Welcome to SurfWisely!
Your access to and use of www.surfwisely.com (the “Website”), and other websites, applications, and online services operated by SurfWisely, Inc., including any content, functionality, and services offered on or through the Website and applications (collectively, the “Services”) is governed by these Terms of Service (the “Terms”). Please note that these Terms apply to all: (i) schools, school districts, and related entities and organizations that sign up to use the Services, including but not limited to administrators who access the Services on their behalf (each, a “School”); and (ii) non-School visitors, users, and others, including students, teachers, and parents, who use the Services. If you are a School, our Additional Terms for Schools also apply to you.
As used in these Terms, “we”, “us”, and “our” refer to Surfwisely, Inc. and “you” means the visitors, users, and others who access or otherwise use the Service. If you open a SurfWisely account on behalf of a School, then “you” also includes that School.
Please read the Terms of Service carefully before you start to use or access the Services. By accessing or using the Services, by clicking on a button or checking a box marked “I Agree” or something similar, or by otherwise acknowledging your acceptance (for example, by executing an order for that references these Terms) you accept and agree to be bound and abide by these Terms and our Privacy Policy, which are incorporated herein by reference (collectively, the “Agreement”). If you do not want to agree to these Terms or the Privacy Policy, please do not access or use the Services.
1. Student Data
The Services may be purchased by Schools for educational purposes. When we enter into an agreement with a School to provide the Service, we may collect or have access to personal information about its students, including student names or other identifiers, passwords, e-mail addresses for the student or the student’s parent or legal guardian, and educational level (“Student Data”).
We consider such Student Data to be strictly confidential and in general do not use Student Data for any purpose other than improving and providing our Services. Our collection, processing and sharing of Student Data is governed by this Agreement and any applicable laws and regulations, including provisions of the Family Rights and Privacy Act (“FERPA”) and the Children’s Online Privacy Protection Act (“COPPA”).
If you are a School providing the Service to children or teens, you represent and warrant that you have the authority to provide consent on behalf of parents, or have otherwise received appropriate consent, for SurfWisely to collect and use information from students for use of the Services. Please note that it is solely your responsibility to obtain the necessary and proper consent, where required by law, for you to use Student Data and for you to transfer Student Data to SurfWisely for our use.
2. General Requirements
Although certain features of the Service are intended for use by children and teens, the Services are offered for sale only to business entities and individual who are 18 years of age or older. By purchasing the Services, you represent and warrant that you are of legal age and can form binding contracts under applicable law. If you open a SurfWisely account to provide the 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 this Agreement on the School’s behalf. If you do not meet these requirements, you must not access or use the Services except with the involvement and consent of a parent, legal guardian, or at the direction of your School.
3. The Services
SurfWisely operates sports gamified platforms that train students on how to securely manage online information and protect themselves online. The Services may be used only in compliance with this Agreement and all applicable local, state, national, and international laws, rules, and regulations. If you’ve been removed from the Services previously, you’re not allowed to use them again.
Subject to your compliance with this Agreement, and the terms of any other ordering document or agreement executed between you and SurfWisely, SurfWisely grants you a limited, non-transferable and non-exclusive right and license to access and use the Service in connection with the School account enabling use of the Services to its employees and/or students.
4. Accessing the Services
You agree not to access the Service by any means other than through the interface that is provided by SurfWisely for use in accessing the Service. We reserve the right to withdraw, disable, or amend the Services, including the Website and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period. From time to time, we may restrict user access, including School access, to some parts of the Services or all of the Services.
You are responsible for making all arrangements necessary for you to have access to the Services and ensuring that all persons who access the Services through your account are aware of these Terms and comply with them.
5. Registered Users and Account Security
To register for a School account or access certain Services, you may be asked to provide certain registration details or other information. If you register an account with us, you must provide accurate, current, and complete account information that we request, and update this information as necessary to keep it accurate, current and complete.
You are responsible for maintaining the confidentiality of your account name, password and other information you may create or be provided as part of our security features (collectively, “Account Information”). We are not liable for any loss or damage arising from your failure to protect your Account Information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.
You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Services or portions of it using your username, password, or other security information. You may not sell, transfer, or assign your account to anyone else. You are responsible for all activity occurring when the Services are accessed through your account, whether or not authorized by you.
We have the right to disable any account or Account Information, whether chosen by you or provided by us, at any time, for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
6. Protection of Intellectual Property
The Services, including the Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) contain copyrighted material, inventions, logos, names, phrases, computer code and/or scripts (collectively, “Intellectual Property Content”) that are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. As between the parties hereto, the Intellectual Property Content is the sole property of SurfWisely and/or our affiliates or licensors, and we retain all appurtenant rights, interests and title thereto. We also claim ownership rights under the copyright and trademark laws with respect to the “look,” “feel,” “appearance” and “graphic function” of the Services, including but not limited to its color combinations, sounds, layouts, and designs.
The Services are licensed and not sold, and these Terms permit you to use the Services for your personal, non-commercial use only. No right, title, or interest in or to the Services or any content on the Services is transferred to you, and all rights not expressly granted are reserved by SurfWisely. You must not reproduce, copy, distribute, modify, reverse engineer, sell, assign, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services, except as permitted by these Terms. You must not access or use for any commercial purposes any part of the Services or any materials available through the Services.
7. Trademarks
The SurfWisely name, the SurfWisely logo, and all related logos, marks, names, product and service names, designs, and slogans are trademarks of SurfWisely or its licensors. You must not use such marks without the prior written permission of SurfWisely. Any other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners. You may not remove, delete, alter, or obscure any trademarks or any copyright, trademark or intellectual property rights notices provided on or with the Services.
8. User Contributions
SurfWisely or Services may (now or in the future) allow individual users of the Services (“Users”) to submit, post, display, provide, or otherwise make available content such as text, images, comments, questions, and other content or information. “User Contributions” means any materials and information posted on, through, or using the Services by Users through any means.
Users are solely responsible for their User Contributions. We do not control the User Contributions and we are not responsible for its accuracy or legality. We claim no ownership rights over User Contributions created by you, and the User Contributions remain yours.
By posting any User Contributions on or through the Services, you grant us, our affiliates and our service providers, and each of our respective licensees, successors, and assigns a worldwide, royalty free, perpetual, irrevocable, sub-licensable, non-exclusive, right and license to host, use, reproduce, modify, perform, display, expose, distribute, run, copy, store, publicly perform, broadcast, translate and otherwise disclose to third parties any such material for use in connection with the Services and SurfWisely’s business. We may use our rights under this license to operate, provide, and promote the Services and other services of SurfWisely and its affiliates, and to exercise our rights under these Terms.
You understand and acknowledge that you are responsible for any User Contributions you post, and you have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. By posting User Contributions, you expressly represent, warrant and agree that you have all necessary rights in and to the User Contributions to grant the license above to us, our affiliates, service providers, and each of our respective licensees, successors, and assigns.
Without limiting the foregoing, you acknowledge that we may remove any User Contribution and take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for SurfWisely.
9. Prohibited Uses
You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:
Additionally, you agree not to:
Please note that SurfWisely has the right to terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, for any violation of these Terms. We may take appropriate legal action for any illegal or unauthorized use of the Services.
10. Linking to the Services
You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice. We may disable all or any links at any time without notice in our discretion.
11. Third Party Services
Our Website or the Services may contain links to or allow for integrations with services provided by third parties, or other materials and information that are not owned or controlled by SurfWisely (“Third Party Services”). We have no control over those Third Party Services, the contents of their respective sites, or resources and accept no responsibility for Third Party Services or for any loss or damage that may arise from your use of them. If you decide to use Third Party Services or access any of the third-party websites linked through the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
12. Additional Terms for Schools
This Section “Additional Terms for Schools” applies to any use of the Service by Schools.
If you open a SurfWisely account on behalf of a School, then you represent and warrant that you are an authorized representative of the entity with authority to bind the entity to this Agreement. Do not sign up on behalf of a School if you do not have the authority to do so.
You acknowledge that Student Data provided to us by a School or by a student may include “educational records” as that term is defined by the Family Educational Rights and Privacy Act (“FERPA”). While we may need to access Student Data to provide the Services to you, as between us, you own all right, title and interest in and to the Student Data, and you control and are responsible for the Student Data, whether such data was provided by you, students, parents, or others.
By submitting, providing us access to, or causing us to receive Student Data, you authorize SurfWisely to access, collect, transmit, modify, display and use the Student Data and agree that SurfWisely may use the Student Data for the purposes of (i) providing the Service, (ii) enforcing our rights under these Terms, and (iii) as permitted with the School’s consent. It is the School’s responsibility to obtain proper consent for SurfWisely to collect and use the Student Data pursuant to these Terms, where required by applicable laws and regulations.
You agree that we may collect and use data derived from Student Data, including data about any Users access and use of the Services, that has been aggregated, anonymized, or otherwise de-identified such that the data cannot reasonably identify a particular student. We may use such data to operate, analyze, improve or market our Services. For example, we may analyze aggregated usage patterns to develop new features or improve our Service. You further agree that we may use, store, transmit, distribute, modify, copy, display, sublicense, and create derivative works of the anonymized, aggregated Student Data even after this Agreement has expired or been terminated.
By accepting an order form, proposal, or other ordering document to purchase SurfWisely Services (each, an “Order Form”), you expressly agree to the fees and payment terms set forth in the Order Form. The School acknowledges and agrees that the fees may be calculated based on the total number of Users using the Services, whether such User is a teacher, parent, student, or other participant. SurfWisely shall have the right to monitor your use of the Services and to request that you confirm in writing, within twenty (20) business days of our request, the current number of Users. Except as expressly agreed otherwise by you and SurfWisely in an effective Order Form, payment obligations are non-cancellable and all fees paid are non-refundable. Invoices are due and payable within thirty (30) days of receipt, and late payments will be subject to a fee of 2% per month, or the maximum amount permitted by applicable law, whichever is lower.
SurfWisely reserves the right to change the fees at the end of the initial service term or the then current renewal term, upon thirty (30) days prior notice to the School, which may be sent by email.
13. Indemnification
You agree that you will be responsible for your use of the Services, and you agree to defend, indemnify, and hold harmless SurfWisely, its affiliates, and each of their respective officers, directors, employees, contractors, consultants, agents, successors, and assigns (collectively, the “SurfWisely Entities”) from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (i) your violation of these Terms, including, but not limited to, your use of the Services or any use of the Website’s content, services, and products other than as expressly authorized in these Terms; (ii) your User Contributions; (iii) your violation of any third party right, including without limitation, any intellectual property right, publicity right, or privacy right; and (iv) any disputes or issues between you and any third party. Without limiting your indemnification obligations, we reserve the right, at our expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
14. Disclaimer of Warranties
YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE SURFWISELY ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE SERVICES AND EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
15. Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE SURFWISELY ENTITIES BE LIABLE FOR DAMAGES OF ANY KIND, AND UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
16. Changes to the Terms of Service
We may revise and update these Terms from time to time in our sole discretion. Unless otherwise specified, all changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. If we change these Terms, or any part hereof, in a material manner, we will update the Effective Date at the top of these Terms and notify you that the Terms have been materially changed or amended. Your continued use of the Services constitutes your acceptance of the revised Terms.
Notwithstanding the foregoing, we will not make any material change to the Agreement with respect to the collection, use, or disclosure of Student Data without providing prior written notice to the School. We will provide the School with choices with respect to the Student Data before using any Student Data in a manner that is materially different than what was disclosed when the information was collected.
17. Acknowledgments
All matters relating to the Services and these Terms will be governed by the laws of the State of Tennessee, without regard to conflict of law principles. The Agreement, including the Privacy Policy and any effective Order Form accepted by you and SurfWisely that references these Terms, each of which are incorporated herein by reference, constitutes the sole and entire agreement between you and SurfWisely regarding use of and access to the Website and the Services. The Agreement may only be amended or superseded by a written instrument executed by an authorized representative of SurfWisely. We object to and reject any additional or different terms proposed by you, including any term contained in a purchase order, confirmation, or other documentation provided by you. Use of section headers in these Terms is for convenience only and will not have an impact on the interpretation of particular provisions. You may not assign or transfer these Terms or your rights hereunder, in whole or in party, by operation of law or otherwise, without our prior written consent. The failure to require performance of any provision will not affect our right to require performance at any time thereafter, no will a waiver of any breach or default of these Terms or any provision of these Terms constitute a waiver of any breach or default of the provision itself. In the event that any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible and the remaining parts will remain in full force and effect. Upon termination of these Terms, any provision that by its nature or express terms should survive will survive such termination or expiration.
18. Have Questions?
The Website and Services are operated by SurfWisely, Inc. If you have any feedback, comments, or questions relating to the Services, please contact us:
SurfWisely, Inc.
P.O. 56 Nolensville, TN 37135
info@surfwisely.com
