Charlie Academy Terms of Use Agreement

The Charlie Life and Leadership Academy website (“Site”) is operated by Charlie Academy (“we,” “us,” “our,” or “Charlie Academy”). The following terms and conditions (together with any documents referred to in them) (collectively, these “Terms”) apply to our users’ (“you” or “your”) use of the Site, any mobile application we develop, and any other services offered on the Site (collectively, our “System”).

Your use of our System means that you accept and agree to these Terms of Use.  If you do not agree to these Terms or our Privacy Policy, do not use or access the System.

We reserve the right to modify these Terms at our discretion and will mark new versions with a corresponding effective date. We recommend you visit the Site to review any changes in our practices. Your continued use of the System constitutes your agreement to our then-current Privacy Policy.

THE SYSTEM DOES NOT PROVIDE MEDICAL OR PSYCHOLOGICAL ADVICE. The information contained in the System has been prepared for educational purposes only and it is not intended that the information be relied on by users for medical or psychological purposes. Use of the System does not establish any kind of patient or client relationship The information is not intended to be a substitute for professional medical or psychological advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition.

Charlie Academy Intellectual Property

You are granted a non-exclusive, non-transferable, revocable license to access and use the System. As a condition of your use of the System, you warrant that you will not use the System for any purpose that is unlawful or prohibited by these Terms. You may not use the System in any manner which could damage, disable, overburden, or impair the System or interfere with any other party’s use and enjoyment of the System. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the System.

All content included as part of the System, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the System, is our property or the property of our suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends, or other restrictions contained in any such content, and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the System. Our content is not for resale. Your use of the System does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without our express written permission. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to our intellectual property or our licensors’ intellectual property except as expressly authorized by these Terms.

Account Creation

When creating an account on the Site, you must provide Charlie Academy with accurate, complete, and up-to-date registration information. Failure to do so will constitute a breach of these Terms. As part of the registration process you will be required to enter your name and create a password. You understand that you may not (i) select or use the name of another person with the intent to impersonate that person; (ii) use the rights of any person without authorization; or (iii) use a name that we, in our sole discretion, deem inappropriate. You are responsible for all usage or activity on your Charlie Academy account, and you must keep your account password secure. You must immediately notify us of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or billing information.

Termination and Suspension of Account

If we believe, in our sole discretion, that you are in breach of these Terms or are acting inconsistently with the letter or spirit of these Terms, we may limit, suspend or terminate your access to the System. We will terminate your account after one (1) year of inactivity.

If your account is terminated, you will not lose your digital badges and we will provide you with instructions on how to access your accounts via our digital badging platform.

User Content on the System

Portions of the System allow you to comment or otherwise post content, including photographs or videos, on the System (“User Content”). By posting User Content on the System, you represent and warrant that you own the User Content and/or have obtained all necessary third-party consents to post the User Content on the System and that the posting of your User Content does not violate these Terms of Use or applicable laws.

By posting User Content on the System, you are granting us a non–exclusive, worldwide, fully paid–up, royalty–free, assignable, transferable, and sublicensable license to use, copy, perform and display publicly, distribute, and prepare derivative works based on User Content, in whole or in part, throughout the universe in any form, format, or medium now or hereafter known.

You may not post User Content that:

  • Violates any copyright, trademark rights, patent rights, rights in know-how, privacy, or publicity rights, trade secret rights, confidentiality rights, contract rights, or other rights of any individual or legal entity;
  • Is harmful; hateful; threatening; abusive; harassing; defamatory or libelous; sexually explicit, vulgar, lewd, obscene, or pornographic; racially, ethnically, or otherwise objectionable or offensive; inappropriate; or inflammatory;
  • You know (or reasonably should know) is false, deceptive, or misleading;
  • Contains information that could be used for identity theft purposes, such as social security numbers, credit card, bank account, or other financial information, driver’s license numbers, security codes, or passwords;
  • Links to materials or other content, directly or indirectly, to which you do not have a right to link or that violates these restrictions; or
  • Violates any applicable local, state, national, or international law.

Charlie Academy does not and shall not have any obligation to review User Content, and therefore we do not guarantee the accuracy, integrity, or quality of User Content and we cannot assure you that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable User Content will not appear on our System. We do, however, reserve the right to review any or all User Content in our sole discretion. In addition, we reserve the right to alter, edit, or remove any User Content, in whole or in part, at our sole discretion.

UNDER NO CIRCUMSTANCES SHALL CHARLIE ACADEMY OR ITS AFFILIATES BE LIABLE IN ANY WAY FOR ANY USER CONTENT POSTED ON OR MADE AVAILABLE THROUGH THE SYSTEM. We do not control and are not responsible for what users post and are not responsible for any offensive, inappropriate, obscene, unlawful, infringing, or otherwise objectionable or illegal User Content on the System.

Digital Millennium Copyright Act Policy

Our policy is to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”). If you believe that any content on the System infringes on the intellectual property of a third party, you may send it to support@charlieacademy.org. To submit a claim, you must identify your full name, mailing address and phone number, a description of the copyrighted work that has been infringed, a description of the content on the System that infringes upon the copyright, and a declaration that: (i) you, in good faith, believe the information is infringing on the copyright of a third party, (ii) the information you include in your notice is accurate, and (iii) you are authorized on behalf of the copyright owner to submit the claim. You may not submit a copyright claim on behalf of another individual or organization with which you have no affiliation.

Links to Other Websites and Connecting through Social Media

The System may contain hyperlinks to websites operated by third parties. We do not control such websites and will not be responsible for their content, or for any breach of contract, or any intentional or negligent action on the part of such third parties, which results in any loss, damage, delay, or injury to you or your companions. Inclusion of any linked website on the System does not imply or constitute approval or endorsement of the linked website by us. If you decide to leave the System to access these third-party sites, you do so at your own risk. All rules, policies (including privacy policies), and operating procedures of websites operated by third parties will apply to you while on such sites. We are not responsible for information provided by you to third parties.

Indemnification

You agree to indemnify, defend, and hold harmless Charlie Academy, its officers, directors, employees, agents, and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use the System; your violation of these Terms; your violation of any rights of a third party; your violation of any applicable laws, rules, or regulations; or any claim that your content violates the intellectual property rights of a third party. We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.

Electronic Communications

Visiting the Site, using the System, or sending emails to us constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email, and on the System, satisfy any legal requirement that such communications be in writing. To opt out of receiving marketing emails from us, follow the “unsubscribe” link on the email to change your user preferences. There are certain system-generated and legal notices that you cannot opt out of without deactivating your account.

Warranty and Limitation of Liability

CHARLIE ACADEMY AND/OR ITS AFFILIATES OR SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE CONTENT, INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED ON THE SYSTEM FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH CONTENT, INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. CHARLIE ACADEMY AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SYSTEM AND RELATED CONTENT, INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHARLIE ACADEMY AND/OR ITS AFFILIATES OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SYSTEM, WITH THE DELAY OR INABILITY TO USE THE SYSTEM, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY CONTENT, INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE SYSTEM, OR OTHERWISE ARISING OUT OF THE USE OF THE SYSTEM OR THE APPLICATION, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF CHARLIE ACADEMY OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SYSTEM, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SYSTEM.

Governing Law, Venue and Jurisdiction

These Terms shall be treated as though they were executed and performed in Minnesota, and shall be governed by the laws of the State of Minnesota and the laws of the United States without regard to conflict of law principles. Any claim or dispute related to the System or under these Terms of Use, the Privacy Policy, and any legal notices on this System, must be instituted within one (1) year after the claim arose (if multiple claims, from the date the first claim arose), or be forever waived and barred. You agree that you will bring any claims in, and submit to the exclusive jurisdiction of, the state and federal courts located in the County of Hennepin, in the State of Minnesota.

Miscellaneous Terms

These Terms of Use, together with our Privacy Policy are the entire agreement between you and us related to your use of the System.

Contact Information

To contact us, email us at support@charlieacademy.org.

Effective: April 2018
Last Updated: May 2018