Last updated: February 15, 2016
1.1 Choice of Law. Your relationship is with Nureva Inc., an Alberta Corporation, and you agree to be bound by the laws of Alberta and the laws of Canada applicable therein.
1.3 This Education License Addendum constitutes “Additional Terms” within the meaning of the General Terms.
1.4 If there is any conflict between the General Terms and these Additional Terms, then the Additional Terms take precedence in relation to that Software or Service to the extent of the conflict. The General Terms and any applicable Additional Terms and all other documents incorporated by reference in these General Terms are referred to as the “Terms.”
1.5 Nureva may change the Terms at its sole discretion. If we change the General Terms, then we will make a new copy available at http://www.nureva.com/span-terms-of-service. If we change these Additional Terms, we will provide a new copy to you by email to the person designated as the group administrator for your account. Your use of the Software and Services is subject to the most current version of the Terms at the time of such use.
In addition to the capitalized terms defined above, unless otherwise defined, each capitalized term that is used in this Education License Addendum if defined in the General Terms has the meaning ascribed to it in the General Terms and the following capitalized terms used throughout these Additional Terms have the meanings stated below:
2.1 “Account Holder” means an Educational Institution that has implemented or uses or has made available to its students the Nureva Span Service.
2.2 “Account Information” means the information you provide to Nureva when you register for a Service, or use Nureva Software, including your Nureva ID and log-in information, and the information that Nureva associates with your use of the Software or Service, including user name, device identification and IP address.
2.3 “Educational Institution” means any person or entity that provides instructional services to individuals under the age of 18 years or education-related services to individuals under the age of 18 years and other Educational Institutions.
2.4 “Law” means any applicable law, regulation, or generally accepted practices or guidelines in any applicable jurisdiction, such as any laws regarding the export of data or software to and from the United States or other applicable countries.
2.5 “Linked Sites” has the meaning specified in Section 8.
2.6 “Materials” means any materials provided by you or Nureva, including without limitation any (a) User Material; and (b) information, data, documents, images, photographs, graphics, audio, videos, or webcasts.
2.7 “Nureva Materials” means any Materials provided by Nureva under these Terms.
2.8 “Parent” means the parent or legal guardian of an Underage Student.
2.9 “Service” means any functionality or service provided by any of the Site, the Software or any Span Service, and collectively “Services.”
2.10 “Share” means to email, post, transmit, upload, or otherwise make available through your use of the Services.
2.11 “Site” means any Nureva website that relates to or is connected to the Span Services.
2.12 “Software” means Nureva software code, interfaces, content, data and associated documentation, including without limitation any mobile and tablet applications, web application, and applications related to the Services, content files, drivers, patches, or fonts. Software includes, without limitation, the Span Web Client, the Span App, and Span Wall Software.
2.13 “Span App” means the Nureva software code and associated documentation that is installed or designed to be installed on a smartphone, tablet, or other mobile computing device.
2.14 “Span Wall Software” means the Nureva software code and associated documentation that is installed or designed to be installed on a personal computing device that is connected to one or more projection devices.
2.15 “Span Web Client” means the Nureva software code and associated documentation designed to be run as a web application on a computing device.
2.16 “Underage Student” has the meaning specified in Section 4.1.2
2.17 “User” means a user of the Software or a Service.
2.18 “User Material” means (a) Your Material and (b) Shared Material uploaded by other Users.
2.19 “You” or “you” means you an individual User, and includes the corporation, company, partnership, trust, school division, school board, school or other educational institution or any other entity on whose behalf you are purporting to act with respect to the use of any Nureva Software or Service.
2.20 “Your Material” means any Materials that you Share through your use of the Services.
In addition, the terms “affiliates” and “subsidiaries” have the meanings given them under Alberta corporate law.
3.1 If you are purporting to act on behalf of a corporation, company, partnership, trust or other incorporated or unincorporated entity, you hereby represent to Nureva Inc. that you are duly authorized to act on its behalf and it has the power and capacity to enter into this agreement with Nureva Inc. and this agreement shall be binding upon it.
3.2 You may not use the Software or the Services if you do not agree to the Terms. You may accept the Terms (a) by delivering a signed copy hereof to Nureva or its designated agent (b) by using the Software and Services in any way, such as downloading or uploading any Materials made available via the Services by Nureva, you, or other Users, or (c) by merely browsing the Services or using the Software.
3.3 You may not use the Software or Services if (a) you are prohibited by Law from receiving or using the Software or Services, (b) you are not fully able and competent to enter into a binding contract with Nureva, such as if you are not of legal age or have not obtained parental consent. In particular, unless expressly stated otherwise in the Additional Terms for any given Software or Service, you affirm that you are over the age of 18 and acknowledge that the Software and these Services were not intended for children under 18.
3.4 Nureva may require you to provide consent to the updated Terms before further use of the Software or Services is permitted. In any event, your continued use of any Software or Service constitutes your acceptance of the changes.
4.1 Notwithstanding the provisions of the General Terms to the Contrary, persons under the age of 18 may download the Software and use the Service on the following conditions:
4.1.1. The Account Holder is an Educational Institution;
4.1.2. The person under the age of 18 years is a student of the Account Holder (the “Underage Student”);
4.1.3. The Account Information provided to Nureva by the Account Holder for the purposes of creating a User account for the Underage Student is accurate;
4.1.6. The Account Holder will store and make available to Nureva upon its request each Parental Consent for so long as a User is an Underage Student or the Underage Student is using the Nureva Span Service.
4.1.7. The Account Holder shall indemnify and hold Nureva harmless from any and all claims that arise from the failure to obtain the proper Parental Consent.
4.1.8. The Account holder represents to us that use of the Nureva Span Service by an Underage Student will be made under its supervision.
The Services and Materials may include links that will take you to websites or services not operated by Nureva (“Linked Sites”). Whether the link was provided by Nureva as a courtesy, or whether it was posted by a User, Nureva has no control over non-Nureva websites or services. You agree that we are not responsible for the availability or contents of any website or service we do not operate.
6.1 The Services can be accessed from countries around the world and may contain references to Services and Materials that are not available in your country. These references do not imply that Nureva intends to announce such Services or Materials in your country.
6.2 These Services are controlled, operated, and administered by Nureva Inc. from its offices in Canada. Nureva makes no representation that the Services or Materials are appropriate or available for use outside of Canada and the United States. Nureva reserves the right to block access to the Services or Materials by certain international users. If you access the Services from a location outside Canada or the United States, then you are responsible for compliance with all local Laws.
7.1 English Version. The English version of the Terms will be the version used when interpreting or construing this agreement.
7.2 Notice to Nureva. Any notice provided to Nureva pursuant to the Terms should be sent to 1000, 1221 8 Street SW, Calgary, Alberta, Canada, T2R 0L4 Attention: Vice President, Legal and General Counsel.
7.3 Notice to You. Nureva may provide you with notices, including those regarding changes to the Terms, by email, regular mail, text message, postings on or within the Services, or other reasonable means now known or hereafter developed.
7.4 Entire Agreement. The Terms constitute the entire agreement between Nureva and you with respect to your access to or use of the Software, Services, and Materials and supersede any prior agreements between you and Nureva on such subject matter.
7.5 Non-Assignment. You may not assign or otherwise transfer the Terms, or any right granted hereunder, without Nureva’s written consent. Nureva’s rights under the Terms are transferable by Nureva.
7.6 Severability. If for any reason a court of competent jurisdiction finds any provision of the Terms, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties as reflected by that provision, and the remainder of the Terms shall continue in full force and effect.
7.7 Waiver. Any failure by Nureva to enforce or exercise any provision of the Terms, or any related right, shall not constitute a waiver of that provision or right.
7.8 Compliance with Applicable Law. You are solely responsible for your familiarity and compliance with any laws that may prohibit you from participating in or using any part of the Software, Services, or Materials.
7.9 Third-Party Acknowledgements. Portions of the Software may utilize or include third-party software and other copyrighted material. Licensing terms, acknowledgements, disclaimers and waivers for such software and material are contained in the Intellectual Property Statement and your use of such software and material is governed by their respective terms.
Nureva Inc: 1000, 1221 8 Street SW, Calgary, Alberta, Canada, T2R 0L4