NXTBoard TERMS OF SERVICE

POSTED: SEPTEMBER 14, 2016

Thanks for using NXTBoard! These terms of service ("Terms") cover your use and access to our services, client software, websites, and mobile applications ("Services"). These Terms constitute a binding agreement, governing the use of the Services, between you and Schenley Systems, LLC, a Delaware limited liability company doing business as NXTBoard, including its related and affiliated companies (collectively, “NXTBoard") By using our Services, you agree to be bound by these Terms. If you agree using our Services for an organization, you are agreeing to these Terms on behalf of that organization. Continued use of the Services signifies your continued acceptance of these Terms and any changes to them.

Privacy

Your privacy is extremely important to us, and we take great care to limit what we collect and how we use it, and to enable you to understand our policies. If you are using NXTBoard, please read our Privacy Policy here. If you are using NXTBoard Admin or NXTBoard Insights, please read our Privacy Policy here. Our Privacy Policies explain how we treat your personal information and protect your privacy when you use our Service. By using our Services, you agree that NXTBoard can use such data in accordance with our Privacy Policies.

Age Restriction

You must be at least thirteen (13) years old to use the Services. If you are between the ages of thirteen (13) and eighteen (18), you may only use the Services if your parent or guardian consents to these Terms on your behalf. If your parent or legal does not acknowledge and agree to these Terms, you must immediately uninstall and/or discontinue use of the Services.

Additional Terms by User Type

a) Students: if you are a student accessing the Service at the invitation of a teacher or other school official, the following terms apply to you.

(i) Only students who have been invited, or given access to the Service, by their teacher, school, or district may use the Service. You may not access or use the Service unless you are invited or given access to the Service by a teacher, school, or district who is authorized to give you access to the Service.

(ii) We request minimal personal information to be provided from students to sign up for an account on the Service: username, password, and age or date or birth. If you are under 13 years of age, we also collect your parent’s email address so that we can provide notice or obtain consent for you to use the Service. If you are a student, please do not provide any personal information about yourself to us, other than what we request from you when you sign up for the Service or as directed by your teacher, school or district, such as through the use of the Student Stories feature.

(iii) The Children’s Online Privacy Protection Act (“COPPA”) prohibits online service providers from knowingly collecting personally identifiable information from children under 13 years of age without verifiable parental consent or notice as applicable (“Consent”). Consent may be obtained either by 1) NXTBoard if the student is setting up a student account; or 2) a student’s school if utilizing certain features of the Service without setting up an account (such as the Student Stories feature). Children under the age of 13 are prohibited from using certain features of the Service without Consent. For that reason, the signup flow for the Service requests the age of each new student user. By registering, you promise that you provided your real age during your signup, and you are either (a) over the age of 13 or (b) you gave us your parent or legal guardian’s actual and current email address, and that any response sent to Company in response comes from your parent or legal guardian.

b) Teachers and school leaders: if you are a teacher, school leader, aide, or other similar personnel (“School Personnel”) accessing the Service on behalf of a school, school district, or other similar educational institution (the "Institution"), the following terms apply to you:

(i) You agree that you are acting on behalf of (or have permission from) your Institution to enter into this Agreement and to use the Service as part of your curriculum.

(ii) You further understand and acknowledge that COPPA prohibits online service providers from knowingly collecting personally identifiable information from children under 13 years of age without Consent and you understand that we will not let children under the age of 13 use certain features of the Service unless:

  1. NXTBoard obtains Consent from the child’s parent or legal guardian if the student is creating an account on NXTBoard; or
  2. You obtain Consent in the situations where the child is not creating an account, but you as School Personnel allow the child to access certain features of NXTBoard which may result in the collection of personal information from the child, such as through the Student Stories feature (“School Consent”). NXTBoard will not provide full access or use of the Service to children under the age of 13 that you invite or allow access to the Service if we are unable to obtain parental consent or learn that School Personnel or the Institution has not obtained School Consent.

 

(iii) School Consent. You acknowledge and agree that when School Consent must be utilized to allow children under 13 to use the Service, you and/or the Institution will be solely responsible (and hereby agree that NXTBoard is not responsible) for compliance with COPPA. This includes without limitation, limiting access to the Service to those student users from whom School Personnel has received valid Consent forms and complying with all parental requests regarding the collection, use and disclosure of such parent’s child’s information. School Personnel or the Institution are responsible for disseminating parental consent forms to the parents of potential student users, for confirming receipt of valid consent forms for each child before granting the student access to the Service, and for retaining such consent forms on file. If a parent user does not consent or rescinds such School Consent, School Personnel or the Institution shall immediately notify NXTBoard to discontinue that student’s access to the Service and ensure that such student’s information is no longer accessible through the Services. For more information on School Consent please see our FAQ.

(iv) Only School Personnel who are current employees of the Institution may use the Service on the Institution’s behalf. Upon termination of a teacher or other staff member's employment with the Institution, such individual must return and cease using all login details and student access he or she has in his or her possession. If at any time you learn a user of the Service claims to be affiliated with your Institution who is not, in fact, affiliated with your Institution, you will notify Company immediately.

c) Parents: if you are a parent of a student that has been invited to create an account on the Service or is given access to the Service by School Personnel, then the following terms apply to you:

(i) If your child is under the age of 13, Consent must be given in order for a student to use certain features of a NXTBoard student account. This Consent may be obtained either from 1) NXTBoard if the student is setting up a student account; or 2) a student’s School Personnel if utilizing certain features of the Service without setting up an account (such as the Student Stories feature). If you are the parent or legal guardian of a child who has created an account with us and you did not receive an email seeking your Consent, you can email us at privacy@classdojo.com to have that child’s account deleted. Please note, that if you as a parent provide an email to School Personnel when the school is obtaining School Consent, we may send an email asking you to verify your child’s account, but you will not receive any other emails unless you have opted in to email marketing or have separately created an account on our Service.

Information collected from students (including personal information and information collected automatically) is never used or disclosed for third-party advertising or any kind of first- or third-party behaviorally-targeted advertising, and personal information is never sold or rented to anyone, including marketers or advertisers. See our Privacy Policy for more details.

(ii) You further agree that we may send you messages, alerts, and other communications through the Service, including via email, web alert, text messages, push notifications and other similar means, in accordance with the preferences you set through the Service, and you agree to accept such messages, and pay any applicable network access, data usage, or similar fees.

c) Parents: if you are a parent of a student that has been invited to create an account on the Service or is given access to the Service by School Personnel, then the following terms apply to you:

(i) If your child is under the age of 13, Consent must be given in order for a student to use certain features of a NXTBoard student account. This Consent may be obtained either from 1) NXTBoard if the student is setting up a student account; or 2) a student’s School Personnel if utilizing certain features of the Service without setting up an account (such as the Student Stories feature). If you are the parent or legal guardian of a child who has created an account with us and you did not receive an email seeking your Consent, you can email us at privacy@classdojo.com to have that child’s account deleted. Please note, that if you as a parent provide an email to School Personnel when the school is obtaining School Consent, we may send an email asking you to verify your child’s account, but you will not receive any other emails unless you have opted in to email marketing or have separately created an account on our Service.

Information collected from students (including personal information and information collected automatically) is never used or disclosed for third-party advertising or any kind of first- or third-party behaviorally-targeted advertising, and personal information is never sold or rented to anyone, including marketers or advertisers. See our Privacy Policy for more details.

(ii) You further agree that we may send you messages, alerts, and other communications through the Service, including via email, web alert, text messages, push notifications and other similar means, in accordance with the preferences you set through the Service, and you agree to accept such messages, and pay any applicable network access, data usage, or similar fees.

Family Educational Rights and Privacy Act

Certain information that may be provided to NXTBoard by School Personnel that is directly related to a student and maintained by an Institution, may be considered an education record (“Education Record”) under the Family Educational Rights and Privacy Act (“FERPA”). Additionally, certain information, provided to Company by School Personnel about a student, such as student name and grade level, may be considered directory information under FERPA (“Directory Information”) and thus not an Education Record. A school may not generally disclose personally identifiable information from an eligible student’s education records to a third party without written consent of the parent and/or eligible student or without meeting one of the exemptions set forth in FERPA (“FERPA Exemption(s)”), including the exemption for Directory Information (“Directory Information Exemption”) or disclosure to school officials with a legitimate educational interest (“School Official Exemption”).

As School Personnel or an Institution providing Directory Information or any Education Record to NXTBoard, you represent, warrant and covenant to NXTBoard, as applicable, that your Institution has:

(i) complied with the Directory Information Exemption, including, without limitation, informing parents and eligible students what information the Institution deems to be directory information and allowing parents and eligible students a reasonable amount of time to request that schools not disclose directory information about them; and/or

(ii) complied with the School Official Exemption, including, without limitation, informing parents in their annual notification of FERPA rights that the Institution defines “school official” to include service providers and defines “legitimate educational interest” to include services such as the type provided by NXTBoard; or

(iii) obtained all necessary parental or eligible student written consent to share the Directory Information and Educational Records with Company, in each case, solely to enable Company’s operation of the Service.

NXTBoard will never share Education Records with third parties except (i) as directed by a NXTBoard user (i.e., teacher sharing with another teacher or parent); or (ii) to our service providers that are necessary for us to provide the Service, as stated in our Privacy Policy. A list of our current essential service providers is located here. Education Records are never used or disclosed for third party advertising or any kind of first- or third-party behaviorally-targeted advertising to students or parents. Additionally, information collected directly from a student using NXTBoard is never used or disclosed for third party advertising, or any kind of first- or third-party behaviorally-targeted advertising to the student, and personal information collected from a student is never sold or rented to anyone. This section shall not be construed (i) to prohibit NXTBoard from marketing or advertising directly to parents so long as the marketing or advertising did not result from the use of Educational Records to provide behaviorally targeted advertising or (ii) to limit the ability of NXTBoard to use student information or Educational Records for adaptive learning or customized student learning purposes.

NXTBoard may use Education Records that have been de-identified for product development, research or other purposes (“De-Identified Data”). De-Identified Data will have all direct and indirect personal identifiers removed, this includes, but is not limited to, name, date of birth, demographic information, location information and school identity. NXTBoard agrees not to attempt to re-identify the De-Identified Data and not to transfer the De-Identified Data to a third party unless that party agrees not to attempt re-identification.

Your Stuff & Your Permissions

When you use our Services, you may provide us with things like your files, content, email messages, contacts and so on ("Your Stuff"). Your Stuff is yours. These Terms do not give us any rights to Your Stuff except for the limited rights that enable us to offer the Services.

We need your permission to do things like hosting Your Stuff, backing it up, and sharing it when you ask us to. Our Services also provide you with features like photo thumbnails, document previews, email organization, easy sorting, editing, sharing and searching. These and other features may require our systems to access, store and scan Your Stuff. You give us permission to do those things, and this permission extends to our affiliates and trusted third parties we work with.

Sharing Your Stuff

Our Services let you share Your Stuff with others, so please think carefully about what you share.

Your Responsibilities

You are responsible for your conduct, Your Stuff and you agree not to misuse the Services, or help anyone else do so. For example, you agree not even to try to do any of the following:

  • probe, scan, or test the vulnerability of any system or network;
  • breach or otherwise circumvent any security or authentication measures;
  • access, tamper with, or use non-public areas or parts of the Services, or shared areas of the Services you haven't been invited to;
  • interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services;
  • access, search, or create accounts for the Services by any means other than our publicly supported interfaces (for example, "scraping" or creating accounts in bulk);
  • send unsolicited communications, promotions or advertisements, or spam;
  • send altered, deceptive or false source-identifying information, including "spoofing" or "phishing";
  • promote or advertise products or services other than your own without appropriate authorization;
  • abuse referrals or promotions to get more storage space than deserved;
  • circumvent storage space limits;
  • sell the Services unless specifically authorized to do so;
  • publish or share materials that are unlawfully pornographic or indecent, or that contain extreme acts of violence;
  • advocate bigotry or hatred against any person or group of people based on their race, religion, ethnicity, sex, gender identity, sexual preference, disability, or impairment;
  • violate the law in any way, including storing, publishing or sharing material that's fraudulent, defamatory, or misleading; or
  • violate the privacy or infringe the rights of others.

Content in the Services may be protected by others' intellectual property rights. Accordingly, you agree not to copy, upload, download, or share content unless you have the right to do so. We may review your conduct and content for compliance with these Terms and our Privacy Policy. With that said, we have no obligation to do so. We are not responsible for the content people post and share via the Services.

You understand and agree you are solely responsible for the confidentiality and security of user information like your username and password. Please safeguard this information, make sure unauthorized people do not have access to it, and keep your account information current.

Software and Ownership of Services

Some of our Services may allow you to download client software ("Software") which may update automatically. So long as you comply with these Terms, we give you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Services. To the extent any component of the Software may be offered under an open source license, we will make that license available to you and the provisions of that license may expressly override some of these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so.

You understand and agree that as between you and NXTBoard, the Services and all content (other than Your Stuff and Third-Party Content) such as graphics, code, and text, is an shall remain the sole property of NXTBoard and is subject to protection under U.S. and foreign copyright laws. Additionally, any information and content (such as user generated content, audio files, music files, sounds or other information sent to you) may be protected by intellectual property rights and are owned by the individual or entity from which such Third-Party Content originated.

Beta Services and Updates

We sometimes release products and features that we are still testing and evaluating. Those Services have been marked beta, preview, early access, or evaluation (or with words or phrases with similar meanings) and may not be as reliable as NXTBoard’s other services, so please keep that in mind. From time-to-time, we may release updates to the Services on our website or through the relevant application marketplace (i.e., the APP Store). You understand and agree you are responsible for updating your device with the most recent version of the Services in order to ensure the Services continue to function as intended.

Copyright

We respect the intellectual property of others and ask that you do too. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using our Copyright Policy. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers. Our designated agent for notice of alleged copyright infringement on the Services is:

Copyright Agent
Schenley Systems, LLC
9737 Great Hills Trail, Suite 260,
Austin, Texas 78759.

Paid Accounts

Billing. You can increase your storage space and add additional paid features to your account. We will automatically bill you from the date you convert to a Paid Account and on each periodic renewal until cancellation. You are responsible for all applicable taxes, and we will charge tax when required to do so.

Changes. We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account.

NXTBoard and Your Business

Email address. If you sign up for a NXTBoard account with an email address provisioned by your employer, your employer may be able to block your use of NXTBoard until you transition to a NXTBoard Business or NXTBoard Enterprise account or you associate your NXTBoard account with a personal email address.

Termination

You are free to stop using our Services at any time. We also reserve the right to suspend or end the Services at any time at our discretion and without notice. For example, we may suspend or terminate your use of the Services if you are not complying with these Terms, or use the Services in a manner that would cause us legal liability, disrupt the Services or disrupt others' use of the Services. Except for Paid Accounts, we reserve the right to terminate and delete your account if you have not accessed our Services for 12 consecutive months. We will of course provide you with notice via the email address associated with your account before we do so.

No Warranties

THE SERVICES ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND NXTBoard (AND ITS SUPPLIERS) EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. NXTBoard (AND ITS SUPPLIERS) MAKES NO WARRANTY THAT THE SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. Carnegie makes no representation that the ServiceS ARE appropriate for use in locations in all other countries. You are solely responsible for compliance with all applicable laws, including without limitation export and import regulations. Any diversion of the ServiceS contrary to United States law is prohibited.

No Liability

TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, IN NO EVENT SHALL NXTBoard, ITS SUPPLIERS OR VENDORS, AGENTS, OR ANYONE INVOLVED IN CREATING OR PROVIDING THE SERVICES (A) BE LIABLE TO YOU OR ANY OTHER USER WITH RESPECT TO USE OF THE SERVICES, OR (B) BE LIABLE TO YOU OR ANY OTHER USER FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOSS, THEFT OR CORRUPTION OF USER INFORMATION, THE INABILITY TO USE THE SERVICES, OR DEVICE FAILURE OR MALFUNCTION. YOU UNDERSTAND AND AGREE YOUR SOLE REMEDY IS TO CEASE USE OF THE SERVICES, INCLUDING MOBILE APPLICATIONS IF APPLICABLE.  NXTBoard, ITS VENDORS OR SUPPLIERS, AGENTS AND ANYONE INVOLVED IN CREATING OR PROVIDING THE SERVICE OR ANY RELATED CONTENT SHALL NOT BE LIABLE EVEN IF ANY OF THEM OR ANY AUTHORIZED REPRESENTATIVE OF THEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES OR INJURY CAUSED BY ERROR, OMISSION, INTERRUPTION, DEFECT, FAILURE OF PERFORMANCE, UNAUTHORIZED USE, DELAY IN OPERATION OR TRANSMISSION, LINE FAILURE, COMPUTER VIRUS, WORM, TROJAN HORSE OR OTHER HARM.

In the event that applicable law does not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental, consequential or other damages, in no event shall NXTBoard, its suppliers or vendors, agents or anyone involved in creating or providing the Service or any related content be liable for damages, losses, and/or causes of action exceeding the amount, if any, paid by you for use of the Service, or $50, whichever is less.

Resolving Disputes

We want to address your concerns without needing a formal legal case. Before filing a claim against NXTBoard, you agree to try to resolve the dispute informally by contacting legal@NXTBoard-tech.com. We will try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or NXTBoard may bring a formal proceeding.

Judicial forum for disputes. These Terms and any claim, cause of action, or dispute (“claim”) you have with NXTBoard, including but not limited to any claim arising out of or relating to these Terms or your use or accessing of the Service, shall be governed by the laws of Texas regardless of your country or state or origin where you use or access the Service, and without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. You agree to resolve all such claims exclusively in a state or federal court located in Bexar County, Texas, and you agree to submit to the personal jurisdiction of the state and federal courts located in Bexar County, Texas for litigating all such claims. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.

Entire Agreement

These Terms constitute the entire agreement between you and NXTBoard with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.

Waiver, Severability & Assignment

NXTBoard’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. NXTBoard may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

Modifications

NXTBoard reserves the right to change or modify these Terms or any other NXTBoard terms, conditions, or policies related to use of the Services (including those identified in this agreement) at any time and at its sole discretion by posting revisions on the NXTBoard website (http://wwwNXTBoard-tech.com) or within the Services platform or mobile application.  Continued use of the Services following the posting of these changes or modifications will constitute your acknowledgement and agreement to such changes or modifications.  Only a specific, written waiver signed by an authorized representative of NXTBoard shall have any legal effect as a waiver by NXTBoard of any provision of these Terms.

Contact Us

If you have any questions about, or complaints that concern, this Policy, please call us at Carnegie or email us at info@NXTBoard-tech .com. If you prefer, you also may write us at Legal Department, NXTBoard, 8522 Broadway, Suite 209, San Antonio, Texas 78217.