Effective 2020-09-28
These Terms of Use ("Terms") govern the access or use by you of applications, websites, content and services (collectively and respectively referred to as the "Services" or "TutorABC Platform") made available by TutorABC and its parents, subsidiaries, representatives, and affiliates (collectively "TutorABC", "we," "us," or "our").
By accessing or using the TutorABC Platform, you confirm that you can form, and have formed, a binding contract with us, that you accept these Terms and that you agree to comply with them. Your access to and use of the TutorABC Platform is also subject to our Privacy Policy, including any additional terms that are added to the Privacy Policy and made available to you from time to time.
Please take the time to read them carefully. By accessing or using the TutorABC Platform, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, please don't access or use TutorABC Platform. Before you continue, you shall print or save a local copy of these Terms for your records.
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Using the TutorABC Platform
You are responsible for making all arrangements necessary for you to access or use the TutorABC Platform. If you have not obtained access to or use the TutorABC Platform through authorized means, we cannot guarantee that it can be used normally, and we will not be liable for any subsequent losses.
In order to improve user experience, we may irregularly provide updates to the TutorABC Platform. We may inform you of the software updates or available improvements through system prompts and in-application announcements. If you do not accept such updates or improvements, certain functions of the TutorABC Platform may be restricted or may not function as intended. In order to fully realize the functions of the TutorABC Platform, your equipment may require network access. You understand that you will be required to bear the expenses associated with your equipment and network access.
You acknowledge and agree that your use of the TutorABC Platform is at your own risk. We provide, and you accept, use of the TutorABC Platform on an "AS IS" and "as available" basis, without warranty of any kind. Without limiting the foregoing, we hereby disclaim all warranties and conditions, express or implied, of merchantability, non-interference with or non-infringement of any intellectual property rights, fitness for a particular purpose, title, and data loss. We makes no representations about availability, suitability, accuracy, reliability, timeliness, quality or content in or linked to TutorABC Platform. We also make no representations, warranties, or guarantees in relation to the actions or omissions of clients or other third-party, and expressly disclaim all liability for any act or omission by you, clients, or other third-party.
As a condition of your access to and use of the TutorABC Platform, you agree not to violate any law, statute, rule, permit, ordinance, or regulation in connection with your use of the TutorABC Platform and the related services. You further agree not to (i) decompile, reverse engineer, or disassemble any portion of the TutorABC Platform; (ii) link to, mirror, or frame any portion of the TutorABC Platform; (iii) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the TutorABC Platform, or unduly burdening or hindering the operation and/or functionality of any aspect of same; or (iv) attempt to gain unauthorized access to or impair any aspect of the TutorABC Platform or its related systems or networks.
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Changes to the Terms
We may amend these Terms from time to time. We will use commercially reasonable efforts to generally notify you of any material changes to these Terms, such as through a notice on the TutorABC Platform. However, you should review the Terms regularly to check for such changes. We will also update the "Last Updated" date at the top of these Terms, which reflect the effective date of such Terms. Your continued access to or use of TutorABC Platform after the date of the new Terms constitutes your acceptance of the new Terms. If you do not agree to the new Terms, you will stop accessing or using the TutorABC Platform.
We may update the TutorABC Platform, and may change the content at any time. If the need arises, we may suspend access to the TutorABC Platform, or close it indefinitely. Any of the material on our site may be out of date at any given time, and we are under no obligation to update such material.
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Your Account
If you decide to sign-up to use the TutorABC Platform as a language teacher, you will need to create an account with us. When creating an account, you will need to provide information about yourself, as set out in our Privacy Policy. In doing so, you must provide accurate and up-to-date information. It is important that you maintain and promptly update your details and any other information you provide to us, to keep such information current and complete.
It is important that you keep your account password confidential and that you do not disclose it to any third party. If you know or suspect that a third party knows your password or has accessed your account, please notify us at helpme@tutorabc.com. You agree that you are solely responsible (to us and to other users) for activity that occurs under your account.
In our sole discretion, we may terminate your account, or modify, reclaim or remove any username associated with your account, for any reason (including for reasons related to unlawful or unauthorized usage) and we are under no obligation to retain a record of your account or any data or information that you may have stored by means of the account.
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Privacy Policy
As noted above, your use of our website, application and the TutorABC Platform is subject to our Privacy Policy, the terms of which are fully incorporated by reference into these Terms.
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Intellectual Property Rights & Content
We respect intellectual property rights and ask you to do the same. As a condition of your access to and use of the TutorABC website, you agree not to use the TutorABC Platform to infringe any intellectual property rights.
As between you and us, all content, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music on and "look and feel" of the TutorABC Platform, and all intellectual property rights related thereto (the "TutorABC Content"), are either owned or licensed by us. Use of the TutorABC Content or materials on the TutorABC Platform for any purpose not expressly permitted by these Terms is strictly prohibited. Such content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed or otherwise exploited for any purpose whatsoever without our or, where applicable, our licensors' prior written consent. We and our licensors reserve all rights not expressly granted in and to their content.
Subject to these Terms, we grant you a non-exclusive, limited, non-transferable, non-sublicensable, revocable license to access and use the TutorABC Platform, and to access the TutorABC Content through your use of the TutorABC Platform, solely for your personal, noncommercial use, in accordance with these Terms, and applicable law, including any applicable intellectual property law. We reserve all rights not expressly granted herein in the TutorABC Platform, and the TutorABC Content. You acknowledge and agree that we may terminate this license at any time for any reason or no reason. You further acknowledge and agree that (i) should you decide to sign-up to use the TutorABC Platform as a Teacher, you will need to enter into a separate Independent Service Agreement with TutorABC and/or our affiliates , and (ii) you will not be able to access the TutorABC Platform as a Teacher without a current and active Independent Service Agreement.
If you believe that your copyrighted work has been reproduced in a manner that constitutes copyright infringement and is accessible on the TutorABC Platform, please contact us at helpme@tutorabc.com.
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Indemnity
You agree to defend, indemnify, and hold harmless TutorABC, our parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys' fees and expenses, arising out of a breach by you or any user of your account of these Terms, or arising out of a breach of your obligations, representation and warranties under these Terms.
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Limitation of Liability
IN NO EVENT WILL TUTORABC, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS, BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE TUTORABC PLATFORM, OR THESE TERMS, HOWEVER ARISING, INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
YOU ARE RESPONSIBLE FOR ANY MOBILE AND NETWORK CHARGES THAT MAY APPLY TO YOUR USE OF THE TUTORABC PLATFORM. IF YOU ARE UNSURE WHAT THOSE CHARGES MAY BE, YOU SHOULD ASK YOUR SERVICE PROVIDER BEFORE ACCESSING THE TUTORABC PLATFORM.
The TutorABC Platform may contain links to websites or application that are owned, controlled, developed, sponsored and/or maintained by third parties and which may be subject to additional terms and conditions ("Third-Party Websites"). TutorABC does not review, monitor, operate and/or control the Third-Party Websites and TutorABC makes no guarantees, representations and/or warranties as to, and shall have no liability for, the content available on or through and/or the functioning of the Third-Party Websites. By providing access to Third-Party Websites, TutorABC is not recommending and/or otherwise endorsing the products and/or services provided by the sponsors and/or owners of those websites. Your access and/or use of the Third-Party Websites, including providing information, materials and/or other content to the Third-Party Websites, is entirely at your own risk. TutorABC reserves the right to discontinue links to any Third-Party Websites at any time and for any reason, without notice.
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Other Terms
8.1. Governing Law. Unless otherwise agreed or required by a mandatory law, these Terms shall be governed by and construed in accordance with the laws of Hong Kong, without regard to choice or conflicts of law principles. Further, you agree to the exclusive jurisdiction of the courts of Hong Kong to resolve any dispute, claim or controversy that arises in connection with these Terms. If you would like to bring a matter to our attention, please contact us at helpme@tutorabc.com.
8.2. Entire Agreement. These Terms, along with the Privacy Policy, constitute the entire legal agreement between you and us concerning your access and use of the TutorABC Platform. As stated above, should you decide to sign-up to use the TutorABC Platform as a Teacher, you will need to execute a separate Independent Service Agreement.
8.3. No Waiver. Our failure to insist upon or enforce any provision of these Terms shall not be construed as a waiver of any provision or right.
8.4. Security. We do not guarantee that the TutorABC Platform will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform to access the TutorABC Platform. You should use your own virus protection software.
8.5. Severability. If any provision of these Terms is held to be invalid, then that provision will be removed from the Terms without affecting the rest of the Terms, and the remaining provisions of the Terms will continue to be valid and enforceable.
8.6. Interpretation. Headings and the contents page in these Terms are included for convenience purposes only and shall not affect the interpretation of these Terms.