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Terms of Use

ESACONNECTION.COM - TERMS OF USE

SECTION I - USER AGREEMENT

1. TERMS OF USE:
Your use of the website, https://dev-esa.com/ (the “Site”), is subject to the terms and conditions set forth in these terms of use (the “Terms”). These Terms set forth the legally binding terms and conditions that govern your use of the Site, whether by personal computer, any mobile device application, or any other means provided or authorized by the Site. Please read these Terms before using or continuing to use the Site. Do not agree to the Terms unless you both fully understand and accept each provision. By using or continuing to use the Site, you represent and warrant that you understand, agree to, accept, and that you have the right, authority, and capacity to enter into these Terms. If you do not agree with all of the provisions of these Terms, do not access and/or use the Site. You may not access or use the Site or accept the Terms if you are not at least 18 years old.
The Site is a copyrighted work belonging to Educational Services Alliance LLC dba ESAConnection (the “Company”). Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
 
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. 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.
If there is anything you do not understand in this Agreement, please contact us at help@esaconnection.com
 
2. KEY TERMS
a. “User” “you” or “your” means a person, organization or entity using the Services, including Parents and Teachers.
b. “Parent(s)” means a parent or legal guardian who use ESAConnection.com to find Teachers and Resources for the purpose of educating their child.
c. “Teacher(s)” means a person who completes ESAConnection.com account registration process and questionnaire to list their educational services on the Site.
d. Vendor(s) means an organization that completes the ESAConnection.com account registration and questionnaire to list their educational resources or services on the Site.
 
3. ACCOUNTS
a. Account Creation. In order to use certain features of the Site, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Site. The Company may suspend or terminate your Account in accordance with Section 5.
 
b. Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
 
c. Rewards. You understand that at times you may earn rewards for your activities in supporting our Services through your referrals of 3rd party links, your comments, your reviews, and/or ratings on 3rd party links submitted by others, and/or submitting content in forums and getting positive feedback on these submittals (the “Rewards”).  Rewards will also be positively impacted by the amount of time you have been active and the ratings that you get as a Contributor on the content and 3rd party links that you submit.  You agree and acknowledge that you do not in fact own the Rewards and the amounts of any Rewards do not refer to any credit balance of real currency or its equivalent. Any Rewards do not constitute a real-world balance or reflect any stored value, but instead constitute a measurement of the extent of your activity on the Site. Notwithstanding the foregoing, from time to time we may make available a feature where Rewards may be redeemed for cash or prizes. Accordingly, you may not sublicense, trade, sell, or attempt to sell Rewards for real money, or exchange Rewards for value of any kind outside of the Services. Any such transfer or attempted transfer is prohibited and void and will subject your account to termination. You are responsible for all taxes arising out of your use of the Services, including without limitation any taxes due upon your redemption of the Rewards for cash or prizes. If you redeem Rewards, you may be required to supply a social security number and/or tax identification number prior to the issuance of the cash redemption to you. We may file an IRS form 1099 or similar form with the Internal Revenue Service or the appropriate tax filing with a governmental entity for the fair market value of any cash redemptions issued to you in exchange for the Rewards.
 
4. ACCESS TO THE SITE
a. License. Subject to these Terms, the Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Site.
 
b. Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.
 
c. Modification. The Company reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that the Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.
 
d. No Support or Maintenance. You acknowledge and agree that the Company will have no obligation to provide you with any support or maintenance in connection with the Site.
 
e. Ownership. Excluding any User Content (defined below) that you may provide, you acknowledge that all intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its contents are owned by the Company or Company’s suppliers. Neither these Terms (nor your access to the Site) transfers to you or any third party any right, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 3(a) above. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
 
5. USER CONTENT:
a. Definition. “User Content” means any and all information and content that a user submits to, or uses with, the Site (e.g., content in the user’s profile or postings). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined below in paragraph 5(c)). You may not represent or imply to others that your User Content is in any way provided, sponsored, or endorsed by the Company. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. Company is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.
 
b. License. You hereby grant (and you represent and warrant that you have the right to grant) to Company an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in or on the Site. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
 
c. Acceptable Use Policy. Users must use the Site in a manner that is lawful, relevant, and proper to the applicable forum. Any use of the Site that the Company, in its sole and absolute discretion, finds inappropriate and/or offensive may result in suspension and/or termination of a User with or without notice.  The following terms constitute our “Acceptable Use Policy”:
 
i. You agree not to use the Site to collect, upload, transmit, display, or distribute any User Content that:
1. violates 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;
2. is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable;
3. is harmful to minors in any way;
4. is in violation of any law, regulation, or obligations or restrictions imposed by any third party; or
5. includes non-public personal private information belonging to someone else, such as another person’s birthdate, home address, or telephone number.
 
ii. In addition, you agree not to:
1. Use the Site for any purpose that is in violation of local, state, national, or international law, including without limitation wage/hour and working condition laws and regulations;
2. upload, transmit, or distribute to or through the Site any computer viruses, worms, or any software intended to damage or alter a computer system or data;
3. send through the Site unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
4. use the Site to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent;
5. interfere with, disrupt, or create an undue burden on servers or networks connected to the Site, or violate the regulations, policies or procedures of such networks;
6. attempt to gain unauthorized access to the Site (or to other computer systems or networks connected to or used together with the Site), whether through password mining or any other means;
7. harass or interfere with any other user’s use and enjoyment of the Site; or
8. use software or automated agents or scripts to produce multiple accounts on the Site, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Site (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials.
9. Create an account or accounts on the Site for fraudulent purposes, or for the purpose of misusing the Site, including without limitation misappropriating the Site or any information on the Site for your own commercial or pecuniary gain.
10. Take any action that would undermine any aspect of the Site;
11. Attempt to gain unauthorized access to the Site, other User accounts, or other device, computer system or networks connected to the Site;
12. Impersonate another person or allow any other person or entity to impersonate you or use your credentials to access the Site;
13. Post the same content repeatedly or spam - spamming is strictly prohibited;
14. Download, copy or transmit any file posted by another User that you know, or reasonably should know, cannot be legally published through the Site;
15. Access, download, or copy any information, content and/or materials from the Site through artificial means (including without limitation spiders, scrapers, hacking devices, computer programs, bots, web spoofing, URL rewriting or other such means);
 
d. Communications Decency Act. The Company reserves all of its rights under the Communications Decency Act, including without limitation its right to remove anything objectionable to the Company in its sole discretion. Alleged improprieties by any User may be reported to the Company by email at webmaster@esaconnection.com
 
e. Enforcement. The Company reserves the right (but has no obligation) to review any User Content, and to investigate and/or take appropriate action against you in the Company’s sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for the Company or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 5 , and/or reporting you to law enforcement authorities.
 
f. DMCA Safe Harbor. The Company relies upon the DMCA Safe Harbor regarding User Content. The DMCA provides certain “safe harbor” provisions that insulate online service providers (“OSP”) from liability for copyright infringement for infringing activities of its end users. Pursuant to the DMCA, the Company has adopted and implemented a policy of terminating Accounts of repeat infringers as described herein: (a) the Company herein has provided notice to its users of its policies regarding copyright infringement and the consequences of repeated infringing activity; (b) follow proper notice and takedown procedures; (c) Upon receipt from a copyright owner of proper notice of allegedly infringing material to the Company, or discovery by the Company of such material itself, the Company shall remove, or disable access to, the material; provide notice thereafter to the individual responsible for such material; provide such individual with an opportunity to provide proper “counter-notice;” and comply with applicable procedures thereafter; and (d) designate an agent   to receive notices of infringement from copyright owners (and provide the Copyright Office with contact information for such agent and make such information available on its website). To report suspected copyright infringement please follow DMCA guidelines and email proper “takedown notice” of the claimed infringement to  webmaster@esaconnection.com.
 
g. Feedback. If you provide the Company with any feedback or suggestions regarding the Site (“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.
 
h. INDEMNIFICATION. You agree to indemnify and hold the Company (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of your: (i) use of the Site; (ii) violation of these Terms; (iii) violation of applicable laws or regulations; or (iv) your User Content. Company reserves the right, at your 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. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
 
6. THIRD-PARTY LINKS & ADS; OTHER USERS
a. Third-Party Links & Ads. The Site may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Company, and Company is not responsible for any Third-Party Links & Ads. Company provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk and should apply a suitable level of caution and discretion in so doing. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
 
b. Other Users. Each Site user is solely responsible for any and all of its own User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other Site users are solely between you and such users. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If a dispute were to arise between you and any Site user, we are under no obligation to take any action for or on behalf of any user of the Site.
 
c. Release. You hereby release and forever discharge the Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Site (including any interactions with, or act or omission of, other Site users or any Third-Party Links & Ads).
 
7. DISCLAIMERS
THE SITE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
 
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
 
8. Copyright/Trademark Information. Copyright © 2023 Educational Services Alliance, LLC. All rights reserved. The Company’s name and logos are trademarks and service marks of the Company (collectively the “Company Trademarks”). All Company Trademarks, other trademarks, logos and service marks (collectively, the “Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks. You should not interpret anything in these Terms to mean that the Company is in any way explicitly or implicitly giving you any license or right to use any of the Marks displayed on the Site, without our prior written permission in each instance. All goodwill generated from the use of the Company Trademarks is only for the Company’s exclusive benefit.
 

SECTION 2 – SERVICES PROVIDED

Home Page

1. OUR COMMUNITY.
Please sign up and join our community. It’s free for parents.  We just need your name, zip code, email address and confirmation that your email address is valid.  Why do we need this?  As part of this community, you will help to control the quality and relevance of the content on this website through your ratings and contributions.  You will also have a profile with your history – see our “Terms”.
 
If you are a teacher, tutor, therapist or other vendor of educational goods and services you will need to purchase a monthly subscription set up an Account and  to be a member of the community.
 
Services Description:  There are plenty of great educational resources available and more are being added every day. What is missing is a quick and easy way for parents, educators and the suppliers of educational services to find each other and sort through all of the choices. It can be time consuming and frustrating to try to find everything on your own.  Once you find it, how can you be confident that you are making the best choices?
We believe that parents and educators should have online tools that solve for these problems.  Tools that are fast, easy to use and enable them to be confident about the educational choices they are making.  Tools that enable:
a. parent’s to quickly and confidently build their team of educators and find the best resources for their learner’s unique needs
b. parents and educators to share their experiences and the resources that work best for them
c. educators to explore all of the innovative “online” and “in-person” careers available to them now.
Teachers will have the tools that they need to help them sort through their options and find their perfect teaching career.  Educational innovators, service providers & material suppliers will be able to reach out to, share information with and get feedback from a motivated and engaged community of their customers. This will allow them to bring better products to the community faster and at a lower cost.
 
2. PARENTS CONNECT – BUILD YOUR TEAM TOOL
Services Description: The Company’s “Build Your Team” tool is an online platform for Parents to find resources and Teachers to educate their child(ren). Parents enter the parameters that they are looking for by completing the appropriate questions, filters and tags and the Build Your Team tool will provide a list of teachers and resources that meet these parameters.  As the provider of this platform, the Company does not own, create, sell, resell, control, or manage any Classes. The Company’s responsibilities are limited to: (i) providing the Site as an online platform to connect parents with the team of teachers and resources they need to educate their child(ren) using recommendations and ratings from other parents provided on the Site by the community of Site users.  There are risks that you assume when dealing with other Users (including those who may be acting under false pretenses and poor community ratings). While the Company strives to provide a safe environment for its Users, you agree that all of these risks are ultimately borne by you, and not the Company and you hereby release the Company from any liability or damages that may arise from your use of the Site. The Company does not control the behavior of Users or the quality of the Classes. As a result, the Company cannot guarantee the authenticity, quality, safety, legality, or appropriateness of any of the Classes.
 
Parents and students are responsible for selecting the right teacher for their needs. In making hiring decisions, Parents and students should review and investigate each tutor’s self-reported credentials, education, and experience, as well as reviews from other students. IF THE STUDENT IS YOUNGER THAN 18 YEARS OLD, ALL TEACHING SESSIONS SHOULD BE SUPERVISED BY A RESPONSIBLE ADULT.
 
The “Build Your Team” tool is open to all members of the ESA Connection community.  Membership is free for parents.  To become a member, parents simply need to set up an account with their name, zip code and a valid email address.  The email address will need to be validated by clicking on a link that will be emailed to you. When using the Build Your Team tool, you understand and agree that you are subject to all of the Terms set forth herein and agree to be bound by such Terms.
 
If you are a teacher, tutor, therapist or other vendor of educational goods and services you will need to purchase a monthly subscription, set up an Account and  complete a questionnaire to be listed in the Build Your Team tool.
 
The Build Your Team tool consists of an online platform that Parents can use to find Teachers, Tutors, Therapists and other vendors of educational services and materials (the “Vendors”) who offer educational services and resources to Parents for the benefit of their children. Membership is free for Parents.  Vendors will pay a monthly subscription to list their information on this tool.  While the Company strives to provide a high standard of service, you acknowledge and agree that the Company:
a. is not a party to any agreements entered into between Parents and Vendors;
b. only provides a platform that connects Parents and Vendors, Parents purchase services directly with Vendors;
c. is not a broker, agent or insurer, and
d. disclaims all liability for the conduct of Vendors, Parents, or any other Users of the Site. Different sections of the Site and Terms of Use affect Vendors and Parents differently, so please be sure to read these Terms of Use carefully.
 
Third Party Reports: The Company may utilize third party consumer reporting agencies that perform, among other things, criminal background checks, sex offender registry checks, motor vehicle records checks, credit checks, and identification verifications (“Consumer Reports”). The Company does not endorse or make any representations or warranties regarding the reliability of such Consumer Reports or the accuracy, timeliness or completeness of any information in the Consumer Reports. The Company does not independently verify information in the Consumer Reports.
 
The Company may collect, use, and disclose the information in the Consumer Reports. The Company may, in its sole discretion, review and rely on the information in the Consumer Reports in deciding whether to suspend or terminate a Vendor or to investigate a complaint about a Vendor, but the Company shall not be responsible or liable in any way in the event that any information in the Consumer Reports about any person, including without limitation any Vendor, is not accurate, timely or complete. Vendors who are the subject of Consumer Reports may contact the service provider to dispute the accuracy, timeliness or completeness of such information. The Company reserves the right to suspend and/or terminate a Vendor based on information in the Consumer Reports or for any other reason in the Company’s sole discretion.
 
The Company may make available one or more third party verification services that enable Users of the Site to inquire about information including, but not limited to, another User’s identity and criminal history. Use of a third-party verification service is voluntary for both the party requesting the verification and the party undergoing the verification. You agree that The Company shall not be held responsible or liable in any way if any information provided by a third-party verification service is inaccurate. When a third-party verification service is used, you warrant that you will comply with the Fair Credit Reporting Act, 15 USC 1681. See https://www.ftc.gov/legal-library/browse/statutes/fair-credit-reporting-act for details.
 
3. COMMUNITY CONNECT FORUM
 
Services Description:  The “Community Connect” forum is open to all members of the ESAConnection community. Members can use the forum to share best practices and address relevant issues. Membership is free for parents.  To become a member, parents simply need to set up an Account with their name, zip code and a valid email address.  The email address will need to be validated by clicking on a link that will be emailed to you. When using the Community Connect forum, you understand and agree that you are subject to all of the Terms set forth herein and agree to be bound by such Terms.
If you are a teacher, tutor, therapist or other vendor of educational goods and services you will need to purchase a monthly subscription set up an Account and  to be a member of the community.
 
a. Criteria needed to submit content, questions or answers:
i. You must have an Account;
ii. Questions and answers can be submitted to the forum by any Account holder;
iii. To help with indexing, questions must include a category from our “Category Pick List”  that most closely matches the subject of the question.
 
b. Forum ratings and curation:
i. The Company will not rate any question or answer.  Ratings will be provided solely by members of the community.  Should a member find content that is not family friendly, please email a link to the content to webmaster@esaconnection.com  The Company will review the content and make decisions regarding the content at it’s sole and absolute discretion
ii. Only the community will curate the forum content. Through members reviews and ratings, the community will curate and determine the best questions and solutions to meet it’s ever growing and changing needs.  Parent and Vendors can share their experiences and form consensus about the best solutions with the confidence of knowing that these solutions came from the community.  Educational innovators, service providers & material suppliers can easily share, test and get feedback on their new products from a motivated and engaged community of their customers. This will allow them to bring better products to the community faster and at a lower cost.
 
c. Content provider’s contributor ratings:
i. Providers of content will accumulate a “Contributor’s Rating” of one to five stars (five being the highest) based on their number of posts, length of time that they have been posting, recency of their posts (older posts won’t count as much as newer posts), and the overall popularity ratings of their posts.  Contributors with top ratings may be asked to become members of our customer panels & focus groups and may be entered into drawings to win prizes.
ii. Popularity ratings on forum posts are provided by members and will rank from one to five stars, with five stars being the highest rating.  Ratings can include up to 250 words of review comments.
iii. It is important for members to address poor ratings & reviews promptly in the place provided for responses.  History shows that responding to “good” as well as “poor” reviews increases trust and helps make a positive impression on users.  Responses to poor ratings & reviews will not be factored into the contributor’s rating.   If a contributor feels that the rating is false, untrue or grossly unwarranted, they should respond to it immediately in the place provided.
iv. Contributors are free to encourage positive reviews about their content; however, to maintain the integrity of the rankings, no contributor is allowed to pay in any way via discounts, premiums, or special treatment in order to manipulate their ratings. If someone has offered you any form of compensation for your review, please tell us about it at webmaster@esaconnection.com.  Please provide any evidence you have of this including content links, emails, screenshots, etc.
v. Reviews can be deleted by the submitter, but they cannot be edited.  By submitting a review you agree to our Terms and you understand that your review may be used for promotions by other companies.  Contributors remain anonymous unless they decide to include their contact information in their review.
 
d. User Content. All Account holders agree to abide by the Terms and Acceptable Use Policy  associated with User Content they provide on the Site.
 
4. TEACHER/VENDOR CONNECT - ESTABLISHING YOUR TEACHING BUSINESS
The steps outlined and tools provided by the Company to establish your own teaching business are provided as general guidelines and not as instructions to be relied upon for the creation of your personal business. The Company makes no guarantees regarding the accuracy, currency, suitability, or quality of these guidelines. You should seek competent help from an accountant, tax advisor and/or legal counsel in completing these steps. The Site contains Third-Party Links & Ads as well as User Content, your use of which is at your own discretion and governed by the Terms. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads or relying on any User Content.
 
a. TEACHER/VENDOR “BUILD YOUR BUSINESS” TOOL
 
Services Description:  The “Build Business Your Tool” is open to all Account holders within the ESA Connection community who are paid subscribers and is designed to provide the tools that teachers, tutors, therapists and other vendors of educational resources (the “Vendors”) need to reach parents who need their services to educate their child(ren).  In general, this tool:
1. Outlines the steps that need to be taken and provides access to the links needed to establish your own teaching business; or to seek employment, or contract work with educational service providers;
2. Provides outreach to a targeted customer base through the “Build Your Team” tool used by Parents to find the teachers and resources that they need for their child(ren); and
3. Provides for quick and easy setup of a basic website through the “Build Your Website” tool.
If you are a teacher, tutor, therapist or other vendor of educational goods and services you will need to purchase a monthly subscription, set up an Account and  complete the questionnaire and follow the steps to create your website.
 
b. TEACHER/VENDOR “BUILD YOUR TEAM” TOOL –
 
Services Description: The Company’s “Build Your Team” tool is an online platform to connect Vendors with Parents who are looking for these resources to educate their child(ren).
 
Parents enter the parameters that they are looking for by completing the appropriate questions, filters and tags and the tool will provide a list of Vendors and resources that meet these parameters.  Vendors of educational services and materials populate the data for Parent searches by completing detailed questions related to their background, experience, and the types of educational services that they provide.
 
As the provider of this platform, the Company does not own, create, sell, resell, control, or manage any of these services. The Company’s responsibilities are limited to providing the Site as an online platform to connect parents with the team of Vendors and resources they need to educate their child(ren) using recommendations and ratings from other parents in the ESAconnections.com community of Site users.
 
The “Build Your Team” tool is open to all members of the community and consists of an online platform that Parents can use to find Vendors who offer educational services and resources to Parents for the benefit of their children. Membership is free for Parents.  Venders will pay a monthly subscription to list their information on this tool.  While The Company strives to provide a high standard of service, you acknowledge and agree that the Company:
1. is not a party to any agreements entered into between Parents and Vendors,
2. only provides a platform that connects Parents and Vendors, Parents purchase services directly with Vendors
3. is not a broker, agent or insurer, and
4. disclaims all liability for the conduct of Vendors, Parents, or any other Users of the Site. Different sections of the Site and Terms of Use affect Vendors and Parents differently, so please be sure to read these Terms of Use carefully.
 
When using the Build Your Team tool, you understand and agree that you are subject to all of the Terms set forth herein and agree to be bound by such Terms.
 
Teacher Obligations and Responsibilities: Each Vendor is solely responsible for obtaining all licenses and other permissions required to offer or provide any services.  The Company assumes no responsibility for a Vendor's failure to obtain such licenses or permissions or otherwise comply with any applicable laws, rules or regulations. Each Vendor further agrees to the following:
 
1. Platform Basics: As a Vendor, you must provide the Company with any information requested to list your services on the Build Your Team tool including but not limited to a description of the services and the price for the services.  We have sole discretion as to which Vendors are accepted into the platform and we reserve the right to reject any potential Vendor and remove or suspend any Vendor from the marketplace for any reason. Vendors have the option to provide background checks.  The Company may, but is not required to, conduct background checks on and interviews of Vendors in its discretion and solely for its own benefit. As a Vendor, you agree to provide written and/or electronic consent to such background checks and to participate truthfully in such interviews.
 
2. Community Standards: When you join the ESAConnection community, you agree to follow our policies and Terms. In addition, expectations for Vendors include thoughtful and professional communications with our community (colleagues, parents, children), modeling appropriate behavior for our learners, and acting professionally. In addition, you agree to use social media, blogs, and other online forums, in an appropriate manner. Inappropriate behavior in any Company affiliated online forum includes, but is not limited to: behavior intended to provoke, bully, demean, or cause harm to others, or to create conflict; or any other posts or content that the Company in its discretion, believes to be unconducive to a respectful and welcoming community for all. Inappropriate behavior in any online forum includes, but is not limited to: posting online or speaking to the media on the Company’s behalf without prior written authorization from the Company; posts that the Company in its sole discretion, finds to be offensive or inappropriate based on race, sex, age, gender, sexual orientation, gender identity or expression, national origin, disability or medical condition, veteran status, or any other legally protected characteristic; derogatory, disparaging, or disrespectful comments about learners, Vendors, Parents, or the Company staff, even if the target is not identified by name; sharing any private material, communication, or information regarding Parents of learners, including but not limited to students’ or Parents’ names, photos, conversations, emails, student academic or performance information, screenshots of student work, or any other personal identifying information; posts that may be harmful to the Company’s ongoing business operations; sharing content that contains or promotes hate speech, threats of violence, or the endangerment of children; and any other violation of the Company’s Acceptable Use Policy.
 
3. Learner Safety: Each Vendor is required to report any suspected case of child abuse or neglect they become aware of during their work with the proper authorities consistent with the Federal Child Abuse Prevention and Treatment Act (CAPTA) (42 U.S.C.A. § 5106g).  “Abuse or Neglect” is defined as: “any recent act or failure to act on the part of a Parent or caretaker, which results in death, serious physical or emotional harm, sexual abuse or exploitation”; or “an act or failure to act which presents an imminent risk of serious harm.”
 
4. A note about Student Data: The services of independent Vendors may be purchased directly by providers of educational services, such as schools, school districts, or teachers (collectively referred to as "School(s)") that use such services for educational purposes.  Vendors may collect or have access to Student Data (defined below), which may be provided by the School or by the student. We consider such Student Data to be strictly confidential and in general you should not use such data for any purpose other than improving and providing tutoring services to the School or on the School's behalf. Your collection, use and sharing of Student Data is governed by any applicable laws and regulations including, in the U.S., provisions of the Family Educational Rights and Privacy Act ("FERPA"), the Children's Online Privacy Protection Act ("COPPA") and applicable state laws. Vendors who provide services to Schools under such an arrangement are expressly bound by these Terms of Use and the Student Data privacy provisions contained herein and are required to maintain the confidentiality of Student Data.
 
If you utilize the Site to provide Service to students in a School, you represent and warrant that you are an authorized representative of the School with the authority to bind the School to this Agreement, and that you agree to the Terms on the School's behalf. If you contact the Company to take any action with respect to an account, you represent and warrant that you have all necessary authority to request such action(s) from or on behalf of the account-holder (e.g., a School or Parent).
COPPA requires that online service providers obtain verifiable parental consent before collecting personal information from children under 13. 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 for Vendors to collect information from students under 13 before allowing such students to access our Service. We recommend that all Schools provide appropriate disclosures to students and parents regarding their use of service providers such as the Company and its Vendors and that they provide a copy of our Privacy Policy to parents.
The Site offers a marketplace for those seeking teaching and tutoring services to connect with those seeking to provide these services. As independent businesses engaged by Students, Vendors decide, are responsible for, and generally control the methods, materials, scheduling, frequency, duration, and all other aspects of the services that they provide.
You understand and agree that the Company is not an insurer, agent or employer for you as a Vendor. If a Parent purchases any of your services, any agreement you enter into with such Parent is between you and the Parent, and the Company is not a party thereto. You acknowledge and agree that, as a Vendor, you are responsible for your own acts and omissions while using the Site.
If you are blocked by the Company from accessing the Site (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address).
 
c. TEACHER/VENDOR “BUILD YOUR WEBSITE” TOOL
 
Services Description:  Websites are hosted within the ESAConnection.com domain and included with the cost of your subscription.  By following the instructions, your website can be set up in a short period of time. If you wish to keep your existing website, you will need to do a 301 redirect and follow the instruction on our website. To make it easy, for additional costs you can purchase other products such as your website domain and Microsoft office suite through our affiliate links located on our website. All payments are taken in advance for the full term of your plan.
 
Term and Automatic Renewal: To ensure uninterrupted service, subscriptions will automatically renew on your renewal date.
 
Termination and Non-Payment:  The Company offers hosting plans for a fixed period of time that you select upon purchase (e.g., monthly or annually). Even though we do not want you to, we know that one day you might want to discontinue this service. The instructions to cancel or disable automatic renewal can be found in the General Terms - Section 5 (12).
 
Microsoft Customer Agreements: This page provides a link to the Terms and Conditions  that apply to your use of Microsoft Products. Please Note: These Microsoft products are not for Government use. Contact Microsoft directly for the appropriate government use products.
 
Registrar's Right To Modify: The Company, in its sole discretion, reserves the right to deny, cancel, suspend, transfer, or modify any domain name registration to correct a mistake, protect the integrity and stability of the Company and any applicable registry, to comply with any applicable laws, government rules, or requirements, requests of law enforcement, in compliance with any dispute resolution process, or to avoid any liability, civil or criminal. You agree that the Company shall not be liable to you for any form of loss or damages that may result from our refusal to register, cancel, suspend, transfer, or modify your domain name registration.
 
Inconsistencies With Registry Policies: In the event that these Terms may be inconsistent with any term, condition, policy or procedure of an applicable registry, the term, condition, policy or procedure of the applicable registry shall prevail. You agree that the registration and exclusive and perpetual right of use and enjoyment for any Registered Name may be cancelled if Administrator or Registrar determines that you have provided information that is incorrect, false or inaccurate either in the initial registration process or in any subsequent communications or in the event you violate any of the terms of the Registration Agreement. You agree that the domain name may be suspended, terminated, canceled or transferred in the interest of safeguarding compliance with Administrator's security or registration policies or as a result of a dispute resolution.
 
Domain Name Dispute Policy: The Company is not responsible for resolving any domain disputes. If you have a complaint about the issue of ownership or wording of the domain name itself (as opposed to the content hosted on the associated website), that matter will need to be taken up with the domain name owner directly or should be filed in a UDRP or court proceeding. Our internal policies, as well as ICANN regulations, prevent us from acting as the arbiter of domain name disputes; we are only able to assist with complaints regarding the content of a hosted website (as opposed to the wording of the domain name registered).
 
Compliance with Terms: When using the Build Your Website tool, you understand and agree that you are subject to all of the Terms set forth herein and agree to be bound by such Terms.
 
d. TEACHER/VENDOR CONNECT PRIVATE FORUM
 
Services Description:  The “Teacher Connect” private forum is open only to paid subscribers.  Subscribers can use the forum to share best practices and address issues relevant to subscribers.  If you are a teacher, tutor, therapist or other vendor of educational goods and services (the “Vendor” you will need to set up an Account and  purchase a monthly subscription to be a member of this private forum. When using the Teacher Connect forum, you understand and agree that you are subject to all of the Terms set forth herein and agree to be bound by such Terms.
 
I. Criteria needed to submit content, questions, or answers:
i. You must be a paid subscriber to participate in the Teacher/Vendor Connect Private forum;
ii. Questions and answers can be submitted to the forum by any subscriber;
iii. To help with indexing, questions must include a category from our “Category Pick List ” that most closely matches the subject of the question.
 
II. Forum ratings and curation:
 
i. The Company will not rate any question or answer.  Ratings will be provided solely by members of the community.  Should a member find content that is not family friendly, please email a link to the content to webmaster@esaconnection.com.  The Company will review the content and make decisions regarding the content at it’s sole and absolute discretion.
 
ii. Only the community will curate the forum content. Through members reviews and ratings, the community will curate and determine the best questions and solutions to meet it’s ever growing and changing needs.  Vendors can share their experiences and form consensus about the best solutions with the confidence of knowing that these solutions came from the community.  Educational innovators, service providers & material suppliers can easily share, test and get feedback on their new products from a motivated and engaged community of their customers. This will allow them to bring better products to the community faster and at a lower cost.
 
III. Content provider’s contributor ratings:
i. Providers of content will accumulate a “Contributor’s Rating” of one to five stars (five being the highest) based on their number of posts, length of time that they have been posting, recency of their posts (older posts won’t count as much as newer posts), and the overall popularity ratings of their posts.  Contributors with top ratings may be asked to become members of our customer panels & focus groups and may be entered into drawings to win prizes.
ii. Popularity ratings on forum posts are provided by members and will rank from one to five stars, with five stars being the highest rating.  Ratings can include up to 250 words of review comments.
iii. It is important for members to address poor ratings & reviews promptly in the place provided for responses.  History shows that responding to “good” as well as “poor” reviews increases trust and helps make a positive impression on users.  Responses to poor ratings & reviews will not be factored into the contributor’s rating.   If a contributor feels that the rating is false, untrue or grossly unwarranted, they should respond to it immediately in the place provided.
iv. Contributors are free to encourage positive reviews about their content; however, to maintain the integrity of the rankings, no contributor is allowed to pay in any way via discounts, premiums, or special treatment in order to manipulate their ratings.  If someone has offered you any form of compensation for your review, please tell us about it at webmaster@esaconnection.com.   Please provide any evidence you have of this including content links, emails, screenshots, etc.
v. Reviews can be deleted by the submitter, but they cannot be edited.  By submitting a review you agree to our Terms and you understand that your review may be used for promotions by other companies.  Contributors remain anonymous unless they decide to include their contact information in their review.
 
IV. User Content. All Account holders agree to abide by the Terms and Acceptable Use Policy  associated with User Content they provide on the Site.
 
5. RESOURCES CONNECT
 
Services Description: The Company’s “Resources Connect” tool is an online platform for use by anyone in the community to find educational resources that have been provided and curated by the community with rankings and reviews. Parents and Vendors enter the parameters that they are looking for by completing the appropriate questions, filters and tags and the tool will provide a list of resources that meet these parameters.  As the provider of this platform, the Company does not own, create, sell, resell, control, or manage any Classes. The Company’s responsibilities are limited to providing the Site as an online platform to connect parents with the resources they need to educate their child(ren) using recommendations and ratings from other parents in the ESAconnections.com community of Site users.
The Resources Connect tab is open to all members of the ESA Connection community.  Membership is free for parents.  To become a member, parents simply need to set up an account with their name, zip code and a valid email address.  The email address will need to be validated by clicking on a link that will be emailed to you.
If you are a teacher, tutor, therapist or other vendor of educational goods and services (a “Vendor” ) you will need to set up an Account and  purchase a monthly subscription to be a member of the community.
 
a. Criteria needed to submit resource links:
i. You must be a member of the community.
ii. Links to content can be submitted by any member to links@esaconnection.com
iii. To help with indexing, links must include a category from our “Category Pick List” that most closely matches the subject of the question.
 
b. Link ratings and curation:
i. The Company will not rate any links.  Ratings will be provided solely by members of the community.  Should a member find a link that is not family friendly, please email a copy of the link with a description of what is objectionable to webmaster@esaconnection.com.    ESA Connection will review the link and content and make decisions at it’s sole discretion on how or if to address the link.
ii. Only the community will curate the resources. Through members reviews and ratings the community will curate and determine the best links to meet it’s ever growing and changing needs.  Parent and Vendor members can share their experiences and form consensus about the best links with the confidence of knowing that these links came from the community.
 
c. Link and content provider’s contributor ratings:
i. Providers of links and content will accumulate a “contributor’s rating” of one to five stars (five being the highest) based on the number of links recommended, length of time that they have been sending in links, recency of their links submitted (older link submissions won’t count as much as newer submissions), and the overall popularity ratings of the links.  Contributors with top ratings may be asked to become members of our customer panels & focus groups and may be entered into drawings to win prizes.
ii. Popularity ratings on links are provided by members and will rank from one to five stars, with five stars being the highest rating.  Ratings can include up to 250 words of review comments.
iii. It is important for members to address poor ratings & reviews on their links promptly in the place provided for responses.  History shows that responding to “good” as well as “poor” reviews increases trust and helps make a positive impression on users.  Responses to poor ratings & reviews will not be factored into the contributor’s rating.   If a contributor feels that the rating is false, untrue or grossly unwarranted, they should respond to it immediately in the place provided.
iv. Contributor’s are free to encourage positive reviews about their links; however, to maintain the integrity of the rankings, no contributor is allowed to pay in any way via discounts, premiums or special treatment in order to manipulate their ratings.  If someone has offered you any form of compensation for your review, please tell us about it at webmaster@esaconnection.com.    Please provide any evidence you have of this including content links, emails, screenshots, etc.
v. By submitted a link you agree to all Terms, and you understand that your link may be used by other members.  Contributors remain anonymous unless they decide to include their contact information in their review.
 
d. User Content. All Account holders agree to abide by the Terms Acceptable Use Policy  associated with User Content they provide on the Site.
 
e. Third Party Material: Under no circumstances will the Company be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that the Company, in accordance with the Terms, may, but is not required to, pre-screen content, and the Company and its designees will have the right (but not the obligation) in their sole and absolute discretion to refuse or remove any content that is available via the Site. Without limiting the foregoing, the Company and its designees will have the right to remove any content that violates these Terms or is deemed by the Company, in its sole and absolute discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
 

SECTION 3 – ALTERNATIVE DISPUTE RESOLUTION PROCEDURE

PLEASE READ THIS ARBITRATION AGREEMENT CAREFULLY. IT IS PART OF THE TERMS AND AFFECTS YOUR RIGHTS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, INSTEAD ELECTING THAT ALL CLAIMS AND DISPUTES SHALL BE RESOLVED BY ARBITRATION UNDER THIS ARBITRATION AGREEMENT. IN THE EVENT ANY LITIGATION SHOULD ARISE BETWEEN YOU AND THE COMPANY IN ANY STATE OR FEDERAL COURT IN A SUIT TO VACATE OR ENFORCE AN ARBITRATION AWARD OR OTHERWISE, YOU AND THE COMPANY WAIVE ALL RIGHTS TO A JURY TRIAL, INSTEAD ELECTING THAT THE DISPUTE BE RESOLVED BY A JUDGE.
WAIVER OF CLASS OR CONSOLIDATED ACTIONS. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
 
Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of any Service provided by the Company that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. This Arbitration Agreement applies to you and the Company, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
 
Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to the Company should be sent to: 500 N. Estrella Parkway, Ste #2B-156  Goodyear, AZ 85338 .  After the Notice is received, you and the Company may attempt to resolve the claim or dispute informally. If you and the Company do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding.
 
Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. All arbitration proceedings shall be held in English. The rules of the AAA shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at www.adr.org. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. All hearings shall be conducted in Maricopa County, Arizona, and you irrevocably waive, to the fullest extent permitted by applicable law, any objection which you may now or hereafter have to the laying of the venue and that any such proceeding has been brought in an inconvenient forum. If you reside outside of the U.S., the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that the Company made to you prior to the initiation of arbitration, the Company will pay you the greater of the award or $2,500.00. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
 
Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
 
Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and the Company, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and as provided under the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded, and allowance of such award under the Terms. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and the Company.
 
Time Limits. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. Such claims shall be filed within any deadline imposed under the AAA Rules for the pertinent claim.
Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Arbitration Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.
 
Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.
 
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with the Company.
 
Small Claims Court. Notwithstanding the foregoing, either you or the Company may bring an individual action in a small claims court located within Maricopa County, Arizona.
 
Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court located within Maricopa County, Arizona, in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.
 
Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Maricopa County, Arizona, for such purpose.
 
Future Changes to Arbitration Agreement. Notwithstanding any provision in the Terms to the contrary, the Company agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending The Company written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
 
User Disputes. You agree that you are solely responsible for your interactions with any other user in connection with the Service and the Company will have no liability or responsibility with respect thereto. The Company reserves the right, but has no obligation, to become involved in any way it deems necessary with disputes between you and any other user of the Service.
 

SECTION 4 - PRIVACY NOTICE

This privacy notice (the “Privacy Notice”) describes how Educational Services Alliance LLC dba ESAConnection (the “Company”) and any related businesses protects personal information of our customers and visitors who use our websites, mobile applications, products or services (collectively, our “Users”). This Privacy Notice provides details about how your personal information is collected, shared and used by us, as well as an explanation of the data rights you may have in that personal information. This Privacy Notice applies to all Company websites, emails, platforms, brands, products, services and mobile applications (collectively, the “Services”). This Privacy Notice does not cover how our Users may use or share data that they collect using our Services.
 
In the course of your use of the Services, we obtain information about you. We store the data we collect in a variety of places within our infrastructure, including system log files, back-end databases and analytics systems. We may collect and store demographic information (such as your zip code, gender, date of birth, and/or age), and use this data to tailor your experience on our websites, ensure you are at least 18 years of age, provide content that we think you might be interested in, perform general improvements to the websites, and display the content according to your preferences. Such demographic information may be shared with partners, market researchers and other third parties on an aggregate and non-personally identifiable basis.
 
We may combine any information we collect about you with other information we have about you to help us update, expand and analyze our records, identify new customers, and provide products and services that may be of interest to you. If you provide us personal information about others, or if others give us your information, we will only use that information for the specific reason for which it was provided to us.
 
CATEGORIES OF INFORMATION WE COLLECT ABOUT YOU
 
Information we collect includes, but may not be limited to the following:
I - INFORMATION YOU VOLUNTARILY PROVIDE TO US
We collect the following information from you when you provide it to us:
1) Information that you provide prior and during any registration process, including in connection with a co-branded offer (such as your name, company name, email address, phone number, billing address or credit card information, geographic location, and industry);
2) Information you provide, when you call or email us, for support or otherwise, or when you use our products or Services such as through email, phone calls or screen sharing services. We may monitor and/or record telephone calls you make to the Company; and
3) Payment information, including credit card data and billing address when you purchase Services.
 
II - INFORMATION WE COLLECT ABOUT YOUR USAGE AND DEVICES
We collect data relating to your online activity on our websites, including the following:
1) Your IP address, browser type and version, geographic location, and operating system version. Any device or other method of communication you use to interact with our Services including device identifiers;
2) How you got to our Services and any links you click on to leave;
3) Pages you view including your interactions with any videos we offer;
4) When you update your information, communicate with us or order new Services;
5) Metadata about your use of our Services and emails we send to you (including clicks and opens);
6) Metadata about how your customers, contacts and users interact with the Services we provide; and
7) Issues you encounter requiring our support or assistance.
 
III - INFORMATION WE ACQUIRE FROM SOCIAL MEDIA
1) We collect information (such as your name, social media account name and email address to pre-populate our sign-up form) from third party social networking sites, when you use your social network credentials to log into some of our Service.
2) You can control the level of privacy settings you have in place at the social networking site. Find out more at the social networking site you use.
 
IV - INFORMATION WE ACQUIRE FROM OTHER SOURCES
We also collect the following information from other sources:
1) Information you provide to us at events, seminars or to our partners.
2) Information you provide to us in surveys.
3) Information that is publicly available.
4) Information you consent to us receiving from third parties.
 
HOW WE USE YOUR INFORMATION
 
We use the information we collect, both on its own and combined with any other information we collect about you, for the following business and commercial purposes:
1) To provide the requested Services to you;
2) To provide you with content the Company identifies as useful/relevant to you;
3) To ensure the proper functioning of our Services;
4) To offer and improve our Services;
5) To provide you with requested information or technical support;
6) To facilitate your movement through our websites or your use of our Services;
7) To do a better job of advertising and marketing our Services (subject to your consent where required by applicable law);
8) To advertise and market third party products and services (subject to your consent where required by applicable law);
9) To diagnose problems with our servers or our Services;
10) In connection with our security and compliance programs;
11) To administer our websites;
12) To communicate with you;
13) To create directories (only when you explicitly ask to be included);
14) To bill for Services;
15) To target current or prospective customers with our products or Services through online advertisements served on third-party sites by third-party vendors, such as Google (subject to your consent where required by applicable law);
16) To assist us in offering you a personalized experience or otherwise tailor our Services to you;
17) As otherwise described in this Privacy Notice;
18) Recorded telephone conversations are used for quality control purposes, to train our employees and for our own protection; and
19) To produce reports on trends and statistics, such as mobile search trends, email open rates by industry, campaign best practices or the number of users that have been exposed to, or clicked on, our websites or evaluated or purchased our products or Services.
PAYMENT INFORMATION THAT YOU PROVIDE TO US, INCLUDING CREDIT CARD DATA, WILL ONLY BE USED TO FACILITATE PAYMENT FOR THE SERVICES. SHARING WITH PARTNERS
When we share your personal information with certain third-party partners, including marketing and advertising partners, that information includes your name, email address and other information enabling partners to:
1) Assist you in using our Services;
2) Contact you with offers, services or products that may be of interest to you; and
3) Provide you with their products or services.
 
Our partners may use cookies, web beacons, pixels, tags, scripts, device recognition and similar technologies to provide you advertising based upon your browsing activities and interests. We use cookies to personalize content and ads, to provide social media features and to analyze our traffic. We also share information about your use of our site with our social media, advertising and analytics partners who may combine it with other information that you’ve provided to them or that they’ve collected from your use of their services.
 
Please note that if you access our Services through a tool that hides your location, such as through a virtual private network, you may not receive our request for permission because we were not able to identify you as being located in a jurisdiction where your permission is required.
 
Further, our partners are prohibited from using your contact information for any purpose beyond those set forth above without your consent. We will not provide our partners with your credit card information. Further information about certain partners that we share information with is available by requesting this information at webmaster@esaconnection.com.
 
In the event we collect information from you in connection with an offer that is jointly presented by us and a partner, we will let you know who is collecting the information and whose privacy notice applies , as well as any options you may have regarding use of your information.
 
SHARING WITH THIRD PARTY SERVICE PROVIDERS AND VENDORS
Occasionally, we enter into contracts with carefully selected third parties to assist us in servicing you (for example, providing you with customer service, fraud detection and deterrence, or access to advertising assets and providing us with information technology and storage services) or to assist us in our own marketing and advertising activities (including providing us with analytic information and search engine optimization services). Our contracts with such third parties prohibit them from using any of your personal information for any purpose beyond the purpose for which it was shared.
 
Third-Party Cookies. Our third-party service providers and vendors may use cookies, web beacons, pixels, tags, scripts and similar technologies in order to provide you advertising based upon your browsing activities and interests.  We use cookies to personalize content and ads, to provide social media features and to analyze our traffic. We also share information about your use of our site with our social media, advertising and analytics partners who may combine it with other information that you’ve provided to them or that they’ve collected from your use of their services.
 
Directory Listings. If you provide your information in order to be included on the Site, you are consenting to: (1) individuals contacting you to solicit your products and services; and, (2) businesses contacting you to market services you may find useful. Due to the nature of a directory, your information will be published publicly, and you may be contacted by phone or email depending on the information you provide.
 
Promotional Offers and Sweepstakes. When you provide your name for a promotional offer or to enter a sweepstakes or contest, your participation in the contest constitutes the consent for the for the use of your name, likeness, prize, photograph, voice, opinions and/or hometown and state for promotional purposes and to demonstrate the transparency of a competition, in any media, worldwide, without further payment or consideration. We may request the contest winner provide consent to such use in writing. We will file your name with state agencies if required by law.
 
CORPORATE REORGANIZATIONS
If we are involved in a merger, acquisition, a sale of all or a substantial portion of our assets, or other similar sale transaction, your information will be transferred as part of that transaction. We will notify you by email and/or a prominent notice on our website of any such transfer and any choices you may have regarding your information.
 
AUTHORIZED USERS
All users authorized by you to have access to your account can view personal information stored in the account. A primary account holder can view personal information saved in subaccounts to which they have authorized access. We share information about authorized users only for legitimate purposes consistent with this Privacy Notice, including servicing your account and marketing products and services to you.
 
LEGAL PROCESS
If legally required to do so, or if we have a good faith belief that such disclosure is reasonably necessary, we may disclose your personal information to courts of law, public authorities (including to meet national security or law enforcement requirements) and other relevant third parties, such as internet service providers, to conduct an investigation, respond to a third party or law enforcement subpoena or court order, to bring legal action, prevent harm to others or pursue other relief when you or a third party are or may be:
1) Violating our terms and conditions of use.
2) Causing injury or other harm to, or otherwise violating the property or other legal rights, of us, other users, or third parties.
3) Violating federal, state, local, or other applicable law.
 
To the extent we are legally permitted to do so, we will notify you if we are required to provide your personal information to third parties in connection with a subpoena, as required by law, court order or other government or law enforcement authority or regulatory agency (including ICANN) in order to enforce or apply our Terms or Services or other agreements.
 
SECURITY
The transmission of information via the internet, email or text message is not completely secure. Although we will do our best to protect your personal information, we cannot guarantee the security of your information transmitted through websites or over email; any transmission is at your own risk. Once we have received your information, we will take appropriate technical and organizational measures to safeguard your personal information against loss, theft and unauthorized use, access or modification.
 
When we collect financial account information, such as credit card numbers, we protect its transmission using encryption such as the Transport Layer Security (TLS) protocol.
 
TRACKING TECHNOLOGIES AND ONLINE ADVERTISING
We use cookies, web beacons, pixels, tags, scripts and other similar technologies in the course of our business. We use cookies to personalize content and ads, to provide social media features and to analyze our traffic. We also share information about your use of our site with our social media, advertising and analytics partners who may combine it with other information that you’ve provided to them or that they’ve collected from your use of their services.
 
CHOICE/OPT-OUT
You may elect to opt out of having your information shared by emailing your request to webmaster@esaconnection.com.  You understand that by opting out certain Services offered by the Company and products available from the Company may not be available to you and that your experience with the Site will be limited.
 
MARKETING COMMUNICATIONS FROM US
The Company will need to contact you directly or through a third-party service provider as necessary to deliver transactional or service related communications regarding products or Services you have signed up for or purchased. The Company will also contact you with offers for additional services if you have given us consent to do so or we are allowed based on legitimate interests. You do not need to provide consent to receipt of marketing communications in order to receive our Services.
 
EMAIL
You always have the opportunity to opt out of our marketing communications from the Company or change your preferences by following a link in the footer of all non-transactional email messages from us or by emailing us at webmaster@esaconnection.com.    Some communications from the Company are considered transactional or service communications (for example, important account notifications and billing information). You agree to receive these transactional and service communications as a condition of the Services that we provide to you. You must cancel your Account(s) for all Services, if you do not wish to receive any transactional or service communications from us. To cancel your Account, please follow the instructions found in the terms of service for the applicable Service. You may still receive marketing communications from us even after you cancel your account unless you also opt out of our marketing communications as described above.
 
PHONE, TEXT (SMS) MESSAGES AND POSTAL MARKETING
If you have given your consent to send you email, phone or SMS marketing, or if you have provided us with your postal address, we will use the personal data you give to us to contact you from time to time. If you register on the Site, you can choose to provide your consent to receive marketing communications by e-mail, phone and/or cell number (including use of automated dialing equipment and/or pre-recorded calls), text (SMS) message, social networks or any other means of communication that your device may be capable of receiving. If you do not want to receive postal or electronic communications, you may withdraw your consent at any time, by clicking the link in a communication, or emailing us at webmaster@esaconnection.com. You don’t need to provide consent as a condition to purchase our products or Services. If you want to withdraw your consent from a particular third-party supplier, you will need contact those suppliers directly.
 
INFORMATION FROM THIRD PARTIES
To manage the information we receive about you from a social networking site or other third party (if applicable), you will need to follow the instructions from that party for updating your information and changing your privacy settings, where available. The information we collect is covered by this Privacy Notice, and the information a third-party collects is subject to the privacy practices and notice of that third-party. Privacy choices you have made on any third-party site will not apply to our use of the information we have collected directly through the Site or provision of the Services.
 
UNAUTHORIZED ACCOUNTS
If an Account or profile was created with the Company without your knowledge or authorization, please contact the Company at webmaster@esaconnection.com.
 
RETENTION OF PERSONAL INFORMATION
We retain your personal information to provide Services to you and as otherwise necessary to comply with our legal obligations, resolve disputes, and enforce our agreements. We will retain your personal information for no more than seven (7) years following the date on which you terminate your use of the Services unless we are otherwise required by law or regulation to retain your personal information for longer. For example, where you have a contract with us, we will retain your data for the length of the contract, and will further retain that information for a time period consistent with our legal or regulatory responsibilities after the termination or expiration of your Services with us in order to allow us to resolve disputes, and to adhere to the technical and legal requirements and constraints related to the security, integrity and operation of the Site and Services. If you have any questions about how long we will keep your specific data, please contact us at webmaster@esaconnection.com
 
YOUR RIGHT TO CONTROL HOW YOUR PERSONAL INFORMATION IS USED
You have the right to make requests regarding your personal information. You can:
1) Ask the Company to access (and provide information on how we use and how we share), update, remove, restrict, or correct your personal information;
2) Ask the Company to identify what personal information of yours has been shared;
3) In certain circumstances, receive or (if technically feasible) ask the Company to provide your personal information to a third party, in a structured, commonly used and machine-readable format, although we will not provide you with certain personal information if to do so would interfere with another’s individual’s rights or where another exemption applies;
4) Object to marketing at any time by contacting the Company at webmaster@esaconnection.com; and
5) Withdraw your consent to process your personal information in circumstances where we are relying on your consent as our basis for processing.
 
You can withdraw your consent, or view and/or change the personal information you have provided the Company by submitting a request through   webmaster@esaconnection.com.
 
Please note that some rights only apply in certain circumstances or to certain information and some exceptions may apply. In some areas you have data subject rights afforded by the laws in that jurisdiction.
 
THIRD-PARTY LINKS AND INFORMATION COLLECTION AND USE BY OUR USERS
Some of our Services provide links to other websites. Because we do not control the information policies or practices of these third-party sites, you should review their privacy policies to learn about how they collect and use personal information and direct any concerns to the site administrator of that website.
 
CHILDREN
Our Services are not directed to persons under 18. We do not knowingly collect personal information from children under 18. If you are a parent or guardian of such a child and become aware that your child has provided personal information to us, please contact us by emailing webmaster@esaconnection.com as described in this Privacy Notice and we will take reasonable steps to remove any such information.
 
NOTIFICATION OF CHANGES
We reserve the right to modify this Privacy Notice at any time, so please review it frequently. If we decide to change this Privacy Notice in any material way, we will notify you here, by email, or by means of a notice on esaconnection.com . In all cases, your continued use of any Services constitutes acceptance to any such changes.
 
CONTACT US AND COMPLAINTS
If you have any questions about this Privacy Notice or our data handling practices, or you wish to make a complaint, you may contact our Chief Technology Officer at   webmaster@esaconnection.com or by regular mail at:
Educational Services Alliance, LLC dba ESAConnection
500 N. Estrella Parkway Ste #B2-156
Goodyear, AZ 85338
Attn:  Chief Technology Officer
 

SECTION 5 – GENERAL TERMS

 
1. Effective During Use. These Terms will remain in full force and effect while you use the Site and/or the Company’s Services.
 
2. LIMITATION OF LIABILITY. THE SITE OFFERS A MARKETPLACE FOR THOSE SEEKING TEACHING AND OTHER EDUCATIONAL MATERIALS AND SERVICES TO CONNECT WITH THOSE SEEKING TO PROVIDE THESE SERVICES.
 
YOU UNDERSTAND AND AGREE THAT THE COMPANY HAS NO CONTROL OVER THE ACTS OR OMISSIONS OF ANY USER ON OR OFF THE SITE AND THAT THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE QUALITY OF THE SERVICES PROVIDED BY ANY USER. YOU UNDERSTAND AND AGREE THAT THE COMPANY IS NOT RESPONSIBLE FOR THE PERFORMANCE OR CONDUCT, WHETHER ON OR OFF THE SITE, OF ANY USER. AS SUCH, THE COMPANY EXPRESSLY DISCLAIMS, AND EACH USER EXPRESSLY RELEASES THE COMPANY FROM, ANY AND ALL LIABILITY WHATSOEVER FOR ANY CONTROVERSIES, CLAIMS, SUITS, INJURIES AND/OR DAMAGES ARISING FROM AND/OR IN ANY WAY RELATED TO THE SITE, INCLUDING WITHOUT LIMITATION ANY ACTS AND/OR OMISSIONS OF USERS ON OR OFF THE SITE.
 
USERS OF THE SITE TRANSACT BETWEEN THEMSELVES. THE COMPANY WILL NOT BE INVOLVED IN ANY USER INTERACTIONS. THE COMPANY IS NOT RESPONSIBLE FOR DISPUTES, CLAIMS, LOSS, INJURY, OR DAMAGE OF ANY KIND THAT MIGHT ARISE DURING AND AFTER USER INTERACTION.
 
TO THE FULL EXTENT PERMITTED BY LAW, THE COMPANY IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE SITE OR THE SERVICES, EVEN IF THE COMPANY HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO: (A) THE USE OF OR THE INABILITY TO USE THE SITE; (B) THE COST OR PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SITE; (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSION OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (D) CONTENT OR INFORMATION USERS MAY DOWNLOAD, USE, MODIFY, OR DISTRIBUTE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. IN NO EVENT SHALL THE COMPANY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED (A) THE AMOUNT PAID BY YOU TO THE COMPANY OR A COMPANY PARTNER, IF ANY, OR (B) $2,500.00 (WHICHEVER IS LESS).
 
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
 
YOU AND THE COMPANY AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE MATERIAL, BARGAINED-FOR BASES OF THE AGREEMENT BETWEEN THE PARTIES, AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT IN DETERMINING THE CONSIDERATION TO BE GIVEN BY EACH PARTY UNDER THESE TERMS OF USE. YOU AND THE COMPANY AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE FAIR AND REASONABLE.
 
IF YOU ARE DISSATISFIED WITH THE SITE OR DO NOT AGREE TO ANY PROVISIONS OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE, EXCEPT AS MAY BE PROVIDED FOR IN THIS SECTION.
 
3. Access to Site. All Users must: (a) be of legal age and have capacity to agree to these Terms on their own behalf or on behalf of a minor who will be receiving the services; (b) reside within the United States; (c) provide accurate, current, and complete information about themselves as required during Site registration (“Registration Data”); (d) maintain the security of any password and identification information used to access the Site; (e) maintain, promptly update, keep accurate, current, and complete all Registration Data and any information you provide to the Company; and, (f) accept all risks of unauthorized access to information and Registration Data.
 
4. Password Protection. To protect your privacy, User Content, and your Registration Data, you will be provided a password upon completing the registration process on the Site. You are solely responsible for maintaining the confidentiality of the password and are fully responsible for all activities that occur under your password accessible Account. You agree to: (a) immediately notify the Company of any unauthorized use of your Account, loss or accidental disclosure of your password, or any other breach of security; and (b) ensure that you exit from your account at the end of each session. The Company cannot and will not be liable for any unauthorized access to your Account or personal data that arises from your acts or omissions.
 
5. Assumption of risk. Users assume all risks associated with use of the Site, including without limitation any and all of the risks associated with any online or offline interactions with other Users. Users shall take all necessary precautions when interacting with other Users.
 
6. Modifications and Amendments. These Terms and all documents incorporated herein by reference, including the Privacy Notice, are subject to occasional revision by the Company at the Company’s sole and absolute discretion. If the Company makes any substantial changes, as determined in the Company’s sole and absolute discretion, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on the Site. You are responsible for providing us with your most current e-mail address. In the event the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of the Site. Continued use of the Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the Terms as modified.
 
7. Export Control Laws. The Site may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
 
8. Electronic Communications. Certain communications between you and the Company use electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you: (a) consent to receive communications from Company in an electronic form; and, (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if they were to be provided in a hardcopy writing. The foregoing does not affect your non-waivable rights, if any.
 
9. Advertisements and Promotions. The Company may run advertisements and promotions from third parties on the Site. Your correspondence or business dealings with, or participation in promotions of, advertisers other than the Company, found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. The Company is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Site.
 
10. Seeking of Injunction. Notwithstanding the Terms regarding Alternative Dispute Resolution Procedures set forth herein, you agree that any material breach of the Terms will result in irreparable harm to the Company for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, the Company reserves the right to seek equitable relief through the court system, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if the Company seeks such an injunction.
 
11. General Practices Regarding Use and Storage. You acknowledge that the Company may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Company and the maximum storage space that will be allotted on the Company’s servers on your behalf. You agree that the Company has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by you in conjunction with the Service. You acknowledge that the Company reserves the right to terminate accounts that are inactive for an extended period of time, as determined by the Company in its sole and absolute discretion. You further acknowledge that the Company reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
 
12. Term and Automatic Renewal.
a. Initial Term. The initial term for any Services purchased by you will be for the time period set forth in the registration form presented to you when you order the Services (the “Initial Term”).
b. Automatic Renewal. Following the expiration of the Initial Term the Services will automatically renew for successive periods of equal length as the Initial Term (each a “Renewal Term”). The Initial Term and any Renewal Terms shall be collectively referred to as the “Term.” The payment date will occur twenty-four (24) hours prior to the expiration of Subscriber's Services without any prior notice. If you do not want the Services to automatically renew, you must opt out of the automatic renewal option at least sixteen (16) calendar days before the end of your then current Term or else your payment method on file will be charged as described above. The procedure to disable automatic renewal can be found in subsection (d) below.
c. Disabling automatic renewal option. You may disable the automatic renewal option for your hosting account at any time online at billing@esaconnection.com. Services that are not automatically renewed will be terminated at the end of the Initial Term or any Renewal Term which is not subsequently renewed.
d. Disabling automatic renewal option for basic hosting services. You may disable the automatic renewal option for your hosting account at any time online at billing@esaconnection.com.  In the event that the account expires, all User Content will be permanently removed from the server. Please make a backup of all User Content before you disable autorenewal. So long as your Account remains active, other products and services on the Account such as domain names or Domain Privacy will continue to auto renew.
 
13. Payment.
a. Fees Due. You will pay to the Company all fees for the Services set forth in the registration form presented to you at the time you order the Services. All fees are non-refundable when paid except as otherwise provided herein.
b. Pricing. The Company may change our prices from time to time. The Company may increase the fees for the Services: (i) as permitted in the applicable Service description published on the Company’s website or in a promotional offer (collectively, the “Service Description”); and, (ii) at any time on or after the expiration of the Initial Term by providing at least fifteen (15) days prior written notice to you. Written notice may be in the form of: (i) notices and updates provided through the Subscriber billing tool provided as part of the Services; (ii)  notices and updates otherwise provided through the Services; or, (iii) pricing notifications for Renewal Terms sent via email. It is your sole responsibility to periodically review all billing-related information provided to you by the Company and notices sent or posted by the Company.
c. Taxes. The advertised fees do not include any applicable sales, use, revenue, excise, or other taxes imposed by any taxing authority with respect to the Services provided hereunder. All such taxes may be added to your invoices for the fees as separate charges to be paid by you.
 
14. Refund Policy – 30 Day Money-Back Guarantee. If you purchase an Account with a thirty (30) day money-back guarantee, you may receive a full refund of all fees paid (the "Money-back Guarantee Refund") if you cancel within the first thirty (30) days of the Initial Term (the "Money-back Guarantee Period"). To request a Money-back Guarantee Refund, please contact us at billing@esaconnection.com.  The Money-back Guarantee Refund shall only accrue and be due to you upon your compliance with, and subject in all respects to, the terms and conditions of this Refund Policy. Money-back Guarantee Refunds only apply to hosting services and certain add-on products or services. The Money-back Guarantee does not apply to Services with a monthly term, domain registration fees, setup fees, or any fees for additional Services.
 
15. Cancellation Procedure. You may cancel the Services you purchased at any time by giving the Company notice at cancel@esaconnection.com.   The cancellation request is subject to verification of ownership of the Account and/or domain, as determined in the Company's sole discretion. Such cancellation shall take effect at the end of the Initial Term or current Renewal Term. You shall be obligated to pay all fees and charges accrued prior to the effectiveness of such cancellation subject to the terms of the thirty (30) day money-back guarantee if applicable. After the Account is canceled, all Subscriber Content will be permanently removed from the server. Please make a backup of all Subscriber Content before you contact The Company to cancel your account.
 
16. Termination by The Company. The Company may suspend or terminate your rights to use the Site (including your Account) at any time for any reason in its sole and absolute discretion. The Company may terminate your access to the Services, in whole or in part, including deletion or confiscation of all files, content (including User Content), and/or domain name registrations, without notice in the event that: (i) you fail to pay any fees due hereunder to the Company; (ii) you violate any of these Terms; (iii) your conduct may harm the Company or others, cause the Company or others to incur liability, or disrupt the Company's business operations (as determined by the Company in its sole and absolute discretion); (iv) you are abusive toward the Company's staff in any manner; or, (v) for any other lawful reason, including to comply with applicable law, or as otherwise specified in these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Site will terminate immediately. In such event, the Company will not refund to you any fees paid in advance of such termination, and you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such termination.
 
17. Termination for Non-Payment. If you fail to pay the fees due for the Services, we may suspend or terminate your Services and pursue any collection costs incurred by the Company, including without limitation, any arbitration and legal fees and the Company's reasonable attorneys' fees.
 
18. Late and Returned Payment Fees. If any check is returned for insufficient funds, The Company may impose a minimum processing charge of $50.00 plus any applicable taxes. Accounts will not be reactivated until all outstanding amounts are paid. We are not responsible for any deleted or lost Subscriber Content that results from any suspension or termination of the Services.
 
19. Dedicated servers. If you make a late payment, the Company does not automatically reactivate the dedicated servers. Email us at  billing@esaconnection.com to discuss options to reactivate the dedicated server.
 
20. Modification of Services. The Company reserves the right to modify, change, or discontinue any aspect of the Services at any time.
 
21. Miscellaneous.
a. Governing Law; Jurisdiction. Any controversy or claim arising out of or relating to the Terms or Services, including any claim based upon or arising from an alleged tort, shall be governed by the substantive laws of the State of Arizona. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. Any suit, action, or proceeding concerning the Terms or Services must be brought in Maricopa County, Arizona. If any suit, action, or proceeding must arise in a court, such action shall be brought in a state or federal court located in Maricopa County, Arizona. You irrevocably consent to the exclusive jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action, or proceeding and irrevocably waive, to the fullest extent permitted by applicable law, any objection which you may now or hereafter have that any such suit, action, or proceeding has been brought in an inconvenient forum.
 
b. Headings. The paragraph headings used herein are for convenience and reference only, and are not intended to define, limit or describe the scope of any provision of these Terms.
 
c. Entire Agreement. These Terms and all documents incorporated herein by reference, including the Privacy Notice, supersede all prior discussions, negotiations and agreements between the parties with respect to the subject matter hereof, and constitute the sole and entire agreement between the parties with respect to the matters covered hereby.
 
d. Severability. If any term, condition, or provision of these Terms, or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, it is the intention of the parties that the remainder of the Terms, and their application to persons or circumstances other than those to which it is invalid and unenforceable, shall not be affected thereby, and each term and provision hereof shall be valid and enforced to the fullest extent permitted by law.
 
e. Waiver. No failure or delay by any party hereto to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy by any party preclude any other or further exercise thereof or the exercise of any other right or remedy. No express waiver or assent by any party hereto to any breach of or default in any term or condition of these Terms shall constitute a waiver of or an assent to any succeeding breach of or default in the same or any other term or condition hereof.
 
f. Interpretation of Terms. If a question of interpretation arises, these Terms will be construed as if drafted jointly by the parties hereto and the language of all parts in these Terms shall be construed as a whole, according to fair meaning, and not strictly for or against any party hereto. Any ambiguity or uncertainty existing herein shall not be interpreted or construed against any party hereto.
 
g. Assignment; Successors. You may not assign or transfer any of your rights or obligations hereunder, without the prior written consent of the Company. Any attempted assignment in violation of the foregoing provision shall be null and void and of no force or effect whatsoever. The Company may assign its rights and obligations hereunder, and may engage subcontractors or agents in performing its duties and exercising its rights hereunder, without your consent. These Terms shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.
 
h. Force Majeure. Neither party is liable for any default or delay in the performance of any of its obligations under these Terms, or as specific to any Services provided, (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party's reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
 
i. Third-Party Beneficiaries. Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights in any person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, you acknowledge and agree that any supplier of a third-party product or service that is identified as a third-party beneficiary in the Service description, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products nor services against you as if it were a party to this Agreement.
 
ACCEPTANCE OF AGREEMENT.
 
YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND ALL DOCUMENTS INCORPORATED HEREIN BY REFERENCE, INCLUDING THE PRIVACY NOTICE, AND AGREE TO BE BOUND HEREBY. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF THE SERVICES AND ARE NOT RELYING ON ANY REPRESENTATION, AGREEMENT, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THESE TERMS.

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