Terms And Conditions
END USER LICENSE AGREEMENT
[READ THIS END USER LICENSE AGREEMENT ("EULA") CAREFULLY, BECAUSE BY SELECTING "I ACCEPT" OR OTHERWISE USING THE RIGHTSTUDENT COLLEGE RECRUITING PORTAL, YOU ARE AGREEING TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO ALL OF THESE TERMS AND CONDITIONS OR DO NOT WISH TO BE BOUND BY THIS EULA, DO NOT CLICK "I ACCEPT” OR USE THE PORTAL.]
- GENERAL: This EULA governs the use of the college recruiting portal made available by or on behalf of Scholarships.com, LLC ("Licensor", "we", "us" or "our"). For purposes of this EULA, "Portal" means such website, located at http://www.RightStudent.com, together with all components thereof and all updates, patches, fixes, modifications and enhancements thereto, including releases of new versions, automatically without additional consent or action on your part or otherwise, and any and all accompanying documentation, files and materials.
- LICENSE GRANT: Subject to your agreement and compliance with the terms and conditions of this EULA, RightStudent grants to you a limited, personal, non-exclusive, non-transferable and revocable license (without the right to sublicense) to access and use, via the internet, using a web browser, solely for your internal business use. For the avoidance of doubt, the foregoing license may not be shared or used without the purchase and/or permission of additional licenses from RightStudent for each additional user accessing, displaying, running, and/or using the portal. For purposes of the foregoing license grant, except for services designated "free" or "freeware" by RightStudent (i.e., services that do not require the payment of any license fee at any time), the continued use of the Portal pursuant to Section 2 above after the expiration of the applicable "trial period" designated by RightStudent without the payment of the applicable license fee is outside the scope of the foregoing license and a violation of this EULA and United States ("U.S.") and international copyright laws.
- RESTRICTIONS: The foregoing rights in and to the Portal are the only rights granted to you in connection with this EULA, and any and all rights not expressly granted to you by the license described Section 2 above are expressly and fully reserved by us and/or our licensors. Your license and right to access and use the Portal is limited to employees of your institution as provided for by RightStudent. If an additional user is required by your institution, you must formally request the addition of said user by RightStudent. Except as specifically provided in this EULA or for backup or archival purposes specifically permitted by law, you may not use or make any other copies of the Portal or any of its parts. In addition, you are not permitted to distribute, transmit, sublicense, lease, sell, rent or otherwise transfer the Portal or any of the data therein to any other person, firm or enterprise, nor are you permitted to tamper with or attempt to bypass, modify, defeat or otherwise circumvent the operation of the Portal or alter, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover or disclose the Portal source code or underlying programming or architecture.
- PROPRIETARY RIGHTS: RightStudent owns all right, title and interest in and to the Portal including, without limitation, all intellectual and proprietary rights appurtenant thereto, and, except for the limited license granted to you herein, nothing in this EULA shall be construed to transfer, convey, impair or otherwise adversely affect RightStudent's ownership or proprietary rights therein or any other RightStudent information or materials, tangible or intangible, in any form and in any medium.
- DATA COLLECTION AND USE: You hereby agree that RightStudent, its parent, subsidiaries, affiliates, and their respective successors and assigns, may collect and use certain technical information associated with your use of the Portal, including, without limitation, any information provided in connection with any support or technical services for the Portal (should we link to additional text published on our site here?).
- TERMINATION: We have the right to terminate this license and your right to use the Portal at any time for any reason, including in the event we reasonably believe you have failed to comply with any term or condition of this EULA. If this license or your right to use the Portal terminates for any reason or you do not agree with all these terms and conditions or you wish to discontinue your use of the Portal, you must stop all use of the Portal.
- DISCLAIMER OF WARRANTY: THERE ARE NO REPRESENTATIONS OR WARRANTIES THAT APPLY OR THAT ARE MADE TO YOU IN ANY WAY IN CONNECTION WITH THE PORTAL OR THIS EULA. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE PORTAL AND YOUR ACCESS TO AND USE THEREOF, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTIES OF TITLE, NON-INFRINGEMENT AND/OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PORTAL IS MADE AVAILABLE TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS AND RIGHTSTUDENT DOES NOT GUARANTEE, WARRANT OR REPRESENT THAT THE PORTAL SHALL MEET YOUR REQUIREMENTS OR THAT YOUR USE, OPERATION OR RESULTS OF USE OF THE PORTAL SHALL BE UNINTERRUPTED, COMPLETE, RELIABLE, ACCURATE, CURRENT, ERROR-FREE, FREE OF COMPUTER VIRUSES OR OTHERWISE SECURE. YOU ASSUME THE ENTIRE RISK OF DOWNLOADING, INSTALLING, COPYING, OPERATING, USING AND/OR DISTRIBUTING THE PORTAL.
- LIMITATIONS OF LIABILITY: YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER RIGHTSTUDENT NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, ADVERTISERS, BUSINESS AND PROMOTIONAL PARTNERS, OPERATIONAL SERVICE PROVIDERS, SUPPLIERS, RESELLERS AND CONTRACTORS SHALL, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR ANY CLAIM, LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, IN CONNECTION WITH OR ARISING FROM ANY USE OF THE PORTAL OR OTHERWISE IN CONNECTION WITH THIS EULA. YOU FURTHER ACKNOWLEDGE AND AGREE YOUR SOLE RIGHT AND EXCLUSIVE REMEDY FOR ANY LOSS OR DAMAGE ASSOCIATED WITH THE PORTAL OR THIS EULA, EVEN IF YOU CLAIM THAT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE, SHALL BE TO HAVE RIGHTSTUDENT, UPON WRITTEN NOTICE FROM YOU, ATTEMPT TO REPAIR, CORRECT OR REPLACE THE PORTAL. IF REPAIR, CORRECTION OR REPLACEMENT IS NOT REASONABLY COMMERCIALLY PRACTICABLE IN THE SOLE AND ABSOLUTE DISCRETION OF RIGHTSTUDENT, EITHER YOU OR RIGHTSTUDENT SHALL HAVE THE RIGHT TO TERMINATE AND DISCONTINUE YOUR USE OF THE PORTAL. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CERTAIN LIMITATIONS ON DAMAGES AND REMEDIES. ACCORDINGLY, SOME OF THE EXCLUSIONS AND LIMITATIONS DESCRIBED IN THIS EULA MAY NOT APPLY TO YOU.
- INDEMNIFICATION: You agree to defend RightStudent, its parent, subsidiaries, affiliates and/or their respective successors and assigns, officers, directors, employees, agents, licensors, representatives, advertisers, business and promotional partners, operational service providers, suppliers, resellers and contractors (the "RightStudent Indemnified Parties") against any and all claims, demands and/or actions and indemnify and hold the RightStudent Indemnified Parties harmless from and against any and all losses, damages, costs and expenses (including reasonable attorneys' fees), resulting from any breach or violation of this EULA, infringement, misappropriation or any violation of the rights of any other party, violation or non-compliance with any law or regulation, the breach or violation of any term or condition of your Agreement with us, any use, alteration or export of the Portal or otherwise in connection with this EULA. We reserve the right to assume, at our expense, the exclusive defense and control of any claims or actions and all negotiations for settlement or compromise, and you agree to fully cooperate with us upon our request. GOVERNING LAW AND INTERPRETATION: This EULA and all disputes, claims, actions, suits or other proceedings arising hereunder shall be governed by, and construed in accordance with, the substantive law of the State of Illinois applicable to contracts wholly made and to be performed within the State of Illinois. You agree to irrevocably submit to the sole and exclusive jurisdiction of the courts of Illinois State and the Federal courts of Illinois, situated in the City of Chicago, Cook County, Illinois. You further irrevocably consent to the exercise of personal jurisdiction by such courts and waive any right to plead, claim or allege that Illinois is an inconvenient forum. No amendment, modification, waiver or discharge of any provision of this EULA shall be valid unless made in writing and signed by an authorized representative of RightStudent. No failure or delay by RightStudent to exercise any right or enforce any obligation shall impair or be construed as a waiver or on-going waiver of that or any or other right or power, unless made in writing and signed by RightStudent. If any provision of this EULA is held to be illegal, invalid or unenforceable, the remaining provisions of this EULA shall be unimpaired and remain in full force and effect.