Terms and conditions
Subject to these Terms & Conditions, FPP EDU MEDIA LLC (collectively referred to
herein as "FPP”, “we" "us"
and "our") provide you with access to our website
https://www.fpp.world and it’s subdomains (the "Site") and the services enabled
via the Site including the virtual fair platform (the
"Platform").
The Site and Platform include, but may not be limited to, the access to and use
of the Platform for virtual events under the names “The Student World”, “The
Student World Virtual Fair", "Study Abroad Session", “Virtual Fair", "High
School Sessions", "Counselor Workshop Networking Event", "Networking event”,
"Live session” through accounts created on our network.
For the purposes of this Agreement, "Client",
"you" or "your" refer to the colleges,
universities, language schools or any other institution or organization,
government body, agent including their representatives or employees with a
registered account.
PLEASE READ THESE TERMS & CONDITIONS (the "Agreement")
CAREFULLY. BY VIRTUE OF REGISTERING WITH, ACCESSING AND/OR USING THE SITE IN ANY
WAY, YOU REPRESENT THAT YOU HAVE READ, UNDERSTAND AND HEREBY AGREE TO BE BOUND
BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY
NOT ACCESS OR USE THE SITE OR THE PLATFORM.
FPP may amend this Agreement at any time and the amended version will become
effective when posted on the FPP website. You agree to review this Agreement
each time you use the Site or Platform so that you are aware of any
modifications. By continuing to use the Site or the Platform following such an
amendment, you accept and agree to be bound by the amended Agreement.
You represent and warrant to us that you have the legal capacity and full
authority to accept and perform this Agreement as an authorized
representative of your organization.
1. Definitions
The following terms have the meanings ascribed to them in this Section 1 when
used in this Agreement. Other terms, when capitalized, have the meanings defined
elsewhere in this Agreement.
(a) "Agreement" shall mean these Terms and Conditions together
with the official online registration form, the Privacy Policy and any
supplemental terms.
(b) "Event" shall mean a virtual fair and/or any other event you
have registered to attend.
(c) "Plan" shall mean any of the annual plans that are available
for you to subscribe to for a one (1) year period, as further described herein.
2. Rules for Registration
(a) Representations. You represent to us that you have read, understood,
and are authorized to enter into this Agreement on behalf of your organization.
You acknowledge that this Agreement contains obligations which will be binding
on your organization.
(b) Registration of Account. You must create or have an account on the
Site in order to access the Platform and participate in an Event. If an account
already exists for your organization in our system, then your representative
will be granted access to that existing account instead of creating a new one.
During the registration process you will provide certain personal information.
Once you create an account you will be provided with a unique username and
password. If you have purchased a Plan, then once you have created an account
you may register for any Events included in the Plan. We reserve the right to
actively monitor access to the Platform and may, in our sole discretion,
immediately revoke the rights granted herein, remove access to the Platform and
terminate the account of any person who we determine or reasonably believe has
violated or is violating this Agreement, or has permitted or is permitting any
other person to do so.
(c) Accurate Information. It is imperative that you provide accurate and
truthful information about your identity, contact information, organization, and
other information during the registration process. By filling in the
registration information you represent and warrant to FPP that all of the
information you provide during this process is true and correct. We reserve the
right to terminate your registration for an Event or your use of the Platform if
we determine that you have not provided complete and accurate information. You
are responsible for keeping your information up to date, so it is complete and
accurate.
(d) Protection Against Unauthorized Use and Access. Additionally, you
will: (i) not disclose your password to any third party; (ii) be responsible for
preserving the confidentiality of your username and password; (iii) be
responsible for all activities that occur under your account; and (iv)
immediately notify us of any known or suspected unauthorized use of your account
or any other breach of security.
(e) Connectivity; Equipment. You shall be solely and exclusively
responsible, at your sole expense, for the acquisition, installation, operation,
security and maintenance of the minimum system components and communications
services required to access and use the Platform. Any inability to access or
interruption of access to the Platform due to your failure to procure and
maintain the necessary hardware and communications services shall be at your
sole and exclusive liability and responsibility and FPP shall have no
responsibility or liability for the same.
3. Terms for the FPP Annual Plans
(a) Terms. If you decide to purchase one of the Plans, the specific terms
for the Plan will be posted on the Site. We may change the terms of a Plan at
any time and such changes will go into effect at the beginning of the next
subscription term.
(b) Start Date. If you decide to purchase a Plan, the start date for the
Plan will be the same date of the first Event where the Plan is used.
(c) Expiration Date. If you decide to purchase a Plan, the expiration date
for the Plan will be exactly 365 days after the start date as set forth in
Section 3(b).
(d) Events included on Plans. Only events organized by FPP can be selected
and attended under a Plan. Events organized or hosted by a third party, but
operated inside our Platform, are outside the scope of any Plan and a Plan
credit cannot be used to attend such an event.
4. Payment and Fees
(a) Fees. We provide access to and use of the Platform for participation in
Events for either a subscription fee if you purchase a Plan or a one-time fee.
The fees are set forth on the Site. You are responsible for the payment of all
sales taxes, fees, use taxes, charges, duties, levies, and similar governmental
charges (“Sales Taxes”) related to your use of the Platform. The applicable
fees, along with any required Sales Taxes, may be paid on an annual basis if you
are purchasing a Plan or per Event if you are not purchasing a Plan. All fees
are payable in advance. We may change the fees or institute new fees at any
time. Any change to the subscription fees for a Plan will take effect at the
beginning of the next billing date. We will give you reasonable notice of any
such pricing changes by posting the new fees on or through the Site. It is your
responsibility to remain informed about the current fees.
(b) Billing and Payment.
(i) Annual Plan fees will be billed in full and in advance at the subscription
of the Plan. The invoice will be sent automatically by the FPP system.
(ii) One-time fees will be billed in advance, at the time of registration for the
Event. The invoice will be sent automatically by the FPP system.
(iii) We currently accept payment by bank wire, check (in USD funds only), credit
card or debit card. Any change in accepted payment methods will be posted on or
through the Site.
(c) Your Responsibility. You are responsible for the timely payment of all
fees and for providing us with valid information related to your invoice at all
times.
d) Non-Payment. In the event that payment is not received by FPP within
sixty (60) days of the due date of the invoice, FPP will be entitled to initiate
legal actions against the Client. Non-Payment does not invalidate this
Agreement, any cancelation after this Agreement is accepted will be subject to
the cancelation policy on section 7.
(e) Credit and Debit card Payments. We use a third-party payment processor
(the “Payment Processor”) to link us to your Payment Account. The processing of
payments in connection with your account and any fees will be subject to the
terms, conditions and privacy policies of the Payment Processor and your Payment
Account issuer in addition to this Agreement. We are not responsible for any
errors by the Payment Processor or your Payment Account issuer.
5. Term and Termination
(a) Term and Termination. Your account will continue, unless we terminate
it or you notify us by email at talkto@fpp.world and/or through our system
(receipt of which must be confirmed by email reply from us) of your decision to
terminate your account (the “Term”). Any termination or cancellation will be
effective upon receipt unless otherwise stated in the written notice. Unless
otherwise agreed upon in writing by the parties, we reserve the right, at our
sole discretion, to terminate your account and access to the Platform, at any
time and for any reason.
(b) Material Breach. The following events are considered a material breach
of this Agreement resulting in an immediate termination of the Agreement: (i)
you fail to observe and perform your obligations or make payment under the terms
of this Agreement; (ii) a receiver is appointed for you or your property; (iii)
you make an assignment for the benefit of its creditors; (iv) any proceedings
are commenced by, for or against you under any bankruptcy, insolvency or debtors
relief law or you are adjudicated as bankrupt; and (v) you commence steps to
liquidate or dissolve. In the event of a material breach under this Section 5(b)
you will not be entitled to a refund of any monies paid to FPP.
6. Promotions and Offers
We may offer you certain promotions and special offers. The following terms and
conditions apply to all offers and promotions, unless otherwise stated. By
accepting any promotion or offer, you agree to be bound by the terms contained
in this Section 6 as well as any specific terms or conditions related to the
promotion or offer. We reserve the right to send particular promotions to
particular users. We may use any personal information you provide to us
(including your email address), to provide you (by email or otherwise) with
information regarding our contests and promotions.
Promotions and special offers are provided pursuant to the specific terms that
FPP establishes for such promotion or special offer. Price discounts cannot be
used together or combined with other discount offers or promotional offers.
Promotional offers are intended for the addressed recipient only and cannot be
transferred in any manner. If you are not the intended recipient, then the offer
is null and void. We may request further information from you if you wish to
participate in certain promotions and offers. Participation in these promotions
is completely voluntary. Therefore, you have the choice to decline to
participate in any promotion where you are required to provide further
information about your organization. FPP reserves the right to withhold or
deduct credits or other benefits obtained through promotions or special offers
in the event that we determine or believe that the promotion or special offer
was in error, fraudulent, illegal, or in violation of the applicable promotional
terms or this Agreement.
7. Representations and Indemnification
(a) Representations and Warranties. You represent, warrant and covenant to
FPP that:
(i) any information or materials you post on or transmit through
the Platform or the Site for any purpose will not infringe on the copyright,
trademark or other intellectual property rights or trade secrets or violate any
other rights of any third party;
(ii) you will use the Site and the Platform
only in compliance with our standard published policies then in effect and all
applicable laws and regulations.
(b) Indemnification. You agree to defend, indemnify and hold FPP, its
affiliates, and each of its and their respective directors, officers, managers,
employees, contractors, shareholders, agents, representatives, licensors,
successors and assigns harmless from and against any and all claims,
liabilities, demands, damages, costs and expenses of any nature whatsoever,
including court costs, collection expenses and reasonable attorneys’ fees, in
any way arising from, related to or in connection with (i) your access, use or
misuse of the Platform or the Site, (ii) your violation of this Agreement, or
(iii) the posting or transmission of any materials on or through the Platform or
the Site by you, including, but not limited to, any third party claim that any
information or materials you provide infringes any third party proprietary right
or violates applicable law.
8. Cancellation Policy
(a) General. You may cancel your registration for an Event by contacting
your FPP representative via e-mail or by contacting our general inbox
talkto@fpp.world, all cancellation requests must be made in writing via email.
Cancellations via phone, whatsapp or any other communication tool are not
accepted or considered valid.
(b) Cancellation of Events without a Subscription Plan and Without a
Multi-City Discount or Regional Package: If you have elected not to
purchase a subscription plan and the Event you want to cancel was not part of a
multi-city discount package, then any cancellation is subject to the following
conditions:
(i) For High School Sessions and High School Counselor Workshops
A. If
you cancel 60 (sixty) days or more prior to the Event, no cancellation fee will
be applied, and a full refund or credit which can be used for other services
will be provided to you in the amount paid.
B. If you cancel 45 (forty-five)
days or more prior to the Event, you will not receive a refund, but you will
receive a full credit of the amount you paid which can be used for other
services.
C. If you cancel 30 (thirty) days or more prior to the Event, you
will not receive a refund, but you will receive a credit of 30% of the amount
you paid which can be used for other services.
D. If you cancel 20 (twenty)
or fewer days prior to the Event, there will be no refunds or credits.
(ii) For all other Events
A. If you cancel 45 (forty-five) days or more
prior to the Event, no cancellation fee will be applied, and a full refund or
credit which can be used for other services will be provided to you in the
amount paid.
B. If you cancel 30 (thirty) days or more prior to the Event,
you will not receive a refund, but you will receive a full credit of the amount
you paid which can be used for other services.
C. If you cancel 20 (twenty)
days or more prior to the Event, you will not receive a refund, but you will
receive a credit of 30% of the amount you paid which can be used for other
services.
D. If you cancel 10 (ten) or fewer days prior to the Event, there
will be no refunds or credits.
(c) Cancellation of Multi-Event Discount Package. If the Event you wish to
cancel was purchased as part of a multi-event discount then the cancellation is
subject to the following conditions:
(i) The same conditions as in Sections
8(a) and 8(b) will apply.
(ii) The applicable refund or credit will be
calculated based on the following example.
(iii) For example, if you have
purchased a multi-event discount package which includes registering for 3 events
and getting 1 additional free Event, with the lowest cost Event being free, then
you register for the following Events:
Event 1: $2200
Event 2:
$2000
Event 3: $2100
Event 4: $1800
Sub Total: $8,100
$1800 for
Event 4 would be deducted since it is the free Event in this example.
Final
total: $6,300 (for an average cost of $1575 per Event)
In this example,
cancelling seventy (70) days before the Event would entitle you with a full
refund or credit as in Section 7(b). Considering this, a total of $1575 would be
the applicable credit or refund.
(d) Cancellation of Regional Discount Package. If the Event you wish to
cancel was purchased as part of a regional package, then the cancellation is
subject to the following conditions:
(i) The same conditions as in Sections
8(a) and 8(b) will apply.
(ii) The applicable refund or credit will be
calculated based on the following example.(iii) For example, if you have
purchased a regional package which includes registering for 4 Events and getting
a discount for it
Event 1: $2200
Event 2: $2000
Event 3: $2100
Event
4: $1800
Sub Total: $8,100
Discount applied: $2,100
Final total: $6,000
(for an average cost of $1500 per Event)
In this example, cancelling seventy
(70) days before the Event would entitle you with a full refund or credit as in
Section 7(b). Considering this, a total of $1500 would be the applicable credit
or refund.
(e) Cancellation of Plan. If you have elected to purchase a Plan, then any
cancellation is subject to the following conditions:
(i) Specific Events within a Plan. If you have elected to purchase a Plan,
then any Event cancellation is subject to the following conditions:
- If you
cancel thirty one (31) days or more prior to the Event, no cancellation fee will
be applied, and a full credit for the Event will be provided to you.
- If you
cancel twenty (20) or fewer days prior to the registration deadline of a High
School Session or Counselor Workshop, the credit will be considered as used and
not reimbursable.
- If you cancel ten (10) or fewer days prior to any other
Event, the credit will be considered as used and not reimbursable.
(ii)
Complete Plan. If you have elected to purchase a Plan, and you wish to cancel
your Plan in full, cancellation is subject to the following conditions:
- If
you have used more than 75% of the Events in the Plan, no refund will be
issued
- If you have used between 50% and 74% of the Events in the Plan, a
refund of 15% of the total Plan cost will be issued
- If you have used
between 30% and 49% of the Events in the Plan, a refund of 25% of the total Plan
cost will be issued
- If you have used between 0% and 29% of the Events in
the Plan, a refund of 50% of the total Plan cost will be issued
9. Bankruptcy or Liquidation
In the situation of the Client being declared bankrupt or going into voluntary or
compulsory liquidation or failing to observe and perform the obligations or make
payment under the terms of the Agreement, the Client may be determined to be in
breach of the Agreement and all monies paid by the Client shall be forfeited
without prejudice to the right of FPP to claim for breach of Agreement.
10. Lead Retrieval
Lead retrieval services are provided through the FPP hub. FPP will make a
reasonable effort to deliver all collected data within one to two business days
from the conclusion of the Event.
11. Data Security and Privacy
(a) By accepting this Agreement, you declare to have read our Privacy Policy,
which can be found at https://www.fpp.world, and understand how FPP processes
your personal data as outlined in the Privacy Policy. Our Privacy Policy is
expressly incorporated into and made a part of this Agreement by reference.
(b) FPP treats all registration data with a high level of security. We use a
standard security protocol that allows sensitive information (such as login
credentials) to be transmitted securely by initiating an encrypted link between
our AWS servers and the Client.
(c) As more fully described in the Privacy Policy, FPP will innovate safely
without compromising privacy by only using de-identified and aggregated data as
it develops and improves its service. Wherever possible all innovations and
improvements in our services will enable enhanced data security and privacy
measures, never reduced, and at the very minimum a maintenance of the current
level.
(d) In the unlikely event of a data breach or unauthorized disclosure, we will
act according to our Personal Data Protection Policy and you will receive notice
of the breach or unauthorized disclosure through email.
(e) You may register for or log-in to your account via a third-party network,
such as Facebook, WhatsApp or Google. If you do so, you hereby authorize FPP to
pre-populate the registration and other relevant information fields of your
account and/or to use such third-party credentials to log you into your account.
If you connect your account to a third-party network, you agree to comply with
the terms and conditions and policies applicable to such third parties.
12. Intellectual Property Rights
(a) Right to Access and Use; Restrictions.
(i) Subject to your
compliance with this Agreement, FPP and its licensors (if applicable) hereby
grant to you during the term of this Agreement a limited, personal,
non-transferable, revocable, non-exclusive license to access and use the
Platform, in the current version thereof, only in connection with your
participation in one or more Events. You shall only be permitted to use the
Platform for your own internal business purposes or personal use, as applicable,
subject to the terms and conditions of this Agreement. Any future release,
update or other addition to the Platform or the Site shall be governed by this
Agreement. With respect to any open source or third-party code that may be
incorporated in the Platform, such code is governed by the applicable open
source or third-party license, if any, authorizing use of such code.
(ii) By
using the Site or the Platform, you agree that you will not, and will not permit
or authorize third parties, directly or indirectly, to: (A) download, copy,
alter, modify, translate, or create derivative works based on the Site or the
Platform or any portion thereof for any purpose whatsoever (except to the extent
expressly permitted by FPP); (B) attempt, by de-compilation,
reverse-engineering, disassembly, or any other method, to create or derive all
or any portion of the source code, object code or underlying structure, ideas,
know-how or algorithms relevant to the Site or the Platform or any software,
documentation or data related to the Site or Platform; (C) alter or remove any
copyright or proprietary rights notice on or within the Site or Platform; and
(D) license, sublicense, publish, distribute, disclose, manufacture, sell,
market, rent, lease, transfer or otherwise commercially exploit or provide
access to the Platform to any third parties other than users registered to
access or use the Platform. If you make use of the Platform or the Site, other
than as provided herein, in doing so you will be in breach of this Agreement and
may be in violation of copyright and other laws of the United States and other
countries, as well as applicable state laws and may be subject to liability for
such unauthorized use. Except as provided herein we do not grant any license or
other authorization to you for the use of our trademarks, registered trademarks,
service marks, copyrightable material, or intellectual property by including
them on the Site and the Platform.
(b) User Content; License. You acknowledge that you, and not FPP, are
entirely responsible for all content that you upload, post, e-mail, transmit or
otherwise make available through the Platform. Except with respect to your
content, you agree that you have no right or title in or to any content that
appears on or in the Platform. FPP does not claim ownership of your content.
However, you grant us a fully paid, royalty-free, perpetual, irrevocable,
worldwide, royalty-free, non-exclusive, and fully sublicensable right (including
any moral rights) and license to use, license, distribute, reproduce, modify,
adapt, publicly perform, and publicly display, your content (in whole or in
part) for the purposes of operating the Platform and the Site. When you post or
publish your content on or in the Platform, you represent that you have the
authority to grant the aforementioned license to us.
(c) Ownership of Intellectual Property
(i) Ownership. The
Platform and the Site including, without limitation, the content (with the
exception of your content), data, metadata, design, text, graphics,
organization, compilation, look and feel, the source, object and HTML code and
all other protectable intellectual property available through the Platform or
comprising the Site (the “Proprietary Materials”) are the sole and exclusive
property of FPP or our licensors (if applicable) and are protected by copyright,
trademark, trade secret and other intellectual property laws. Any copy,
modification, revision, enhancement, adaptation, translation, or derivative work
of or created from the Proprietary Materials shall be owned solely and
exclusively by FPP, or our licensors (as applicable), as shall any and all
patent rights, copyrights, trade secret rights, trademark rights, and all other
proprietary rights, worldwide therein and thereto. This Agreement does not
constitute a sale and does not convey to you any rights of ownership in or
related to the Proprietary Materials, or any intellectual property rights owned
by us. All rights regarding the Proprietary Materials not expressly granted in
this Agreement are reserved by us.
(ii) Restrictive Legends. You shall
not remove or authorize or permit any third party to remove any proprietary
rights legend from the Proprietary Materials. The information on the Platform
and the Site including, without limitation, all design, text, graphics,
interfaces, and the selection and arrangements is protected by law, including
copyright law.
(iii) Trademark Usage. The FPP company name, service
names and associated logos are trademarks of FPP, and you agree not to use or
display them in any manner without FPP’s prior written permission. Nothing on
the Platform or the Site should be construed to grant any license or right to
use any FPP trademark without the prior written consent of FPP. Product names,
logos, designs, titles, and words associated with the Platform and the Site may
be protected under law as trademarks, service marks or trade names of FPP. Such
trademarks, service marks and trade names may be registered in the United States
and internationally.
(iv) Feedback. You agree that submission of any
ideas, suggestions, documents, and/or proposals to us through our suggestion,
feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and
that we have no obligations (including without limitation obligations of
confidentiality) with respect to such Feedback. You represent and warrant that
you have all rights necessary to submit the Feedback. You hereby grant to us a
fully paid, royalty-free, perpetual, irrevocable, worldwide, non exclusive, and
fully sublicensable right and license to use, reproduce, perform, display,
distribute, adapt, modify, re-format, create derivative works of, and otherwise
commercially or non-commercially exploit in any manner, any and all Feedback,
and to sublicense the foregoing rights, in connection with the operation and
maintenance of the Platform and the Site.
13. Disclaimers and Limited Liabilities
(a) Disclaimer of Warranties.
(i) TO THE FULLEST EXTENT PERMITTED BY
LAW, FPP EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR GUARANTEES OF
ANY KIND WHATSOEVER, WHETHER ORAL OR WRITTEN, WHETHER EXPRESS, IMPLIED,
STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT
REGARDING THE PLATFORM, THE SITE AND ALL CONTENT, FUNCTION AND MATERIALS
THEREIN. THE PLATFORM AND THE SITE ARE PROVIDED “AS-IS”AND “AS AVAILABLE” WITH
ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND, EVEN IF THE LIMITED REMEDY IN
THIS AGREEMENT HAS BEEN FOUND TO FAIL ITS ESSENTIAL PURPOSE.
(ii) TO THE
MAXIMUM EXTENT PERMITTED BY LAW, WE DO NOT MAKE ANY WARRANTIES OR
REPRESENTATIONS (i) THAT THE PLATFORM OR THE SITE WILL MEET YOUR REQUIREMENTS OR
YOU WILL ACHIEVE ANY SPECIFIC RESULTS FROM USE OF THE PLATFORM OR THE SITE, (ii)
THAT THE OPERATION OF THE PLATFORM OR THE SITE WILL BE UNINTERRUPTED,
ERROR-FREE, OR THAT THE PLATFORM, THE SITE OR THE SERVER THAT MAKES THE PLATFORM
OR THE SITE AVAILABLE ARE FREE OF VIRUSES OR ANYTHING ELSE HARMFUL TO YOUR
COMPUTER SYSTEM, (iii) THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR (iv)
REGARDING THE USE OF OR CONTENT IN THE PLATFORM OR THE SITE IN TERMS OF THEIR
QUALITY, ACCURACY, ADEQUACY, TIMELINESS, COMPLETENESS, USEFULNESS, RELIABILITY
OR OTHERWISE.
(iii) YOU UNDERSTAND AND EXPRESSLY AGREE THAT YOU USE THE
PLATFORM OR THE SITE AT YOUR OWN RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE
FOR YOUR USE AND ANY DAMAGE TO YOUR MOBILE DEVICE, COMPUTER SYSTEM OR ANY OTHER
DEVICE IN WHICH YOU ACCESS THE PLATFORM OR THE SITE, LOSS OF DATA OR OTHER HARM
OF ANY KIND THAT MAY RESULT. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION
WITH THE PLATFORM OR THE SITE IS TO STOP USING THEM.
(b) Limitation of Liability.
(i) TO THE MAXIMUM EXTENT PERMITTED BY
LAW, FPP, ITS AFFILIATES, AND EACH OF ITS AND THEIR RESPECTIVE DIRECTORS,
OFFICERS, MANAGERS, EMPLOYEES, CONTRACTORS, SHAREHOLDERS, AGENTS,
REPRESENTATIVES, LICENSORS, SUCCESSORS AND ASSIGNS WILL NOT BE LIABLE TO YOU FOR
ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR
ANY OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUE OR
ANTICIPATED PROFITS, LOST BUSINESS, GOODWILL, BUSINESS INTERRUPTION, ERROR OR
INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF
PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR OTHER INTANGIBLE
LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES),
ARISING OUT OF, OR RESULTING FROM: (A) YOUR USE OF, OR INABILITY TO USE, THE
PLATFORM OR THE SITE, INCLUDING, WITHOUT LIMITATION, ANY INFORMATION OR DATA
MADE AVAILABLE THROUGH THE PLATFORM OR THE SITE; (B) THE ACTIONS OR INACTIONS OF
ANY USER YOU CONNECT WITH VIA THE PLATFORM; (C) ANY UNAUTHORIZED ACCESS TO OR
ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (D) ANY OTHER MATTER RELATING TO
THE PLATFORM, THE SITE, THESE TERMS OR ANY OTHER SERVICES PROVIDED BY FPP. THIS
LIMITATION APPLIES TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT
(INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR ANY OTHER LEGAL THEORY, WHETHER
OR NOT FPP HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE OR THAT SUCH
DAMAGES ARE FORESEEABLE, AND EVEN WHERE A REMEDY SET FORTH HEREIN IS FOUND TO
HAVE FAILED ITS ESSENTIAL PURPOSE.
(ii) YOU ASSUME TOTAL RESPONSIBILITY FOR
YOUR USE OF THE PLATFORM AND THE SITE. YOUR ONLY REMEDY AGAINST US FOR USE OF
THE PLATFORM AND THE SITE IS TO STOP USING THEM. THAT SAID, IF FPP IS FOUND TO
BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN ANY WAY CONNECTED WITH YOUR
USE OF THIS PLATFORM AND THE SITE, OUR LIABILITY SHALL NOT EXCEED $100.00 IN THE
AGGREGATE. THIS LIMITATION ON DAMAGES SHALL APPLY IRRESPECTIVE OF WHETHER THIS
AGREEMENT HAS BEEN BREACHED BY ANY PARTY. APPLICABLE LAW MAY NOT ALLOW THE
LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO
THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
(iii) This Section 13
limits our liability and reflects an informed voluntary allocation of risk; such
allocation represents a material part of this Agreement. You agree that the
limitations of liabilities set out in this Agreement are fair and reasonable in
the circumstances.
(c) This Section 13 shall not be construed so as to
exclude or limit the liability of FPP for death or personal injury as a result
of the gross negligence of FPP or that of its employees.
14. General Terms
(a) Governing Law and Venue. This Agreement will be governed by and
construed in accordance with the laws of the State of Nevada, United States of
America, without regard to any conflict or choice of law principles. The sole
and exclusive jurisdiction and venue for any litigation arising out of this
Agreement or in any way related to the Platform or the Site will be an
appropriate federal or state court located in Las Vegas, Nevada.
(b) Severability. If any provision in this Agreement is held invalid by a
court of competent jurisdiction, the remainder of this Agreement shall continue
to be enforceable. If any provision in this Agreement is deemed unlawful, void
or unenforceable, then that provision is deemed severable from this Agreement
and the remaining provisions are still valid and enforceable.
(c) Force Majeure. In the event of abandonment, postponement, or
cancellation of any Event (i) for any cause or event beyond our control
including, without limitation, any act of God, flood, earthquake, hurricane,
pandemic, terrorism, war, strike or other labour problem, legal action, present
or future law, government order, rule or regulation or (ii) by a decision that
we determine is necessary, in our sole discretion, you shall have no claim
against us and we shall have no liability for any loss, delay, costs, expenses,
monies or damage resulting therefrom and your liability under this Agreement and
any other contract or invoice shall not be reduced.
(d) Assignment; Beneficiaries. You may not assign your rights or
obligations under this Agreement to anyone without our prior written consent. We
may assign our rights and obligations under this Agreement. This Agreement will
inure to the benefit of our successors, assigns and licensees.
(e) Attorneys' Fees. In the event that any legal action is brought with
respect to this Agreement, the prevailing party in such legal action shall be
entitled to recover reasonable attorneys' fees, as well as costs of the
arbitration or legal action, in addition to any other relief it may receive or
be awarded.
(f) No Continuing Waiver. The failure of either party to insist upon or
enforce the strict performance of the other party with respect to any provision
of this Agreement, or to exercise any right under this Agreement, will not be
construed as a waiver or relinquishment to any extent of such party’s right to
assert or rely upon any such provision or right in that or any other instance;
rather, the same will be and remain in full force and effect.
(g) Electronic Notices. By using the Platform, you agree to receive
certain electronic communications from FPP. You agree that any notice,
agreement, disclosure, or other communication that we send you electronically
will satisfy any legal communication requirements, including that such
communications be in writing and will be legally enforceable as a signed
document. We are not responsible for your failure to receive notice if email is
quarantined by your email security system (e.g., “junk” or “spam” folder) or if
you fail to update your email address.
(h) Claims. Any claim or cause of action you may have with respect to FPP,
the Platform or the Site must be commenced within one (1) year after the claim
or cause of action arose.
(i) Modification or Discontinuation of Services. We reserve the right at
any time and from time to time to modify, suspend, or discontinue, temporarily
or permanently, the services provided on the Platform or the Site, or any
portion thereof, with or without notice. You agree that we will not be liable to
you or any third party for any modification, suspension or discontinuance of the
Platform or any portion thereof.
(j) Headings. The subject headings of the sections in this Agreement are
included for purposes of convenience only and shall not affect the construction
or interpretation of any of its provisions.
(k) Survival. Any and all provisions of this Agreement that would
reasonably be expected to be performed after the termination or expiration of
this Agreement shall survive and be enforceable after such termination or
expiration including, without limitation, provisions relating to ownership,
indemnification, limitation of liability and governing law.
15. How to Contact Us
We welcome your comments and questions. Please contact us at talkto@fpp.world.
Copyright © 2021 FPP EDU MEDIA LLC. All rights reserved. Any rights not
expressly granted herein are reserved.