Knack Technologies, Inc.
WHEREAS Knack Technologies provides Services for connecting a User seeking tutoring services and individuals who seek to provide tutoring services from third party providers, including third party tutoring providers under agreement with Knack Technologies (collectively, "Tutor" or "Tutors") in a geographic locale;
WHEREAS User desires to use Knack Technologies' Services for engaging a Tutor in a geographic locale;
NOW THEREFORE, in consideration of the mutual covenants and premises herein, the Parties agree as follows:
- Rating and Feedback. Knack Technologies relies on rating and feedback from users regarding Tutors and the tutoring services provided, and as such, requires rating and feedback from User after a completed tutoring session. Knack Technologies reserves the right to replicate User's written comments about the service sent to Knack Technologies' representatives via Knack Technologies' Services in promotional materials and/or in business development materials, along with User's first name and institution. User's email address and any personal information besides User's name and institution will not be used at any time without User's agreement. If User would like to make User's comments anonymous, User may designate them as such in the User's profile.
- Links. Knack Technologies' Services may contain links to third party websites or third party materials made available online. Knack Technologies is not responsible for the content or privacy practices of any third party website or material. Knack Technologies encourages User to be aware when in the event User leave's Knack Technologies' Service's, and User is responsible for reading the policies of any site that they may visit. Knack Technologies' privacy statement applies solely to information collected by Knack Technologies.
- Security. Knack Technologies agrees to take reasonable precautions to protect User's information. Notwithstanding the foregoing, Knack Technologies cannot guarantee the security of information sent via User's personal Internet connection, and User discloses such information at User's own risk. Unless otherwise compelled by law, Knack Technologies will only share personal information as necessary to bill for Services or for pairing a User with a Tutor.
- Term and Termination. This Agreement will remain in full force and effect for the duration which User accesses the Services or maintains an account with Knack Technologies. User may terminate User's account at any time, for any reason. Knack Technologies reserves the right to terminate or suspend User's account at any time without notice if Knack Technologies believes that User has breached this Agreement, or for any other reason, with or without cause, at Knack Technologies' sole and absolute discretion. Upon such termination or suspension, User will not be entitled to any refund for any amounts billed for Services. Knack Technologies is not required to disclose, and may be prohibited by law from disclosing, the reason for the termination or suspension of User's account.
- Non-commercial Use by Users. The Service is for personal use only. Users may not use the Service or any content contained in the Service (including, but not limited to, content of other users, designs, text, graphics, images, video, information, logos, software, audio files and computer code) in connection with any commercial endeavors, such as (i) advertising or soliciting any user to buy or sell any products or services not offered by Knack Technologies or (ii) soliciting others to attend parties or other social functions, or networking, for commercial purposes. Users of the Service may not use any information obtained from the Service to contact, advertise to, solicit, or sell to any other user without his or her prior explicit consent. Organizations, companies, and/or businesses may not use the Service or the Service for any purpose unless otherwise agreed to in writing between Knack Technologies and those Organizations, companies, and or businesses. Knack Technologies may investigate and take any available legal action in response to illegal and/or unauthorized uses of the Service, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Service.
- Conduct. USERS AND TUTORS ARE SOLELY RESPONSIBLE FOR INTERACTIONS WITH OTHER USERS AND TUTORS. USER UNDERSTANDS THAT KNACK TECHNOLOGIES DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON ITS USERS OR TUTORS. KNACK TECHNOLOGIES ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ALL OF ITS USERS OR TUTORS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS OR TUTORS. KNACK TECHNOLOGIES MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR TUTORS OR A TUTORS TUTORING ABILITY WITH ANY CURRENT OR FUTURE USERS. KNACK TECHNOLOGIES RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.
- Content. User is solely responsible for the content and information that User shares, upload, publish, link to, transmit, record, display or otherwise make available (hereinafter, "post") on the Service or transmit to other users, including text messages, chat, videos (including streaming videos), photographs, or profile text, whether publicly posted or privately transmitted (collectively, "Content"). User may not post as part of the Service, or transmit to Knack Technologies or any other user (either on or off the Service), any offensive, inaccurate, incomplete, abusive, obscene, profane, threatening, intimidating, harassing, racially offensive, or illegal material, or any material that infringes or violates another person's rights (including intellectual property rights, and rights of privacy and publicity). User represent and warrant that (i) all information that User submit upon creation of User's account is accurate and truthful and that User will promptly update any information provided by User that subsequently becomes inaccurate, incomplete, misleading or false and (ii) User have the right to post the Content on the Service and grant the licenses set forth below. User understands and agrees that Knack Technologies may, but is not obligated to, monitor or review any Content User posts as part of a Service. Knack Technologies may delete any Content, in whole or in part, that in the sole judgment of Knack Technologies violates this Agreement or may harm the reputation of the Service or Knack Technologies.
- User's Duties. User shall take all necessary precautions in all interactions with other users, particularly if User decides to i) communicate with any User or Tutor outside the use of the Services; ii) meet any Tutor or User in person, or iii) send money to another user or Tutor. User agrees that User may not use the Service in any unlawful manner or in any other manner that could damage, disable, overburden or impair Knack Technologies. In addition, User agrees not to use the Service to:
- upload, post, email, transmit or otherwise make available any content that Knack Technologies deems to be harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- impersonate any person or entity, create a false identity, or falsely state or otherwise misrepresent User's self or User's affiliation with any person or entity;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of solicitation;
- upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- intimidate, stalk or harass another;
- harm minors in any way;
- use or attempt to use another's account, service or system without authorization from Knack Technologies;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Service;
- upload, post, email, transmit or otherwise make available any Content that User does not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- in any way violate the honor code or code of conduct of any institution to which User belongs;
- aid or encourage a Tutor or User to violate the honor code or code of conduct of the institution to which a User or Tutor belongs; or
- use the Service. as a marketplace for services other than tutoring (such as essay writing, completion of a User or Tutor's assignments, etc.).
- No Warranty. User understands that Knack Technologies makes no guarantees, either express or implied, regarding User's ultimate experience with User's through the Service, including any implied warranty or condition of merchantability, satisfactory quality, or fitness for a particular purpose. Knack Technologies makes no representations, warranties, conditions or guarantees as to the usefulness, quality, suitability, truth, accuracy, or completeness of the application or the services provided by a tutor scheduled through Knack Technologies' Services. Knack Technologies makes no warranty or representations that its Services will be uninterrupted, timely, secure, or error-free; the results that may be obtained from the use of the Services will be accurate or reliable; the quality of any services, content, information obtained through Knack Technologies' Services will meet User's expectations or requirements; or any errors in Knack Technologies' Services will be corrected.
- Assumption of Risk. User should not provide User's financial information (for example, User's credit card or bank account information), or wire or otherwise send money, to other users. User assume all risk for any damage to User's computer system or loss of data that results from obtaining any Content from Knack Technologies' Services, including any damages resulting from computer viruses.
- Copyright Protection and Data Retention. By posting Content as part of the Service, User automatically grants to Knack Technologies, its affiliates, licensees and successors, an irrevocable, perpetual, non- exclusive, transferable, sub-licensable, fully paid-up, worldwide right and license to (i) use, copy, store, perform, display, reproduce, record, play, adapt, modify and distribute the Content, (ii) prepare derivative works of the Content or incorporate the Content into other works, and (iii) grant and authorize sublicenses of the foregoing in any media now known or hereafter created. User represents and warrants that any posting and use of User's Content by Knack Technologies will not infringe or violate the rights of any third party.
- Use of Tutoring Services. User's use of the Service is at User's sole risk unless otherwise explicitly stated. Knack Technologies' Services and Website, including the information, services, and content, is provided on an "as is", "as available", and "with all faults" basis. By using Knack Technologies' Services User acknowledges and agrees that Tutors are not employed by Knack Technologies, a specific student government association, university or other educational institution. Tutors listed in Knack Technologies' Services and Users registering through the Services have NOT been screened by Knack Technologies. User assumes all responsibility for conducting reference or background checks for any tutor or User. Knack Technologies recommends that tutoring sessions take place in visible public locations. Tutoring sessions can take place in both structured and unstructured settings. User assumes all responsibility for personal safety and security. Tutors listed in Knack Technologies' database shall be contacted only for tutoring purposes. Soliciting or contacting Tutors for other purposes is strictly prohibited. Tutoring is not meant to replace formal instruction.
- Terms of Tutoring Transactions. By using Knack Technologies' Services and booking a tutoring session, User agrees to pay all costs associated with tutoring sessions scheduled through Knack Technologies'. These costs include but are not limited to: the hourly rate as listed; travel or transportation related to User's tutoring session; and any cancellation fees noted in a tutor's profile. By submitting User's information to Knack Technologies', User acknowledges and agrees that User is solely responsible for its form and content and all information included in User's profile.
- Any promotional credit or referral code must be applied to a User's account prior to a tutoring session in order for it to apply. It is the User's responsibility to verify their promotional balance and estimated cost before a tutoring session
- Knack Technologies reserves the right to revoke promotional credit at any time
- Knack Technologies reserves the right to revoke the privilege of using promotional credit at any time
- Tutors. By submitting User's information as a Tutor, User understands and agrees that anyone with access to the Services may view User's information and User's Tutor profile. Knack Technologies does not guarantee that a certain number of users or a specific individual will view User's information, nor does Knack Technologies guarantee that User will be contacted for Tutoring. In the event that User registers as a Tutor with Knack Technologies', User understands and agrees that the information User provides is true and accurate and that User has the proper qualifications and expertise in the subjects User has selected at the time of registration. User is solely responsible for the form and content of all information provided and all information included in User's profile.
- User's Information. Tutor shall use all reasonable efforts to protect User's interest in the information and keep it confidential, using a standard of care no less than the degree of care that Tutor would be reasonably expected to employ for his/her own similar confidential information. In particular, Tutor shall not directly or indirectly disclose, allow access to, transmit or transfer the information to a third party without the User's prior written consent. Tutor shall disclose the information only to those persons who have a need to know the information for the purpose and who have been approved by the User to receive the information. Tutor shall, prior to disclosing the information, issue appropriate instructions to them to satisfy its obligations herein and obtain their written agreement to receive and use the information on a confidential basis on the same conditions as contained in the agreement.
- Applicable laws. Tutor understands and agrees that he/she is subject to all federal and state laws relating to the confidentiality of User information. Tutor further agrees to comply with the Family Educational Rights and Privacy Act ("FERPA"), 34 C.F.R. §99 et. seq. Tutor shall regard all User information as confidential and will not disclose the User information to any third party without legal documentation requesting such information.
- Conduct. In conducting tutoring sessions, Tutors:
Customer Service. Knack Technologies provides assistance and guidance through its customer care representatives. When communicating with Knack Technologies' customer care representatives, User agrees to not be abusive, obscene, profane, offensive, sexist, threatening, harassing, racially offensive, or to not otherwise behave inappropriately. If Knack Technologies feel that User's behavior towards any of Knack Technologies' customer care representatives or other employees is at any time threatening or offensive, Knack Technologies reserves the right to immediately terminate User's account.Indemnity. User agrees to indemnify and hold Knack Technologies and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, other partners, employees, and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of User's use of or connection to the Service (including any use by User on behalf of another party), User's violation of the Terms, or User's violation of any rights of another.Arbitration and Governing Law. The exclusive means of resolving any dispute or claim arising out of or relating to this Agreement (including any alleged breach thereof) or the Service shall be BINDING ARBITRATION administered by the American Arbitration Association. User may not under any circumstances commence or maintain against Knack Technologies any class action, class arbitration, or other representative action or proceeding. By using the Service in any manner, User agrees to the above arbitration agreement. In doing so, USER GIVES UP USER's RIGHT TO GO TO COURT to assert or defend any claims between User and Knack Technologies (except for matters that may be taken to small-claims court). USER ALSO GIVES UP User's RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. User's rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against Knack Technologies may be commenced only in the federal or state courts located in Alachua County, Florida. User hereby irrevocably consents to the jurisdiction of those courts for such purposes. This Agreement, and any dispute between User and Knack Technologies, shall be governed by the laws of the state of Florida without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration ActLimitation of Liability. To the extent permitted by law, Knack Technologies, its affiliates or its partners, shall not be liable to User (directly or indirectly) for any loss, claim, or damages of whatsoever kind of nature, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of User, Tutor or anyone else in connection with the use of the Service including, without limitation, death, bodily injury, emotional distress, and/or any other damages resulting from communications or meetings with other users or persons User meet through the Service. Wherever the law prohibits Knack Technologies' absolute exemption from liability, Knack Technologies' total aggregate liability, under or in relation to any warranty or condition implied by law shall be limited to the aggregate sum total of fees paid to Knack Technologies, less any compensation paid to Tutors, by the User in connection with User's access to the Services.Notice. Knack Technologies may provide User with notices, including those regarding changes to this Agreement, using any reasonable means now known or hereafter developed, including by email, regular mail, SMS, MMS, text message or postings in the Service. Such notices may not be received if User violates this Agreement by accessing the Service in an unauthorized manner. User agrees that User is deemed to have received any and all notices that would have been delivered had User accessed the Service in an authorized manner.Entire Agreement; Other. This Agreement contains the entire agreement between User and Knack Technologies regarding the use of the Service. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of Knack Technologies to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. User agrees that User's online account is non-transferable and all of User's rights to User's profile or contents within User's account terminate upon User's death. No agency, partnership, joint venture or employment is created as a result of this Agreement and User may not make any representations or bind Knack Technologies in any manner.Amendment. This Agreement is subject to change by Knack Technologies at any time for any reason.
- will conduct tutoring sessions in a safe and respectful manner;
- have the right to refrain from sharing his/her personal information with the User;
- may refuse to meet with Users who make them feel uncomfortable or are disrespectful;
- will make good faith efforts to act in the best interest of the User;
- will not speak with outside parties regarding a User's performance;
- will uphold any code of conduct and academic integrity policies of any institution which User or Tutor is a member;
- will work to resolve conflicts that may arise between Tutors and Users and other invested parties, including advisors or instructors;
- will exercise reasonable judgment and take precautions to ensure that their potential biases, the boundaries of their competence, and the limitations of their expertise do not lead to or condone unjust practices;
- will establish clear expectations about the tutoring session;
- will fulfill all commitments to tutoring sessions including being on-time and prepared with appropriate materials to facilitate the tutoring session;
- will not guarantee grades or academic outcomes from tutoring sessions