User Content, (ii) your use or misuse of the Service, (iii) your violation of the Agreement, (v) your violation of any applicable law or the rights of another person or entity, (vi) your gross negligent or willful misconduct, or (vii) any other party’s access and use of the Service with your unique username, password, or other appropriate security code. 2HR Learning reserves the right, at our own 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.

14. 14. NO RESALE
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You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes the Service, or any portion thereof, including but not limited to use of or access to the Service.

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16. 15. NOTIFICATIONS AND MODIFICATIONS
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2HR Learning may notify you via e-mail, written notice, or through posting on our website, as determined in our sole discretion by 2HR Learning.

2HR Learning may modify or update this Agreement from time to time in our sole discretion. Changes will be reflected in the date disclosure set forth below. If we change this Agreement in a material manner, we will notify you that material changes have been made to this Agreement. Your continued use of the Services following such update constitutes your acceptance of the revised terms. If you do not agree to any of the terms in this Agreement or to any future revision of terms, do not use or access the Service.

You will not be permitted to continue using the Service and 2HR Learning reserves the right to cancel your account without notice if you refuse or otherwise fail to accept changes made by 2HR Learning to this Agreement.

16. 16. MODIFICATION OR TERMINATION OF SERVICE
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2HR Learning reserves the right to modify or discontinue the Service (or any part thereof) at any time, with or without notice, temporarily or permanently. You agree that 2HR Learning shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

You agree that 2HR Learning, in its sole discretion, may suspend or terminate your password, account (or any part thereof) or use of the Service, for any reason, including, without limitation, for lack of use or if 2HR Learning believes that you have violated or acted inconsistently with the letter or spirit of this Agreement.

Any termination or termination of access to the Service may be implemented by 2HR Learning without prior notice, and you acknowledge and agree that 2HR Learning may immediately deactivate or delete your account and all data relating to your account and/or bar any further access to the Service.

17. 17. THIRD-PARTY COMPONENTS; LINKS

The Services may be accompanied by, require, or contain certain third-party components. These components may require the School, You, a User or other person to agree to their terms of service or other legal documents. In some cases the School and/or You may be required to directly purchase the component in order to receive access to and utilize such component.

ALL USE OF THE THIRD-PARTY COMPONENTS, THEIR AVAILABILITY, FUNCTION AND OUTPUT GENERATED IS AT CUSTOMER’S SOLE RISK. SERVICE PROVIDER’S PROVISION OF ACCESS TO THIRD-PARTY COMPONENTS IS ON AN “AS IS” AND “WHERE IS” BASIS WITHOUT WARRANTY FROM SERVICE PROVIDER OF ANY KIND. SERVICE PROVIDER DISCLAIMS ALL WARRANTIES AND INDEMNITIES WITH RESPECT TO SUCH THIRD-PARTY COMPONENTS, EXPRESS OR IMPLIED, AND ASSUMES NO LIABILITY WITH RESPECT TO SUCH THIRD-PARTY COMPONENTS. YOU ACKNOWLEDGE AND AGREE THAT THIRD-PARTY COMPONENTS MAY CONTAIN BUGS, STOP WORKING, BECOME UNAVAILABLE, SHUT DOWN, OR OTHER ADVERSE ACTIONS, AND 2HR LEARNING SHALL NOT BE LIABLE AS A RESULT.

2HR Learning may provide links to or resources from a third-party. 2HR Learning is not responsible for the availability of any third-party or Internet websites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources, even if linked to or otherwise promoted or made accessible by 2HR Learning.

You acknowledge and agree that 2HR Learning shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of any such third-party component, link, site or resource, or reliance on any such content, goods or services available on or through.

18. 18. 2HR LEARNING’S PROPRIETARY RIGHTS
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The Service and any necessary software used in connection with the Service (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by 2HR Learning, you agree not to copy, modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part. Any automated scraping, harvesting, indexing, mining, or any other extraction of any content from the Service is expressly prohibited. Under the terms of this Agreement, it is expressly forbidden to distribute or reproduce the content of the Service or any portion thereof by any means, including but not limited to electronic and print. 2HR Learning reserves the right to, among other remedies, cancel your account without refund if it is determined that you have violated this section of the Agreement.

Content. 2HR Learning retains all right, title and interest in and to its content and its trademarks, including but not limited to the licensed educational content, Website, Services and any derivatives thereof, including any intellectual property rights contained and/or made available therein or in connection thereto. The User agrees not to remove, obscure, or alter any notices of intellectual property rights or disclaimers appearing in or on the Website, and Services. The look and feel of the Website, and Services is owned by 2HR Learning. The User may not duplicate, copy, or reuse any portion of the 2HR Learning content or visual design elements without express written permission from 2HR Learning, unless otherwise expressly agreed. Subject to the Agreement and subject to receipt of all payments, 2HR Learning grants the User a limited license to access, view, download, print or reproduce certain portions of the Services, as designated by 2HR Learning for the sole purpose of using the Services for the permitted purpose.

2HR Learning may make certain Software available to the User that are deemed to be licensed to the User by 2HR Learning, for the User’s personal use and only for a permitted purpose. 2HR Learning does not transfer either the title or the intellectual property rights to the Software, and 2HR Learning retains full and complete title to the Software as well as all intellectual property rights therein.

You agree not to use any 2HR Learning trademarks or third-party trademarks provided by 2HR Learning without the express advance written permission of 2HR Learning.

Feedback. All suggestions, solutions, improvements, corrections, reviews, ratings, and other contributions provided by the User regarding the Services will be owned by 2HR Learning, and the User hereby agrees that all such rights shall be deemed to be assigned to 2HR Learning upon provision of such material to 2HR Learning. Nothing in this Agreement will preclude 2HR Learning from using in any manner or for any purpose it deems necessary, the know-how, techniques, or procedures acquired or used by 2HR Learning in the performance of the Services.

Reservation of Rights. 2HR Learning, its licensors, suppliers, and service providers reserve all rights not granted in the Agreement.

19. 19. WARRANTY DISCLAIMER

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

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2. THE SERVICE IS PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH ALL FAULTS. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.
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4. 2HR LEARNING EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.
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6. 2HR LEARNING MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR NEEDS OR REQUIREMENTS, BE ACCURATE OR RELIABLE (ii) THE SERVICE WILL BE SECURE, UNINTERRUPTED, TIMELY, OR ERROR-FREE, (iii) THE QUALITY OF SERVICES PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (iv) ERRORS WILL BE CORRECTED.
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8. ANY MATERIAL DOWNLOADED OR AVAILABLE THROUGH THE SERVICE IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR DATA LOSS RESULTING.
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10. NO WARRANTIES ARE CREATED WHICH ARE NOT EXPRESSLY STATED HEREIN.
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12. 20. LIMITATION OF LIABILITY
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TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL 2HR LEARNING, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, CONTRACTORS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF 2HR LEARNING HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF AN ESSENTIAL PURPOSE).

IN NO EVENT SHALL 2HR LEARNING OR ITS SUBSIDIARIES, PARENT COMPANIES, AFFILIATES, LICENSORS, CONTRACTORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS OR THIRD-PARTY PARTNERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE 2HR LEARNING SERVICE (WHETHER IN CONTRACT, TORT, WARRANTY OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE 2HR LEARNING SERVICE DURING THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM OR FIFTY U.S. DOLLARS ($50), WHICHEVER IS GREATER.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN CLAIMS OR DAMAGES SUCH AS INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, THE DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

21. GOVERNING LAW AND VENUE
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This Agreement shall be governed by the internal substantive laws of the State of Texas, without respect to its conflict of laws principles. This Agreement is a contract for the provision of services and not a contract for the sale of goods. The provisions of the Uniform Commercial Code (UCC), the Uniform Computer Information Transaction Act (UCITA), or any substantially similar legislation as may be enacted, shall not apply to this Agreement. If you are located outside of the territory of the United States, the parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not govern this Agreement or the rights and obligations of the parties under this Agreement.

You agree to submit to the personal jurisdiction of the federal and state courts located in Austin, Texas for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that Austin, Texas is the proper forum for any appeals of an arbitration award or for trial court proceedings if the arbitration provision below is found to be unenforceable.

22. 21. ARBITRATION
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READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM 2HR LEARNING. For any dispute with 2HR Learning, you agree to first contact us in writing and attempt to resolve the dispute. If the dispute has not been resolved after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief) arising out of or in connection with or relating to the Agreement, or the breach or alleged breach thereof, or the other governing contracts in connection with your account(s) (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Austin, Texas, unless you and 2HR Learning agree otherwise. If you are a School or are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Service for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing 2HR Learning from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.

23. 22. CLASS ACTION WAIVER; JURY TRIAL WAIVER

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND 2HR LEARNING ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.

24. ADDITIONAL TERMS FOR CERTAIN ITEMS
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Mobile Applications. Mobile applications are subject to additional terms presented in the application store, at the time of download or app sign-in on the mobile device, whether accessible in full or by link. Download and/or use of the mobile application constitutes acceptance of any such additional terms.

Electronic Communications. 2HR Learning may offer webmail or internal email system, message boards or other forms of communications through the Services to the Users.  You or the User may opt out from receiving emails or other communications by choosing “UNSUBSCRIBE” and by changing the settings at any time.

Mobile Communications. If you or the User has opted to receive text messages or phone calls from 2HR Learning, you agree to receiving the User-related and Services-related information at the mobile number provided to 2HR Learning via text messages or SMS, which may be subject to additional applicable data rates and/ or surcharges.  You or the User may opt out of receiving messages by replying STOP to any message.

Coaching Services. 2HR Learning uses commercially reasonable efforts to carefully craft its courses and curriculum and to select the coaches based on their area of expertise and level of experience. Coaches are hired on an independent and as needed basis and the views, feedback, ideas, or information shared by coaches are their own responsibility and do not reflect the opinions of 2HR Learning in any manner whatsoever. 2HR Learning may cancel a course or remove a coach at any time, at its sole discretion. You acknowledge that coaching services are only an aid for motivation and guidance and not a guarantee for any particular result.

Rewards. From time to time 2HR Learning may, at 2HR Learning’s sole discretion, provide financial or other rewards to students.  All aspects of any such rewards or reward programs (including selection of the recipient(s) and amount of any such reward) are entirely discretionary to 2HR Learning.  You irrevocably represent that the student has been enrolled with 2HR Learning solely to receive the Services and has not and will never expect or rely upon any such possible rewards from 2HR Learning under any circumstance.   You (i) shall ensure that no claim is ever brought by user against 2HR Learning or any person claiming any right by user to receive any reward, and (ii) is solely responsible for any tax liability that may result from receipt of any rewards and will indemnify and defend 2HR Learning against any damages or claims resulting from the forgoing.

25. 23. MISCELLANEOUS TERMS

This Agreement, together with any amendments and any additional agreements with 2HR Learning relating to the Service, shall constitute the entire agreement between you and 2HR Learning and govern your use of the Service, superseding any prior agreements between you and 2HR Learning not incorporated therein. The section titles in this Agreement are for convenience only and have no legal or contractual effect. 2HR Learning objects to and rejects any additional or different terms proposed by you, including those contained in your purchase order, acceptance or website. This Agreement may only be superseded by a signed writing executed by an authorized officer of 2HR Learning. The failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision to the maximum extent permitted by applicable law, and, nevertheless, the other provisions of the Agreement remain in full force and effect. 2HR Learning will not be liable to the User for any delay or failure of 2HR Learning to perform its obligations hereunder if such delay or failure arises from any cause or causes beyond the reasonable control of 2HR Learning. Such causes will include, but are not limited to, acts of God, floods, fires, loss of electricity or other utilities. Any provision that by its nature is intended to survive the termination of this Agreement will survive termination of this Agreement. Any notice required under this Agreement shall be given in writing and will be deemed effective upon delivery to the party to whom addressed. All notices shall be sent to such address as the parties may designate in writing.

Last Updated: February 27, 2024