Last Updated: 9/1/2020
AGREEMENT TO TERMS
Please note that the Children’s Online Privacy and Protection Act (“COPPA”) requires that online service providers such as Aperture Education obtain parental consent before they collect personal information from children under age 13. To ensure compliance with COPPA, Aperture Education will only permit the collection of personal information from a child under age 13 if that child’s school, school district, other youth organization, and/or teacher has agreed to obtain the parental consent required by COPPA. Therefore, you agree that:
- You are solely responsible for ensuring compliance with COPPA;
- You have obtained written consent from all parents or guardians of children under age 13 who will be accessing and providing any personal information via the Services; and
- If you are a teacher or youth program leader, you have obtained any required authorization from your school, school district or other educational organization to use the Services and provide any student access to the Services.
USE OF ASCEND
Ascend software is intended to be used to bring together students, mentees, mentors, educators, parents, and administrators in the pursuit of student or mentee goals. The site aids students and mentees in setting and tracking their goals and tasks; enables parents, mentors, and educators to communicate with students about those goals and tasks; and provides administrators with data to better evaluate programming.
Schools and mentoring organizations pay a license fee for students and mentees to use the site. Students and mentees are then allowed to invite as many advocates as needed to help them fulfill their goals. When the school or mentoring contract expires, student or mentee access to the site will be discontinued.
Your Rights and Limitations
LIMITED LICENSE TO ASCEND
Subject to your compliance with these Terms and any agreement entered into by your institution or organization relating to the Services, we hereby grant you, as a User, a limited, revocable, non-exclusive, non-transferable, and non-sublicensable right to access and use the Services for your personal and informational use only.
The Services, including all materials and information, and the selection, arrangement, and composition of such information (“Materials”) are proprietary property of Ascend, its suppliers, and licensors and are protected by United States and international intellectual property laws, including but not limited to trademark and copyright laws. You agree not to remove, alter, or obscure any copyright, trademark or proprietary rights notice incorporated in or accompanying the Services. Except for the limited license explicitly granted to you under these Terms, no other license is granted to you, whether by implication, estoppel or otherwise and all rights are explicitly reserved. You may not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or architectural framework for the Services (except to the extent specifically permitted by applicable law). You also may not access, download, monitor, or copy any information or content contained on or in the Services through automated or artificial means (including, but not limited to, screen and database scraping, spiders, robots, crawlers, deep-link, or any similar or equivalent automatic or manual process), or in any way obtain or attempt to obtain any content or information through any means that Ascend does not intentionally make available through the Services. However, general purpose Internet search engines and non-commercial public archives that use tools to gather information for the sole purpose of displaying hyperlinks to the Services are granted a limited exception from the foregoing exclusion, provided that they do so from a stable IP address or range of IP addresses using an easily-identifiable agent that adheres to all limitations set forth in any applicable robots.txt file. You may not harvest information for any purpose. You may not frame any part of our Services. You may not use, or attempt to use, the Services through any means not explicitly and intentionally made available, provided or intended with respect to the Services (including, but not limited to, attempting to gain unauthorized access to any portion of the Services, or any other systems connected to the Services). You may not use or access the Services in any manner that could damage, disable, overburden, or impair the Services or that could interfere with the rights of or otherwise harm Ascend, any users, or any other person.
YOUR DATA AND CONTENT
You own the information and content you submit to the Services and you grant Ascend and our affiliates a non-exclusive, worldwide, transferable, and sub-licensable right to use the information you provide through our Services so that we can provide the services. You can end the license by deleting your account, except to the extent you shared content with others and taking into account reasonable time for Ascend to remove content from backup systems. While you own your data, Ascend owns the anonymized and aggregated data, including any insights derived from such data. If you submit suggestions or other feedback regarding our Services to Ascend, you agree that we have the irrevocable right to use and/or share such feedback for any purpose without compensation to you. Without limitation, you are responsible for all content you submit to the Services.
It is the responsibility of each user and organization to post acceptable content on the site. Ascend is not liable for inappropriate use of the site including inappropriate conversations between students or mentees and their mentors or inappropriate use of incentives for blackmail or bribery.
Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments or any other area on or in the Ascend site, you hereby expressly permit Ascend to identify you by your username as the contributor of Your Content in any publication in any form, media, or technology now known or later developed in connection with Your Content.
USER CODE OF CONDUCT
As a condition of use, you agree not to use Ascend for any purpose that is prohibited by the Terms or by applicable law. Do not post, or permit others to post, content on your profile that (i) encourages illegal activities, is fraudulent, or is unlawful; (ii) insults, defames, harasses, or threatens others; (iii) violates the copyright or intellectual property or privacy rights of others; (iv) contains obscene, vulgar, pornographic, or libelous material; (v) harms or impersonates others, including other Users; or (vi) advertises or sells a product or service.
Do not share the solutions to assignments with others unless this is expressly authorized by the Instructor. Do not submit the work of others as your own work. Respect the privacy of other Users. Respect the diversity of opinions and cultures that will be presented by other Users.
Do not attempt or engage in, any potentially harmful acts that are directed against Ascend, including but not limited to violating or attempting to violate any security features of Ascend, introducing viruses, worms, or similar harmful code into Ascend, or interfering or attempting to interfere with use of Ascend by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Ascend site. If you believe that someone has violated this code of conduct, contact email@example.com with your concerns.
PRIVACY AND SECURITY
We currently use the following security practices and measures: TLS Encryption for all public traffic and database connections; all user and application data is encrypted at rest; daily code vulnerability scans with automatic patching; automatic server OS patching and upgrades. Detection of unauthorized access can be discovered by access log audits and analysis.
When registering with Ascend services, users agree to do so as themselves and not impersonating another user. Upon registration, you will create a password to ensure the security of your account. Upon completing use of the site, log out to avoid transference of account credentials.
Student or Mentee: Students and mentees are provided use of the site through their school or mentoring organization. Students and mentees have the ability to invite a number of people in their lives (advocates) to engage on the site with them to help them achieve their goals.
Advocate: An advocate is an individual a student or mentee invites to help them achieve their goals. Advocates can be teachers, mentors, parents, family members, coaches, peers.
Administrator: Administrators represent schools or mentoring organizations and have access to all site data entered by students within their specific account.
You agree that we may use any information that you provide or an Authorized User provides to us or that is collected via the Services (i) to provide the Services for your and each Authorized User’s benefit; (ii) to aggregate information in anonymized form for the purpose of preparing benchmarking reports and for other purposes consistent with any applicable legal requirements, including FERPA; and (iii) to utilize data capture, syndication and analysis tools, and other similar tools, to extract, compile, synthesize and analyze any non-personally identifiable data or information resulting from your or an Authorized User’s use of the Services (“Statistical Data”). Statistical Data may be collected and used by us for (i) improving our educational products, (ii) demonstrating the effectiveness of our products and services, (iii) developing new services and applications, and (iv) any lawful business purpose without a duty of accounting to you, provided that the Statistical Data is used only in aggregated form, without specifically identifying you, any student or other individual, or the source of the Statistical Data.
Ascend may launch experimental features for users to test and try. These features may be added or removed without notice.
You agree to indemnify, defend, and hold Instructure, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively the “Ascend Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, the Ascend site; (c) your violation of the Terms; (d) your violation of any rights of another party, including any User; or (e) your violation of any applicable laws, rules or regulations. Ascend reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Ascend in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, the Terms, or your access to Ascend.
It is Ascend’s policy to terminate access and/or membership privileges of any User who repeatedly infringes copyright upon prompt notification to Ascend by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Ascend site in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Ascend site of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Ascend’s Copyright Agent for notice of claims of copyright infringement is as follows: firstname.lastname@example.org
THIRD-PARTY CONTENT AND WEBSITES
Ascend is not responsible for any disputes that occur between users. Users should only be interacting on the site with people they interact with in their daily lives, and any disputes should be resolved outside of the site.
TERM and TERMINATION
This agreement holds until a school or mentoring organization contract is complete, or a student has graduated or left that organization. Students will only have access to the site as long as the institutional, organizational and/or subscription contract is in service.
Disputes, Arbitration, and Limitation of Liability
You will resolve any claim, cause of action or dispute (claim) you have with us arising out of or relating to these Terms or Ascend exclusively in the U.S. District Court for the Western District of North Carolina or a state court located in Mecklenburg County, and you agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such claims. The laws of the State of North Carolina will govern these Terms, as well as any claim that might arise between you and us, without regard to conflict of law provisions.
You agree to release, defend, indemnify, and hold Ascend and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services or your violation of these Terms.
The arbitration will be conducted by the American Arbitration Association (AAA) under its then-applicable rules, including (as appropriate) its Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single, independent, and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that the hearing will be conducted in Mecklenburg County, North Carolina. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.
CLASS ACTION WAIVER
ANY DISPUTE WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL LEGAL ACTION. YOUR ACCESS AND CONTINUED USE OF THE PROPERTIES AND/OR THE SERVICES SIGNIFIES YOUR EXPLICIT CONSENT TO THIS WAIVER. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN COURTS OF COMPETENT JURISDICTION LOCATED IN MECKLENBURG COUNTY, NORTH CAROLINA. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH PROCEEDING.
Notwithstanding anything to the contrary, you and Ascend may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect intellectual property rights, whether in aid of, pending or independently of the resolution of any Dispute pursuant to the arbitration procedures set forth above.
LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER ASCEND NOR ANY OTHER PARTY INVOLVED IN THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ASCEND HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE SERVICES; OR (F) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES.
IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF ASCEND AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS AND SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO ASCEND BY YOU ACCORDING TO THE TERMS, OR ONE HUNDRED US DOLLARS ($100) IF NO SUCH PAYMENTS HAVE BEEN MADE.
Your access to and use of the Services is at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, ASCEND DISCLAIMS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Ascend does not guarantee that the Services will be error-free.
This Agreement is effective until terminated by Ascend. Ascend may terminate this Agreement at any time without notice, or suspend or terminate your access and use of the Site at any time, with or without cause, in Ascend’s sole discretion and without notice. The following provisions of this Agreement shall survive termination of your use or access to the Site: the sections concerning Disputes, Indemnification, Binding Arbitration, Class Action Waiver, Limitation of Liability, and Miscellaneous Terms, and any other provision that by its terms is intended to survive your use or access to the Site.
These Terms, and any rights and licenses granted hereunder, may be transferred or assigned by you only with Ascend’s prior written consent, but may be assigned by Ascend without restriction and without notice to you.
These Terms constitute the entire agreement between you and Ascend concerning the Services and supersede all prior or contemporaneous communications of any kind between you and Ascend with respect to the Services. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, void, or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms, and the remainder of these Terms shall remain in full force and effect.
No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Ascend’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
We reserve the right to modify, restrict access to, or discontinue the Services (or any portion of the Services), temporarily or permanently, with or without notice to you, and we are not obligated to support or update the Services. Unless explicitly stated otherwise, any new features that result in a change the current Services shall be subject to these Terms.