Updated: January 29, 2020
THIS AGREEMENT CONTAINS AN AUTOMATIC RENEWAL PROVISION. PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN CONTRACTUAL TERMS REGARDING YOUR RIGHTS TO USE OUR SYSTEM, RESTRICTIONS ON RIGHTS YOU CAN ENFORCE AGAINST TEACHING CHANNEL, AND LIMITATIONS OF TEACHING CHANNEL’S LIABILITY. BY ACCESSING OUR SYSTEM, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING THE WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY AND TERMINATION PROVISIONS. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT ACCESS THIS SITE. WHEN PLACING AN ORDER, YOU WILL NEED TO CONFIRM YOUR AGREEMENT TO THESE TERMS TO COMPLETE YOUR ORDER. IF YOU DO NOT SO CONFIRM YOUR AGREEMENT, YOUR ORDER WILL NOT BE PROCESSED.
FOR NEW JERSEY RESIDENTS, TO THE EXTENT ANY TERM HEREOF (OR OF ANY RELATED AGREEMENT INCORPORATED HEREIN) IS SUBJECT TO THE NEW JERSEY TRUTH-IN-CONSUMER CONTRACT, WARRANTY AND NOTICE ACT (“TCCWNA”) AND SUCH TERM, IF ENFORCED AS PROVIDED HEREIN, IS CONTRARY TO OR VIOLATIVE OF ANY CLEARLY ESTABLISHED RIGHT YOU HAVE UNDER STATE OR FEDERAL LAW, SUCH OFFENDING TERM(S) SHALL BE DEEMED OMITTED FROM THESE TERMS (AND SUCH USER AGREEMENT), AND YOUR AGREEMENT TO THESE TERMS DOES NOT AND WILL NOT IN ANY WAY CONSTITUTE A WAIVER OF YOUR RIGHTS UNDER THE TCCWNA.
We may revise and update these Terms in our sole discretion, and will post any updates to these Terms on this Site. Your continued use of this Site or our System, or any other service provided through the Site or System, means that you accept and agree to the modified Terms. Teaching Channel makes no representation or warranty regarding access to content available through the Services, including the quality of streaming content and the download speed of downloadable content, as the quality (e.g., the resolution) of streaming content, as well as the download speed of downloadable content, may be affected by a variety of factors such as a user’s location, the content being streamed or downloaded and the speed of a user’s Internet connection. YOU ACKNOWLEDGE AND AGREE THAT TEACHING CHANNEL SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY MODIFICATION, SUSPENSION OR DISCONTINUANCE OF THIS SITE, OUR SYSTEM OR INFORMATION PROVIDED ON THIS SITE OR ACCESSED BY YOU THROUGH THIS SITE.
Software. Any software that we make available to access or download from this Site (“Software”) or through your mobile application store, including the Teaching Channel mobile application (the “Mobile App”) is the copyrighted work of the Teaching Channel Companies and/or our respective suppliers. Your use of such Software is governed by the terms of the end user license agreement, if any, which accompanies, or is included with, the Software (“License Agreement”). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms. All Software is owned by the Teaching Channel, Teaching Channel Affiliates and/or our respective suppliers, and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Without limiting the foregoing, copying or reproduction of the Software to any other server or location for further reproduction or redistribution is expressly prohibited. The Software is warranted, if at all, only according to the terms of the applicable license agreement.
Intellectual Property. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our System for your personal use only. As a condition of your use of the System, you warrant that you will not use our System for any purpose that is unlawful or prohibited by these Terms. You may not use the System in any manner which could damage, disable, overburden, or impair the System, or interfere with any other party's use and enjoyment of the System. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the System.
All content included as part of the System (other than User Content), such as text, graphics, audio, video, logos, images, as well as the compilation thereof (including any translations thereof), and any software used on the System, is our property or the property of our affiliates, assigns, licensors, subsidiaries, suppliers and/or other providers, and is protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends, or other restrictions contained in any such content, and will not make any changes thereto. Title to the System and any portion thereof is retained by Teaching Channel or its licensors or suppliers and is furnished hereunder on a licensed basis as described herein.
You will not, and will not allow others to, modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content or software, in whole or in part, found on the System. Our System is not for resale. Your use of the System does not entitle you to make any unauthorized use of any content, and in particular you will not delete or alter any proprietary rights or attribution notices with any content or software. You will use the System solely for your personal use, and will make no other use of the System without our express written permission. You agree that you do not acquire any ownership rights in the System or any content. We do not grant you any licenses, express or implied, to our intellectual property or our licensors, except as expressly authorized by these Terms.
User Contributions. To the extent portions of this Site allows you to comment or otherwise post videos, photos or other content on the Site (“User Content”), you may not post User Content that:
All videos and photos you submit must also be in accordance with the following:
Teaching Channel does not and shall not have any obligation to review User Content, and therefore we do not guarantee the accuracy, integrity, or quality of User Content and we cannot assure you that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful, or otherwise objectionable User Content will not appear on our System. We do, however, reserve the right to review any or all User Content in our sole discretion. In addition, we reserve the right to alter, edit, or remove any User Content, in whole or in part, at our sole discretion. You can be held liable for any illegal or prohibited User Content you provide to this Site, including among other things, infringing, defamatory or offensive materials. If you discover this kind of material on this Site, please notify us immediately at editorial@TeachingChannel.com. We will investigate your claim promptly and may then take the actions deemed appropriate.
UNDER NO CIRCUMSTANCES SHALL TEACHING CHANNEL OR ITS AFFILIATES BE LIABLE IN ANY WAY FOR ANY USER CONTENT POSTED ON OR MADE AVAILABLE THROUGH THE SYSTEM. We do not control, have no obligation to monitor, and are not responsible for what users post, and are not responsible for any offensive, inappropriate, obscene, unlawful, infringing, or otherwise objectionable or illegal User Content on the System. Teaching Channel claims no ownership, affiliation with or endorsement of any photos that are submitted by users through our Sites.
Digital Millennium Copyright Act Policy. Our policy is to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”). In accordance with the DMCA and other applicable law, Teaching Channel has adopted a policy of terminating the accounts of, in appropriate circumstances and at Teaching Channel’s sole discretion, subscribers who are deemed to be repeat infringers. Teaching Channel may also, at its sole discretion, limit access to this Site and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. If you believe that an account holder or subscriber is a repeat infringer, please provide information sufficient for us to verify that the account holder or subscriber is a repeat infringer when filing your notice.
Notifications of claimed copyright infringement should be sent to the Site’s designated agent (see below). ALL INQUIRIES NOT RELEVANT TO OR NOT COMPLYING WITH THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. Teaching Channel will process and investigate notices (each, a “Notice”) of alleged infringement and will take appropriate actions under the DMCA and other applicable intellectual property laws. Upon receipt of notices complying with the DMCA, Teaching Channel will act to remove or disable access to any material found to be infringing or found to be the subject of infringing activity and will act to remove or disable access to any reference or link to material or activity that is found to be infringing. If you believe that your work has been copied in a way that constitutes copyright infringement, please
provide Teaching Channel the following information in your Notice (to be effective, the Notice must include ALL of the following):
Notices of claimed copyright infringement should be directed to Teaching Channel’s designated agent:
Teaching Channel Inc.
2805 Dodd Road
Attn: Copyright Agent
Orders. The acceptance and fulfillment by Teaching Channel of any order (“Order”) placed on this Site for a Course, content bundles or the like, a 3, 6 or 12-month subscription for videos or other related content (“Subscription”) is subject to your acceptance of and compliance with all of these Terms. To purchase any Course or Subscription on this Site, you must be legally permitted to enter into a legally binding contract (at least eighteen (18) years old in most jurisdictions). Unless another payment method is agreed to by Teaching Channel, prior to the purchase of any Course or Subscription on this Site, you must provide a valid credit card number and related payment information. By submitting that information to us or our third party payment processor, you hereby authorize Teaching Channel to charge your credit card for such purchases.
Promotional Codes. We may send push notifications from time to time in order to update you about events or promotions. If you no longer wish to receive such communications, you may turn them off at the device level. Teaching Channel reserves the right to modify or cancel any promotional code at any time.
Certain subscriptions may be eligible for promotional codes. The promotional code must be entered at checkout in order to be applied to your eligible subscription order, and cannot be applied after an order is submitted. The promotional codes are promotional discount codes for eligible products, and have no cash redeemable value. Each promotional code can be used only once per user per account, unless otherwise specified, and are non-transferrable. Promotional code can only be redeemed online. The promotional codes are valid for a limited time only, and expire on the last day of the promotion period at 11:59 PM Eastern Standard Time (EST).
You must be 18 years or older to redeem a promotional code. Each promotional code is redeemable on select product subscriptions only, and may require a minimum dollar value purchase. Promotional codes cannot be used in combination with other discounts, coupons, promotions, shipping specials or other promotional code. Upon entering the promotional code and purchasing an eligible subscription, the promotional code will apply to both your initial subscription period and any subsequent consecutive renewals of such subscription unless modified or canceled by Teaching Channel or if you deactivate your account or cancel your auto-renewal feature found on your account page on this site. If you purchase a subscription after deactivating or cancelling your account or the auto-renew feature, you will be charged at the then-current, non-promotional subscription rate.
SUBSCRIPTIONS SHALL BE AUTOMATICALLY ENROLLED IN AUTO-RENEWAL WHEN YOUR ORDER IS PLACED. When placing an Order for a 3, 6 or 12-month video Subscription, you will be automatically enrolled to have your Subscription automatically renew each 3, 6 or 12 months. Thereafter , your Subscription will renew automatically at the end of each period and your credit card will be charged the fee for the following month in advance, unless you opt-out of the auto-renewal feature by changing your election on your My Orders page at least (2) days in advance of the expiration of the then-current Term.
All prices for any Course or Subscription on this Site are quoted in U.S. currency, and are subject to change at any time without notice. Teaching Channel makes no representations or warranties regarding the availability of products and services in all areas. Teaching Channel shall have the right to refuse or cancel any Orders listed at an incorrect price, or containing any other incorrect information or typographical errors. Teaching Channel shall have the right to refuse or cancel any such Orders whether or not the Order has been accepted by Teaching Channel and/or your payment has been processed.
Unless you notify Teaching Channel in writing at orders@TeachingChannel.com of any discrepancies in charges for Orders within sixty (60) days of the erroneous charge(s) appearing on your credit card statement, you agree that such charges will be deemed accepted by you for all purposes hereunder. Such notice shall describe the amount in dispute, and you further agree to provide Teaching Channel with any requested additional information and verifications concerning same. In the event Teaching Channel does not receive payment from your credit card issuer, you shall pay all amounts due upon demand by Teaching Channel. If Teaching Channel is unable to collect amounts owed on your accounts, Teaching Channel may refer those accounts to a collection agency, and you will be responsible for all costs of collection.
In the event you violate any of the terms hereof, or if your Subscription is not renewed, all rights and licenses granted to you hereunder shall immediately terminate. Any provision of these Terms that by its very nature or context is intended to survive any termination, cancellation or expiration hereof or thereof, including without limitation confidentiality and indemnification provisions, shall so survive.
Payment Terms. You agree that you will pay for use of the System and for all Subscriptions, Content, and Courses in which you enroll through the Site, and that Teaching Channel may charge/debit your credit card or other designated payment method for any such purchases, and for any additional amounts (including any taxes, fees, or other charges) that may be accrued by or in connection with your use of the System Subscriptions, Content, or Course enrollment. The total price to you for such purchases will include applicable taxes, if any, based on the bill-to address provided by you. Prices may change at any time, and the prices set forth on the Site do not provide for price protection or for refunds in the event of any subsequent price reduction or promotional offering. Teaching Channel reserves the right, with or without prior notice, to limit or discontinue the availability of any product or service, and to not honor or otherwise impose additional conditions on any promotional code or limited promotions. Terms, conditions and restrictions on any current promotions can be found [HERE].
Given the nature of digital content, all sales of digital books and materials separate from a Course are final.
The 3, 6, or 12-month Subscription fee will be the amount agreed to at the time of enrollment. Thereafter, Teaching Channel has the right to increase or decrease any such fee by providing you notice of such increase or decrease at least 60 days prior to the effective date of such change. If you elect for your Subscription to be automatically renewed as provided above, you hereby expressly authorize Teaching Channel to charge the applicable fees to the credit card you used to pay for your initial Subscription.
YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING TEACHING CHANNEL WITH A VALID PAYMENT METHOD FOR PAYMENT. You agree to accept responsibility for all activities that occur under your account or password. On the registration payment page, you will be given the option to make a one-time payment or to have a set number of consecutive monthly charges/debits posted to your credit card or other designated payment method for your System use, video or content Subscription, Course enrollment, or other purchases on this Site. If you elect to terminate your authorization for extended payments all unpaid amounts will become immediately due and payable and will be immediately charged/debited to your credit card or other designated payment method. Notwithstanding any early termination of authorization, you remain liable for all charges due for System use, Subscription, Course enrollment, or other purchases made on this Site. Please be aware, full payment must be received within your selected term window to earn credit and a grade for all registered Courses. Regardless of grade earned, full payment is required. You will not be dropped from your Course(s) because of an incomplete payment. If you are registered for Courses beyond the 30 day cancellation window, you are financially responsible for full Course payment.
Course Refund Policy. Without limiting any of the forgoing, our refund policy lasts 30 days. To be eligible for a refund or credit for a Course (as further described below), you must notify us in writing within 30 days of registering for a Course at info@TeachingChannel.com with the stated reason for your cancellation. Unfortunately, we cannot offer you a refund or further credit toward Teaching Channel Courses if 30 days have passed since you have registered for a Course.
If you are requesting a refund, your refund will be processed and a credit for the remaining amount will be applied to your credit card or original method of payment within 30 days of approval of your request.
If you are requesting credit toward another Teaching Channel Course, we will be happy to assist you in enrolling in a Course that you believe will better suit your needs for no additional fee; provided that the substituted Course is of the same type and credit. You are responsible for any additional costs or fees applicable to a substituted Course. Teaching Channel reserves the right to deny any refund or credit request in its sole discretion. Teaching Channel also reserves the right to modify its cancellation and refund policy at any time, or from time to time, by posting notice of same on this Site.
Continuing education graduate credit is intended to fulfill requirements for license renewal/lane change when the participant has obtained proper prior approval. Teaching Channel does not warrant or guarantee that our Courses will meet your intended needs. Many schools, districts, and states have different requirements for professional development. Check with your district personnel or state Department of Education to gain prior approval for the Teaching Channel Courses you purchase. Applicability and credit eligibility of our Courses is the sole responsibility of the participant. You are responsible for completing your Course(s) within the session for which you registered.
Third Party Sites. The System may contain hyperlinks to websites operated by third parties. We do not control such websites and will not be responsible for their content, or for any breach of contract, or any intentional or negligent action on the part of such third parties, which results in any loss, damage, delay, or injury to you or others. Inclusion of any linked website on the System does not imply or constitute approval or endorsement of the linked website by us. If you decide to leave the System to access these third-party sites, you do so at your own risk. All rules, policies (including privacy policies), and operating procedures of websites operated by third parties will apply to you while on such sites. We are not responsible for information provided by you to third parties.
Redistribution. For the avoidance of doubt, none of this Site, the System, content or any Course Materials may be distributed to or made accessible to others, or be used for any commercial purposes, other than pursuant to a separate license from Teaching Channel expressly granting the right for such use. Without limiting the foregoing, you may not resell or link to other sites for the purpose of selling Teaching Channel products or services of any kind or allowing access thereto by third parties, without our express written permission. We will investigate and take appropriate legal action against anyone who violates this provision, including, without limitation, removing the offending communication from this Site and barring such violators from use of this Site and our System. We reserve the right to block access to or cancel any Order for any user known or reasonably believed to be in violation of this provision.
Indemnification. You agree to indemnify, defend, and hold harmless Teaching Channel, its and its affiliates’, officers, directors, employees, agents, and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of your use of or inability to access and use the System or any part thereof, any claim that your User Content violates the intellectual property rights of a third party, your violation of these Terms, or your violation of any rights of a third party or your violation of any applicable laws, rules, or regulations. We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.
Disclaimer of Warranty; Limitation of Liability. TEACHING CHANNEL AND/OR ITS AFFILIATES OR SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, CONTENT, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED ON OR ACCESSIBLE VIA THE SYSTEM (COLLECTIVELY, “SYSTEM MATERIALS”) FOR ANY PURPOSE AND MAKE NO REPRESENTATION THAT ANY TEACHING CHANNEL COURSE WILL MEET YOUR SPECIFIC NEEDS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH SYSTEM MATERIALS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. TEACHING CHANNEL AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SYSTEM AND SYSTEM MATERIALS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TEACHING CHANNEL AND/OR ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS, OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SYSTEM, WITH THE DELAY OR INABILITY TO USE THE SYSTEM, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY SYSTEM MATERIALS OBTAINED THROUGH SYSTEM, OR OTHERWISE ARISING OUT OF THE USE OF THE SYSTEM OR THE SYSTEM MATERIALS, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF TEACHING CHANNEL OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IN NO EVENT WILL TEACHING CHANNEL’S AGGREGATE LIABILITY, OR THAT OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, ARISING OUT OF OR IN CONNECTION WITH TEACHING CHANNEL COURSES EXCEED THE AMOUNT PAID BY YOU FOR TEACHING CHANNEL COURSES. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SYSTEM, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SYSTEM. CERTAIN STATE LAWS DO NOT ALLOW EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, OR LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE. The above limitations of liability reflect the allocation of risk between the parties, and will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of liability provided in these Terms inure to the benefit of Teaching Channel, the Teaching Channel Affiliates and/or their respective suppliers.
Contact Information. If you have any issues or concerns with your experience with Teaching Channel, please contact us at info@TeachingChannel.com right away.
Notice for California Residents. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please contact us at:
Teaching Channel Inc.
2805 Dodd Road
Eagan, MN 55121
Attn: Terms & Conditions
California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at:
1625 North Market Blvd.
Sacramento, CA 95834
(916) 445-1254 or (800) 952-5210
NOTICE OF IMMUNITY FROM LIABILITY FOR CONFIDENTIAL DISCLOSURE OF A TRADE SECRET TO THE GOVERNMENT OR IN A COURT FILING: Notwithstanding anything herein to the contrary, under the Federal Defend Trade Secrets Act of 2016, an individual may not be held criminally or civilly liable under any Federal or state trade secret law for the disclosure of a trade secret that: (A) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding if the individual files any document containing the trade secret under seal and does not disclose the trade secret except pursuant to court order. Nothing herein is intended, or should be construed, to affect the immunities created by the Defend Trade Secrets Act of 2016.
Teaching Channel controls its Sites (excluding linked sites) from the United States of America, and makes no representation that any content contained in this Site is appropriate or available for use in other locations. Accessing this Site in locations where the use of such content is illegal is prohibited. If any part of these Terms is deemed unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Site or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
By using this Site, you agree that Teaching Channel, at its sole discretion, may require you to submit any disputes arising from the use of this Site, or these Terms concerning or, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance or termination, to final and binding arbitration under the International Rules of Arbitration of the American Arbitration Association, by one or more arbitrators appointed in accordance with the said Rules. Notwithstanding these rules, however, such proceeding shall be governed by the laws of the state as set forth above. Any award in an arbitration initiated under this clause shall be limited to monetary damages (as further limited herein) and shall include no injunction or direction to any party other than the direction to pay a monetary amount. Further, the arbitrator(s) shall have no authority to award punitive, consequential or other damages not measured by the prevailing party’s actual damages in any arbitration initiated under this section, except as may be required by statute.
By using this Site, you further agree that you will not use this Site or any materials available hereon for any unlawful activity, or use it in any way that would violate any of these Terms. When applicable, you further agree, as a condition of using this Site, to ensure that all of your agents, employees and independent contractors adhere to these Terms.