END USER LICENSE AGREEMENT
BY CLICKING ON THE "ACCEPT" BUTTON, YOU ARE (A) CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS LICENSE AGREEMENT ("AGREEMENT") AND (B) REPRESENTING THAT YOU UNDERSTAND THAT THE SOFTWARE IS BEING PROVIDED BY THE PUBLISHER (AS DEFINED BELOW) AND NOT BY EDMODO, INC. (“EDMODO”) AND THAT EDMODO HAS NO RESPONSIBILITY THEREFOR. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "CANCEL" BUTTON AND THE DOWNLOAD AND INSTALLATION PROCESS WILL NOT CONTINUE. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.  PUBLISHER RESERVES THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT AT ANY TIME UPON NOTICE TO YOU; YOUR CONTINUED USE OF THE SOFTWARE FOLLOWING SUCH NOTICE CONSTITUTES YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS OF THE AGREEMENT AS MODIFIED.
1.	GRANT. Subject to the terms of this Agreement, Teq (“Publisher”) hereby grants you (and the students in the classroom(s) in which you teach or which you administer) a limited, personal, non-sublicensable, non-transferable, royalty-free, nonexclusive license to use the software that you are about to install ("Software") only for your personal, non-commercial use and only in accordance with any documentation that accompanies it, for one (1) calendar year from the date you first installed such Software (“Installation Date”).  The foregoing license initially grants you a right to use the Software for yourself, as a classroom administrator, and to allow up to thirty (30) individual students to use the Software.  You will pay the license fee, if any, listed on the Edmodo Store (“Store”) for the Software prior to your installation of the Software. If you wish to add additional students to this license, you must purchase or obtain additional incremental license rights from the Publisher.  You are responsible for your ensuring your students’ compliance with the terms of this Agreement. 
2.	PRIVACY.  The Software collects and uses the following information (some or all of which may be obtained from Edmodo): Name, Thumbnail image, group information, and Edmodo ID.  Publisher’s use and sharing of information of its users, including personally identifiable information, is governed by the terms of its privacy policy, located at http://www.teq.com.  Edmodo’s use and sharing of information of its users, including personally identifiable information, is governed by Edmodo’s Privacy Policy, located at http://www.edmodo.com/corporate/privacy-policy.  Your acceptance of this Agreement constitutes (a) your consent to the foregoing, (b) your acceptance and agreement to be bound by the privacy policies of Publisher and Edmodo, and (c) your representation that you have obtained appropriate consents to the foregoing disclosures from parents of any child to which the foregoing information relates (for example, you are solely responsible for complying with the Children’s Online Privacy Protection Act (“COPPA”), which requires parental consent for online collection of personal information from children under 13; you will obtain advance written consent (“Consent”) from all parents whose children will be accessing the Software, and you must keep signed Consents on file and provide them to Publisher or Edmodo upon request).  For more information regarding the terms and conditions of the use of any of Edmodo’s services, please see Edmodo’s Terms of Service, located at http://www.edmodo.com/corporate/terms-of-service.
3.	RESTRICTIONS. You may not, directly or indirectly: copy, distribute, rent, lease, timeshare, operate a service bureau with, use commercially or for the benefit of a third party, reverse engineer, disassemble, decompile, attempt to discover the source code (or structure, sequence and organization of, or underlying ideas of) or remove any proprietary notices from, the Software. As between the parties, title, ownership rights, and intellectual property rights in and to the Software, and any copies or portions thereof, shall remain in Publisher and its suppliers or licensors. The Software is protected by the copyright laws of the United States and international copyright treaties. This Agreement does not give you any rights not expressly granted herein.  
4.	INDEMNITY. You agree that neither Publisher nor Edmodo shall have any liability whatsoever for any use you or any third party make of the Software. You hereby agree to indemnify and hold harmless Publisher and Edmodo from any and all damages, liability, costs, and expenses (including attorney’s fees) arising from claims related to your use of the Software.
5.	WARRANTY DISCLAIMER.  THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND FROM PUBLISHER, EDMODO, OR OTHERWISE, AND ALL EXPRESS OR IMPLIED WARRANTIES ARE HEREBY DISCLAIMED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, ACCURACY, RELIABILITY, AND NON-INFRINGEMENT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.  SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  NO REFUNDS OR CREDITS WILL BE GRANTED TO WITH RESPECT TO THE SOFTWARE, INCLUDING WITHOUT LIMITATION FOR ANY MODIFICATION OF THE SOFTWARE.  
6.	LIMITATION OF LIABILITY.  UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, SHALL PUBLISHER  OR ITS LICENSORS, SUPPLIERS OR RESELLERS, OR EDMODO BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, OR DAMAGES RESULTING FROM YOUR USE OF THE SOFTWARE.  PUBLISHER SHALL NOT BE LIABLE TO YOU UNDER THIS AGREEMENT FOR ANY DIRECT DAMAGES IN EXCESS OF THE AMOUNT YOU PAID TO THE PUBLISHER FOR THE SOFTWARE.  SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
7.	TERM AND TERMINATION. The term of this Agreement shall be one (1) calendar year from the Installation Date.  You may terminate this Agreement and the license granted herein at any time by destroying or removing from all computers, networks, and storage media all copies of the Software. Publisher may terminate this Agreement and the license granted herein immediately if you breach any provision of this Agreement. Upon receiving notice of termination from Publisher you will destroy or remove from all computers, networks, and storage media all copies of the Software. Sections 2 through 9 shall survive termination of this Agreement.
8.	EXPORT CONTROLS. You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control ("OFAC"), or other United States or foreign agency or authority, and not to export, or allow the export or re-export of the Software in violation of any such restrictions, laws or regulations. By downloading or using the Software, You are agreeing to the foregoing and You are representing and warranting that You are not located in, under the control of, or a national or resident of any restricted country or on any such list.
9.	MISCELLANEOUS. You shall comply with all applicable laws, restrictions and regulations in connection with your use of the Software (including without limitation COPPA). This Agreement is personal to you and you shall not assign or transfer the Agreement or the Software to any third party under any circumstances. This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by and construed under California law as such law applies to agreements between California residents entered into and to be performed within California. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Santa Clara County, California, using the English language in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Streamlined Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator.  For all purposes of this Agreement, the parties hereby consent to exclusive jurisdiction and venue in the federal courts located in the Northern District of California.