License Agreement

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Last updated in January 2021

Unless otherwise stated, all references in this License Agreement to the “Ascend Education Content” or the “Content” includes the Ascend Education Learner-facing and Administrator-facing applications and platforms, individual videos within a course, entire course, course packages, virtual labs, supplemental materials, Learner resources, quiz questions, and any and all other material contained within the courseware or training material provided. All references to “Ascend” or “Ascend Education” shall mean Ascend Education, LLC, a limited liability company, with its principal office located at 777 N 500 W Suite 4, Provo, UT 84601.

Pursuant to the terms herein, Ascend Education grants the Ascend Learner(s) or Account Administrator(s) (“You” or “Your”) access to the Ascend Education Content, through an authorized single user license during a valid access license or subscription period. The single user license shall be connected to You, a named individual with a unique email address, for the term of Your license period unless otherwise assigned to another Learner in compliance with the terms of this License Agreement. Accounts may purchase multiple licenses. The terms of this License Agreement expressly govern the access to the Ascend Education Content by each and every Ascend Learner (authorized single user license), and Account Administrator (manages and assigns single user licenses).

SCOPE OF AGREEMENTS
This License Agreement outlines Your obligations while accessing the Ascend Education Content. The provisions of this License Agreement shall prevail over any conflicting provisions in any third party purchase order and/or terms and conditions.
Access to and use of the Ascend Education Content is inextricably linked to the processing of personal data, outlined in our Privacy Policy. Your continued access and use of the Ascend Education Content is dependent on Your continued acceptance of our Privacy Policy.
Ascend Education reserves the right to alter its Services and Content, including but not limited to making changes to Content, Content types, delivery systems, applications, platforms, modalities, interfaces, tools, features, functionality, access length to individual assets, access methods, websites, and support.
GRANT OF YOUR LICENSE
Ascend Education hereby grants You a revocable, non-exclusive, non-royalty bearing license to access and use the Ascend Education Content within reasonable usage limits. Any assignment of the single user license must be in strict compliance with the terms of this License Agreement.
You MAY NOT capture, copy, reproduce, disclose, publish, reverse engineer, translate, port, modify, or make derivative works of the Ascend Education Content in any form, in whole or in part, without the express prior written authorization of Ascend Education.
You MUST strictly adhere to this License Agreement and promptly remedy any violation.
INTELLECTUAL PROPERTY RIGHTS
All right, title, and interest in and to the Ascend Education Content, and any derivative works thereof is expressly reserved by Ascend Education. The Ascend Education Content is proprietary material which is protected under United States and international law.
Any action or attempt to steal, misappropriate, pirate, or otherwise violate Section 2.2, is a violation of this License Agreement and shall be grounds for Termination of this License Agreement and all other agreements between You and Ascend Education.
TERMINATION OF YOUR LICENSE
Any violation(s) of Sections 2.1, 2.2, 2.3, or 3.2 shall be grounds for Termination of Your license.
Ascend Education reserves the right to determine whether a violation of this License Agreement has occurred and to suspend Your access during such investigation. Failure to cooperate with any investigation of a suspected violation shall be considered a violation and shall be grounds for Termination of Your license.
Upon Termination of Your license, Ascend Education shall not refund any amounts You previously paid to Ascend Education.
DISCLAIMER OF WARRANTY
The Ascend Education Content is provided to You on an “AS IS” and “WITH ALL FAULTS” basis.
Ascend Education makes, and user receives, NO WARRANTY, whether express or implied.
ALL WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR ANY PARTICULAR PURPOSE, AND ANY ANALOGUE THEREOF, ARE HEREBY EXPRESSLY DISCLAIMED.
LIMITATIONS OF LIABILITY
IN NO EVENT SHALL ASCEND EDUCATION BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY AND ALL DAMAGES, CLAIMS, LOSSES, EXPENSES, LIABILITIES OR COSTS ARISING OUT OF, INCURRED BECAUSE OF, OR RELATED TO THE CONTENT AND/OR THIS LICENSE AGREEMENT, INCLUDING ATTORNEY FEES, IRRESPECTIVE OF WHETHER ASCEND EDUCATION HAS BEEN INFORMED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND ALL OTHER TORTS.
In no event shall Ascend Education’s liability to You or any third party exceed the amount You have actually paid for access to the Ascend Education Content in the preceding twelve months.
MISCELLANEOUS PROVISIONS
This License Agreement is only one of the legal documents which governs Your relationship with Ascend Education. Unless You and Ascend Education enter into a separate governing agreement, You should carefully read this License Agreement, our Billing Agreement, and our Privacy Policy as Your legal rights, and access to the Ascend Education Content, is subject to Your acceptance and adherence to all of these legal documents.
If any provision of this License Agreement is declared invalid or unenforceable, the parties intend for the remaining provisions of this License Agreement to remain in effect.
This License Agreement shall be governed by the laws of the State of Utah and the venue of any legal proceeding shall be in Utah County, Utah, USA.
For security purposes, Ascend Education reserves the right to reset passwords for inactive accounts.
Ascend Education allows for Ascend Learners to utilize free trial periods of access to the Ascend Education Content, under the terms and conditions of such promotional offers. Creation of multiple free trial accounts by a single Learner is prohibited and considered to be a direct violation of this License Agreement. Individuals seeking to continue service beyond any promotional free trial period must enroll in a paid subscription.

Termination

We may terminate or suspend access to our Service immediately, without prior notice or liability for any reason whatsoever, including without limitation if you breach the Terms.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Ascend Education reserves the right, in its sole discretion, to change, modify, add, or remove all or part of this License Agreement at any time, with or without notice.

Contacting Us

Questions regarding this License Agreement should be directed to: support@ascendeducation.com.

To request a custom agreement for licensing and billing, please contact our Sales team.