Big Universe Terms of Use

PLEASE READ CAREFULLY BEFORE USING THIS WEBSITE. BY ACCESSING AND USING THIS WEBSITE, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN. IF YOU DO NOT AGREE, DO NOT USE THIS WEBSITE. 

1. Grant of Rights.

Pursuant to an agreement (the "Subscriber Agreement") between Big Universe, Inc. ("Big Universe"), or its authorized distributor, and the subscribing entity ("Subscriber"), for a subscription to the biguniverse.com website, Big Universe has granted to Subscriber, and the authorized educators, administrators and students under the Subscriber Agreement (or, as otherwise defined in the Subscriber Agreement, the "Users"), for the term of the applicable Subscriber Agreement, a limited, non-exclusive, terminable, non-transferable license to access the biguniverse.com website (the "Website") and any and all content included therein (the "Content"), and to access the Content pursuant to the terms and conditions set forth in the Subscriber Agreement and these Terms of Use, such grant of rights subject to Big Universe's rights thereto. Big Universe may, in its sole discretion, make changes to the Website and/or the Content, including but not limited to adding and/or removing eBooks, quizzes, lesson plans, and standards alignments. All rights not expressly granted to Subscriber and its Users pursuant to the Subscriber Agreement are reserved to Big Universe, and all uses of the Content by Subscriber and its Users not expressly permitted hereunder are prohibited.

2. Permitted and Prohibited Uses.

a. Educational Use Only. Subscriber and its Users may use the Website and the Content for bona fide educational and research purposes only, and may not use them in any commercial or for-profit manner. Big Universe reserves the right, in its sole and absolute discretion, to limit Subscriber's and/or any Users' use of the Website in the event that Big Universe, in its sole and absolute discretion, deems Subscriber's and/or such Users' use thereof to be inconsistent with educational and research purposes, and/or inconsistent with these Terms of Use.

b. Publisher Content. Big Universe has partnered with world class book publishers in order to provide eBook content, hosted on our site ("Library"). This Library is protected by copyright and other intellectual property laws and can be viewed by Subscribers and its Users via authorized Big Universe websites and applications. During the term of your subscription, Big Universe hereby grants you a non-exclusive, non-transferable license to access and use this Library. You may access and use materials from the Library for your own research or study only. Copying or storing of any content without the prior written permission from Big Universe or the copyright holder is prohibited. 

c. User Content. Users may create eBooks using the Big Universe writing tool on the Website solely in connection with classroom or other school-related projects. Such eBooks, as edited by User, as well as any work containing generated eBooks, may not contain any libelous or unlawful materials or content or any commercial advertising materials, will not infringe upon any party's proprietary rights, including but not limited to statutory or common-law copyright, trademark and right of privacy, and may not violate any law, regulation or right of any kind whatsoever or give rise to any actionable claim or liability. User must maintain all copyright, trademark and proprietary notices included with, attached to or embedded all editable eBooks without modification, obstruction or deletion. 

d. Prohibited Uses. Except as expressly set forth herein, neither Subscriber nor the Users may (i) copy, reproduce, alter, modify, transmit, perform, create derivative works of, publish, sub-license, distribute, or circulate the Website, the Content, or any portion thereof; (ii) disassemble, decompile, or reverse engineer the Website or any portion thereof, or use a robot, spider, or any similar device to copy or catalog the Content or any portion thereof; (iii) take any actions, whether intentional or unintentional, that may circumvent, disable, damage or impair the Website's or the Content's control or security systems, nor allow or assist a third party to do so; or (iv) use the Content in a manner that disparages the Website, the Content or Big Universe or its content providers, or in any manner that Big Universe may, in its sole discretion, deem inappropriate. Subscriber and its Users may not make the Website, or any part thereof, available to any party who is not a Subscriber or a User, except as permitted herein.

3. Ownership. 

As between Subscriber, the Users, and Big Universe, the Website and the Content are the property of Big Universe and it's partners, and are protected by United States and international copyright and trademark law. By using the Website and the Content, even as permitted hereunder, neither Subscriber nor any of its Users gain any ownership interest in the Website or the Content.

4. Security and Use of Passwords. 

Each User shall have a valid username and passcode for the purpose of accessing the Website and the Content (the "Sign-In Information"). Subscriber and its Users must keep all Sign-In Information strictly confidential, and all Sign-In Information may be used only by the assigned User. Subscriber and its Users are responsible for maintaining the security and confidentiality of all Sign-In Information, and for preventing access to the Website and/or the Content by unauthorized persons using a User's Sign-In Information. Unauthorized access to or use of the Website and/or the Content by someone using a User's Sign-In information may be attributed to such User.

5. Citations. 

User must include citation information, including Big Universe or the applicable content provider (if identified) as the source, for all portions of the Content used in any end product.

6. Communications from Big Universe.

Big Universe may periodically contact Users, excluding students, for customer service purposes. By accessing the Website and the Content, Users consent to receive such communications. Subscriber shall promptly provide Big Universe with any and all information regarding its Users and/or use of the Website and the Content by its Users that Big Universe reasonably requests. Subscriber agrees that Big Universe may reference its business relationship with Subscriber in its marketing or sales materials.

7. Big Universe Privacy Policy.

Registration Data and certain other information about Users is subject to our Privacy Policy, which can be found at https://www.biguniverse.com/main/privacy.

8. Links.

Big Universe may provide links to other Internet websites or resources (e.g. publisher partners). Because Big Universe has no control over such sites and resources, you acknowledge and agree that Big Universe is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. 

9. Changes to Terms of Use. 

Big Universe reserves the right to change these Terms of Use from time to time. Such changes will become effective when Big Universe posts the revised Terms of Use on the Website. Users should check the Terms of Use from time to time, as they are bound by the Terms of Use posted on the Website at the time of access. Any revised Terms of Use shall supersede all previous versions.

10. No Resale of Service.

You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

11. Termination of the Subscriber Agreement; Effect of Termination or Expiration.

In the event that Subscriber breaches any term of the Subscriber Agreement, or Subscriber and/or any of its Users breach these Terms of Use, and such breach is not cured within 10 days after receipt of notice thereof from Big Universe, Big Universe may terminate the Subscriber Agreement in whole or in part immediately upon written notice to Subscriber. Notwithstanding the foregoing, there shall be no cure period for any Event of Default that is not curable. Upon expiration or prior termination of the Subscriber Agreement, all rights granted herein shall revert to Big Universe; all access to and use of the Website and the Content by Users must cease; all materials downloaded from the Website must be erased, deleted, or destroyed.

12. No Warranties, Limitation of Liability.

THE WEBSITE AND THE CONTENT ARE PROVIDED AS IS, AND ALL WARRANTIES OF ANY KIND, PAST OR PRESENT, WHETHER STATUTORY, COMMON-LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY AND, EXCEPT AS MAY BE OTHERWISE STATED IN THIS AGREEMENT, NON-INFRINGEMENT, ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. BIG UNIVERSE DOES NOT GUARANTEE OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR ACCURACY OF THE WEBSITE OR THE CONTENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BIG UNIVERSE OR ITS EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF BIG UNIVERSE'S OBLIGATIONS HEREUNDER, AND SUBSCRIBER MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. IN NO EVENT SHALL BIG UNIVERSE BE LIABLE FOR ANY LOST DATA, LOST PROFITS, BUSINESS INTERRUPTION, REPLACEMENT SERVICE OR OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR INDIRECT DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THEORY OF LIABILITY.

13. Release.

Subscriber and its Users release and waive all claims against Big Universe, affiliated companies, agents or content providers, and the directors, trustees, officers, shareholders, employees, agents and representatives of each of the foregoing, from any and all claims, damages, liabilities, costs and expenses arising out of User's use of the Website and the Content.

14. Representations/Indemnity.

Subscriber represents and warrants that (i) it has full power and authority to enter into the Subscriber Agreement, and to agree to all the terms and conditions contained therein and in these Terms of Use, and has received all parental and other permissions required to permit Big Universe to obtain and retain information (including personal information) from Users; (ii) only Subscriber or its Users shall access the Website and the Content; (iii) Subscriber and its Users will at all times use the Website and the Content only as expressly permitted by the Subscriber Agreement and these Terms of Use; (iv) in the event that Subscriber requests that Big Universe customize the Website interface with Subscriber's trade name, trademarks or logos, and/or digitize and/or encode and/or host any of Subscriber's content on the Content and/or the Website, Subscriber has the right to so use and exploit any and all such trade names, trademarks, logos and content, including without limitation any and all underlying elements (the "Subscriber IP"), and (v) the Subscriber IP, any content, materials, and/or information contributed by Users, and any revisions to the Content by Users does not and will not contain any libelous, unlawful or infringing materials or content, will not infringe upon any party's proprietary rights, including without limitation statutory or common-law copyright, trademark and right of privacy, and will not violate any law, regulation or right of any kind whatsoever or give rise to any actionable claim or liability. Subscriber and its Users shall defend, indemnify and hold Big Universe, its parent, subsidiaries, affiliated companies, agents or content providers, and the directors, officers, shareholders, employees, agents and representatives of each of the foregoing, harmless against and from any and all claims, damages, liabilities, costs and expenses arising out of any violation by Subscriber and/or its Users of these Terms of Use, any downloading of the Content, any modification or edit made to any portion of the Content, and the use of any portion of the Content with products or services not supplied by Big Universe. All representations, warranties, and indemnities shall survive the expiration or prior termination of the Subscriber Agreement.

15. Reporting Infringement.

By accessing and/or using the Website and the Content, Users agree to report to Big Universe all claims or suspected claims of copyright or other infringement of Big Universe's intellectual property or other proprietary rights. Claims of infringement should be directed to Big Universe, 11654 Plaza America Dr, Suite 143 Reston, Virginia 20190.

16. Miscellaneous.

Failure to perform by reason of any law, natural disaster, labor controversy, encumbered intellectual property right, war or any similar event beyond a party's reasonable control shall not be a breach hereof. This Agreement shall be construed and enforced under the laws of the State of Virginia, USA without reference to the choice of law principles thereof. User hereby consents to and submits to the jurisdiction of the federal and state courts located in the State of Virginia. User waives any defenses based upon lack of personal jurisdiction or venue, or inconvenient forum. If any provision herein is unenforceable, then such provision shall be of no effect on any other provision hereof. No waiver of any breach hereof shall be deemed a waiver of any other breach hereof. Section headings are provided for convenience only, and shall not be used to construe the meaning of any section hereof.