This Website is owned and operated by Better Chinese LLC, a California limited liability company (“Better Chinese” or “We” or “Us”). The term “you” and “your” for purposes of these Terms, means you in your individual capacity, and the entity or school whom you represent and on whose behalf you use the Services under actual or apparent authority. By agreeing to these Terms or by using the Website or Services, you represent and warrant that you have the authority to represent the company or business entity for whom you are acting.
The following terms and conditions govern all use by you of (a) this website (the "Website"), and (b) the Chinese language and culture educational lessons, learning & teaching tools (including assessments) and instructional services made available on or through the Website, our cloud platform and our mobile applications, including any software, materials, content, data, text, images, video, or audio files made available through the Website and mobile applications (collectively, the "Services"). By accessing and/or using the Website or Services (or by registering a User Account), you acknowledge and agree that you have read and will comply with and be legally bound by, the Terms as amended from time to time ("Terms"), whether or not you become a registered user of the Website. These Terms govern your access to and use of the Website and Services, and constitute a binding legal agreement between you and Better Chinese. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Website or Services.
You agree to receive all communications from Better Chinese electronically via email and to maintain a current email address on the Website at all times. You agree that you will be deemed to have received any notice that Better Chinese sends to the email address that you provide. We recommend that you check your spam folder from time to time to verify that Better Chinese’s emails were not misdirected. We are not responsible for any emails you do not receive as a result of any misdirection by your email provider.
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS WEBSITE OR PERMITTING YOUR CHILD TO USE THIS WEBSITE.
- Registration of Account; Passwords.
- A Better Chinese User Account and account profile page for your use of the Website and Services will be created upon registration based upon the personal information you provide to us. If you do not register your User Account you will not be able to access or use certain portions of the Services that may require a User Account.
- Age Restrictions for User Accounts.
We are committed to compliance with the Children’s Online Privacy Protection Act (“COPPA”) so that parents remain in control of personal information collected from their young children (under 13 years old) online. As such, young children under age 13 will not be permitted to create a User Account on their own. Instead, a parent (or guardian) must register a user account for his/her child using the parent's (or guardian's) email address, and provide express consent for any use of the Services. We will not accept any email addresses from children under age 13.
Alternatively, if you have a Student Account, your teacher and School Administrator may also act as the agent of the parent or legal guardian of a Student to provide the consent to use the Services. As a general rule, children should always check with their parents (or guardians) before entering information on any Websites or mobile application and we encourage families to discuss their household guidelines regarding the online sharing of personal information. We will clearly and transparently disclose our data policies and practices to our users.
- Ages 18 or over: There are no restrictions on creating an account or using the Services.
- Ages 13 to 17: A minor may create an account or use the Services as long he/she obtains the permission of his/her parent or guardian.
- You may not have more than one (1) active Better Chinese Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Better Chinese reserves the right to suspend or terminate your account and your access to the Website, and Services for any reason, including, without limitation, if you create more than one (1) Better Chinese account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete.
- You are solely responsible for maintaining the security and confidentiality of the information in your Account, including, without limitation, your user name and password, and for any and all activity that occurs through your Account as a result of your failure to keep this information secure and confidential. You agree that you will not disclose your password to any third party and that you are solely responsible for any activities or actions under your Better Chinese account, whether or not you have authorized such activities or actions. You will immediately notify Better Chinese of any unauthorized use of your Better Chinese account. Better Chinese is not liable for any loss, damage or other liability arising from any unauthorized access to or use of your account, including any “hacking” into your account or data breach.
- YOU MUST BE 13 YEARS OR OLDER TO REGISTER FOR AN ACCOUNT. YOU ARE NOT PERMITTED TO REGISTER FOR AN ACCOUNT ON YOUR OWN IF YOU ARE YOUNGER THAN 13 YEARS OLD. IF YOU ARE YOUNGER THAN 13 YEARS OLD, YOUR PARENT (OR GUARDIAN) MUST REGISTER AN ACCOUNT FOR YOU AND CONSENT TO YOUR USE OF THE SERVICES. ALTERNATIVELY, YOUR SCHOOL ADMINISTER OR TEACHER MAY CREATE A STUDENT ACCOUNT FOR YOU PURSUANT TO YOUR SCHOOL’S AGREEMENT WITH US.
- You are strictly prohibited from using anyone else's Account, user name or password at any time and for any reason. You may not assign, sell or transfer your Account, user name or password to any other person. We are not liable to you or any third party for your failure to comply with your obligations under this paragraph. In the event of any dispute between two or more parties as to account ownership, you agree that Better Chinese shall be the sole arbiter of such dispute in its sole discretion and that Better Chinese's decision (which may include termination or suspension of any account subject to dispute) shall be final and binding on all parties.
- User Conduct; Permitted Use of the Services
- You hereby represent and warrant that you will not directly nor permit or induce any third party to: (a) attempt to disable or circumvent any security mechanisms used by the Website or Services or otherwise attempt to gain unauthorized access to any portion or feature of the Website or Services, or any other systems or networks connected to the Website or Services, or to any Better Chinese or third party server, by hacking, password "mining", or any other illegal means; (b) use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any comparable manual process, to access, acquire, copy, or monitor any portion of the Services or BC Content (as defined below); (c) use any device, software or routine to interrupt or interfere, or attempt to interrupt or interfere with, the proper operation and working of the Website or Services or any transaction being conducted on the Website or through the Services, or with any other person's use of the Website or Services; (d) breach any security measures implemented on the Website or in the Services; (e) track or seek to trace any information on any other person who visits the Website or uses the Services; (f) forge headers or otherwise manipulate identifiers in order to disguise your identity, or the origin of any message or other communication that you send to us, or any third party in connection with the Services; (g) pretend that you are, or that you represent, someone else, or impersonate any other person; (h) use the Website or Services for, or in connection with, any illegal purpose, to solicit, facilitate, encourage, condone, or induce any illegal activity, or as otherwise prohibited by these Terms or applicable laws, rules or regulations, including, without limitation, laws applicable to the export of software and data, consumer protection, unfair competition, anti-discrimination or false advertising; (i) upload or otherwise process any malicious content to, or through, the Services; or (j) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of any proprietary software used to provide, maintain, or otherwise applicable to, the Services, or made available to you in connection with the Website and/or Services.
- You are solely responsible for ensuring that your use of the Services, and any products, services, or information that you provide or obtain through using the Services, complies with all applicable laws, rules and regulations of the place from where you access the Services and/or use such products and services.
- The Services made available to you are intended for entertainment and educational purposes and for non-commercial use. You are restricted from any commercial use of our Services, including our online learning system, software applications and videos made available to you by Better Chinese. For clarification, the following types of “commercial use” of our Services are expressly prohibited unless you have executed our standard contracts permitting such use (or we have provided you with our prior written permission).
- The use of our Services for private tutoring or training;
- The use of our Services by a school, any educational institution, or after-school program; or
- The use of our Services for providing language instruction, support, or training for a fee.
In addition, you may not without Better Chinese's prior written consent, reproduce, sell, distribute, modify, display derivative works based on, repost or otherwise use the content of this Website, or any BC Content (as described below). Nothing contained herein shall be construed as transferring or assigning any license or right under any copyright or other intellectual property right.
Better Chinese reserves the right to monitor, review, retain, and/or disclose any information necessary to satisfy any applicable law, regulation, legal process or legitimate governmental request.
- User Content; Feedback.
- You hereby agree that you are solely responsible and liable for any and all information, data files, written text, computer software, music, audio files or other sounds, photographs, videos, graphics (including the logos, trademarks and other identifiers of your brands), images, messages, communications, drawings, and other content (collectively the “User Content”) that you upload, store, transmit, display, publish, disclose, or otherwise create in connection with the Services, and for the consequences of your actions in connection with such User Content and your use of the Services, and our use of your User Content on your behalf.
- Without limiting the foregoing, your User Content includes, without limitation: (a) all information that you provide on, or in connection with the Services, including without limitation, your activity submissions, drawings, writings, text, works of authorship, videos, student/ school work that you provide in connection with your use of the Services; (b) any information that you post, display or transmit through the Services.
- You agree that Better Chinese has no responsibility to you or to any other third party in connection with your User Content. You are solely responsible for any losses or damage suffered by us or any other third party in connection with your User Content. You hereby represent and warrant that you will not transmit, publish, provide, or otherwise use any User Content in connection with the Services that: (a) violates these Terms; (b) is defamatory, libelous, abusive, illegal, profane, indecent, pornographic, obscene, hateful, offensive, harassing, or threatening in any way; (c) is fraudulent or otherwise constitutes or encourages conduct that would be considered a criminal offense or give rise to civil liability, or otherwise intentionally or unintentionally violates, or induces the violation of, any law, rule or regulation; (d) infringes, misappropriates, or otherwise violates any third party’s copyright, trademark, patent, trade secret, or other personal or proprietary right; (e) invades or interferes with the rights of privacy or publicity of any person; (f) contains a virus, malicious code or any other harmful component; or (g) promotes or endorses discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
- You agree to immediately take down, delete or modify any User Content that is stored by you through the Services that violates these Terms or any applicable laws, rules, or regulations, including pursuant to a take down, deletion or modification request from us. Better Chinese may, but is not obligated to, monitor User Content made available through the Services. In the event that you elect not to comply with a request from us to take down, delete or modify certain User Content, we reserve the right to directly take down, delete or modify such User Content. We assume no liability or responsibility arising from your activities in connection with the Services, including, without limitation, any User Content that you transmit, publish, disclose, or otherwise use in connection with the Services.
- We claim no ownership or control over your right, title and interest in your User Content. You retain copyright and any other intellectual property and other proprietary rights you already hold in your User Content, and you are solely responsible for protecting those rights, as you deem appropriate. By collecting, submitting, storing, transmitting, publishing, displaying, or otherwise using your User Content in connection with the Services, you hereby grant us (including its third party service providers and contractors) a worldwide, royalty-free, fully-paid-up, non-exclusive, transferable, sub licensable, perpetual, irrevocable license to reproduce, adapt, reformat, modify, perform, display, distribute, translate, create derivative works from, and otherwise use such User Content for the purpose of enabling us to provide the Services, including, without limitation, storing and retrieving the User Content, making the User Content available through the Services (including transmitting it to your teacher or school if you have a student account), adapting, reformatting and modifying the Content for technical display and transmission, conforming the User Content to the limitation and terms of the Services, and any other use related to the maintenance, provision and improvement of the Services (i.e. analytics and data analysis).
- You acknowledge and agree that we are not liable in any way to you or any third party, for any third party Content or BC Content made available to you through the Services, including, without limitation, any errors or omissions in such third party Content or BC Content, or for any loss or damage of any kind incurred as a result of the use or reliance on any third party Content or BC Content. You agree to evaluate and bear all risks and responsibility associated with the use or reliance on any third party Content or BC Content that you obtain through your use of the Services.
- If you send or transmit any communications or materials to us by mail, e-mail, telephone, or otherwise (the “Feedback”), suggesting or recommending changes to our Website or Services, including, without limitation, new features or functionality relating thereto, any comments, questions, suggestions, or the like, all such Feedback is, and will be treated as, non-confidential and non-proprietary. This means that you give up any claim that our use of such Feedback violates any of your rights including, without limitation, moral rights, privacy rights, proprietary or other property rights, rights of publicity, rights to credit for material or ideas, or any other right, including the right to approve the way we use such Feedback.
You hereby assign all right, title, and interest in, and Better Chinese is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You agree and understand that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
- Better Chinese’s Proprietary Rights
- All trademarks, service marks, logos, trade names and any other proprietary designations of Better Chinese used herein are trademarks or registered trademarks of Better Chinese. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties. In addition, all materials, data, software, text, designs, messages, files, links, videos, audio, books, instructions, copyrightable works, images and all other content (collectively, the "Content"), contained in or delivered via the Services or otherwise made available in the Website (collectively, "BC Content") shall remain the sole property of Better Chinese and/or its affiliates or licensors, and are protected by copyrights, trademarks, service marks, trade secrets or other intellectual property and other proprietary rights and laws. For clarification, BC Content shall not include any User Content.
Nothing contained on this Website should be construed as granting any license or right to use any BC Content without the written permission of Better Chinese. Any unauthorized use of such BC Content may violate copyright laws, trademark laws, as well as other local and foreign laws. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any BC Content for any other purposes without our prior written consent. You agree to comply with all applicable laws and regulations in your use of any of our Services.
- The Website may contain links to third-party websites or resources. You acknowledge and agree that Better Chinese is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Better Chinese of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.
- Disclaimers; Limitation of Liability
- Your use of this Website and related Services is at your risk. Neither Better Chinese nor any other party involved in creating, producing, or delivering the Website is liable for any direct, indirect, incidental, consequential or punitive damages arising out of your access to, or use of, the Website or related services. The material contained in this Website and the Services may contain inaccuracies and errors. Better Chinese does not warrant nor guarantee that: (a) the functional aspects of the Services will be uninterrupted or error-free, (b) that this Website or any Services provided are free of viruses or other harmful components, (c) the results that may be obtained from the use of the Services will be correct or reliable, (d) the Services themselves (or any part thereof) will meet your expectations, or (e) any errors in the Services will be corrected. You assume all risk of loss from the use of the Services.
- Our furnishing of the Website and Services is provided to you “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Some states do not allow the exclusion of implied warranties, so some of these exclusions may not apply to you. Check your local laws for any such exclusions.
We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) limit, suspend or terminate your access to your account, our Website, and/or Services, and (b) deactivate or cancel your Better Chinese account. All provisions of these Terms that by their nature should survive termination of your right to use the Services shall survive its termination (including, without limitation, all limitations on liability, releases, indemnification obligations, disclaimers of warranties, and intellectual property protections and licenses).
This agreement is effective until terminated by either party. You may ask us to end your membership at any time by emailing email@example.com. You will be required to provide your member name and password.) This agreement will terminate immediately without notice from Better Chinese if you fail to comply with any term or provision of this agreement.
- Modification of Terms
Better Chinese may at any time revise these Terms by updating and publishing its terms on the Website. You are bound by any such revisions and you should therefore review this page periodically to ensure your understanding of the terms and conditions of your use.
You agree to release, defend, indemnify, and hold Better Chinese and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Services; (b) your violation of these Terms; (c) any User Content provided by you; and (c) your violation of any local ordinance, state or federal law or regulation.
- Governing Law. These terms and conditions will be governed by and be construed in accordance with the laws of the United States of America and the State of California without regard to its conflicts of law provisions. If you use this Website from other locations you are responsible for compliance with local laws and regulations.
- You and Better Chinese both agree to submit to the personal jurisdiction of a state court located in San Mateo County, California or a United States District Court, Northern District of California located in San Mateo County, California for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.
- Dispute Resolution; Arbitration. You and Better Chinese agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or the Website (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. You acknowledge and agree that you and Better Chinese are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Better Chinese otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
(i) Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at http://www.adr.org/arb med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
(ii) Notwithstanding the provisions of the “Modification” section above, if Better Chinese changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to firstname.lastname@example.org within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of Better Chinese’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Better Chinese in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
- Entire Agreement. This agreement constitutes the entire agreement between you and Better Chinese with respect to this Website and related Services and supersedes all prior or contemporaneous terms or conditions, oral or written, between you and Better Chinese. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
- Statute of Limitations. Any cause of action arising out of or related to this Website or its Services must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
- Export Controls. The Services are subject to United States export controls. Therefore, you will comply with all applicable laws and regulations regarding the transmission of technical data exported from the United States or the country in which you reside. No part of the Services may be exported to any country to which the U.S. has embargoed goods and/or services of the same type as the Services, or to any person or entity appearing on the Office of Foreign Assets Control's Specially Designated Nationals and Blocked Persons List or the Bureau of Industry and Security's Denied Persons List. By using the Services, you represent and warrant that you are not located in, and you are not a national or resident of, any such embargoed country, and that you are not a person or entity or under the control of or affiliated with a person or entity that appears on any such list.
- Waiver; Severability. The failure of Better Chinese to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Better Chinese. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
- Force Majeure. Neither party shall be responsible or have any liability for any delay or failure to perform to the extent due to unforeseen circumstances or causes beyond its reasonable control, including, without limitation, acts of God, earthquake, fire, flood, embargoes, labor disputes and strikes, riots, war, acts of a public enemy, error in the coding of electronic files, Internet or other network “brownouts” or failures, power failures, cyber-attacks, third party attack or other actions and acts of civil and military authorities.
Last updated: April 28, 2020