Blackbird Learning Platform*
Effective Date: 1 October 2020
Except to the extent governed by a separate written agreement with Blackbird Academy Sp. z o.o, this agreement (“Agreement”) provides the terms and conditions of access and use of the software, services and content (collectively, the “Software”) provided by Blackbird through this site www.learn.hello-blackbird.com (the “Site”). All copies of the Software made accessible through the Site are licensed, not sold.
Subject to the terms and conditions of this Agreement, Blackbird grants to you a limited, non-exclusive, non-transferable, revocable, personal, right and license to access and use the Site and Software as made available by Blackbird on the Site and only for its intended purpose and for no other purpose.
You acknowledge and understand that certain areas, features and services of the Site are restricted to paid subscribers and/or registered users. All rights not herein expressly granted are hereby expressly reserved to Blackbird and its affiliates and licensors. Except for the limited rights of access and use granted hereunder, no other right, title or interest to the Software or any intellectual property right pertaining thereto is granted under this Agreement.
To access and use the areas, features and services of the Site and Software restricted to paid subscribers and/or registered users, you must enter into a prepaid Subscription Agreement and/or register online providing a unique user name and password and other information (“Registration Information”), as applicable. When entering into a prepaid Subscription Agreement and submitting Registration Information, you agree to:
- Provide a user name that is personal to you and not a known user name of another person;
- Provide current, accurate and complete Registration Information;
- Keep your Registration Information current and accurate;
- Keep your password to yourself and not share it with anyone else;
- Accept full responsibility for any and all use of your account;
- Immediately notify us of any disclosure or use of your user name or password that is not authorized by this Agreement and to change your password to stop any such further use;
- NOT register for more than one account;
- NOT create accounts by any automated means, which are hereby expressly prohibited;
- NOT use an account, the Site or the Software for any purpose other than the purpose for which it was created and intended to be used by Blackbird;
- NOT use an account, the Site or the Software for any unlawful purpose; and
- NOT use an account, the Site or the Software for any commercial purpose except as may be expressly permitted by this Agreement.
Blackbird reserves the right to change the terms and conditions of this Agreement at any time. Blackbird will provide notice on the Site of a change to this Agreement and the effective date. You are responsible for reviewing the Site for change notices and the revised terms and conditions of this Agreement. Your continued use of the Software constitutes your agreement to the effective terms and conditions.
You agree that you will keep your personal password confidential and not allow any other person to use your personal username and password to access the Software. You agree to immediately notify Blackbird of any suspected disclosure of your personal password to an unauthorized person.
G. THIRD PARTY SITES, CONTENTS AND TRANSACTIONS
The Site may contain links (“Third Party Links”) to third party web sites (“Third Party Sites”) and content or materials originating from third parties (“Third Party Content”). Blackbird is not responsible for Third Party Links, Third Party Sites or Third Party Content. Except as expressly stated by Blackbird, no sponsorship, affiliation or endorsement of Third Party Links, Third Party Sites or Third Party Content is intended or implied.
In addition, Blackbird may run third party advertisements and promotions on the Site for third party services and/or products. If you enter into correspondence or engage in commercial transactions with third parties in connection with your use of the Site, such activity is solely between you and the applicable third party. Any terms, conditions, warranties or representations related to such activity are solely between you and the relevant third party. Blackbird shall have no liability, obligation or responsibility for the result of any third party activity or the result of third-party advertisements on the Site. You acknowledge and agree that Blackbird is not responsible or liable for any action or inaction of any third party to a transaction, including, but not limited, any third party’s failure to perform, to pay any amounts due, or to deliver any merchandise or services as promised, or for any claim or liability arising from or related to any third-party transaction.
You agree not to directly or indirectly:
(i) redistribute, encumber, sell, rent, lease, lend, sub-lease, sublicense or otherwise transfer the Software or the right to access and use the Software, in whole or in part, to any third party without the express written consent of Blackbird;
(ii) remove or obscure any copyright, trademark and other proprietary rights notices, legends, symbols or labels;
(iii) alter, modify, decompile, disassemble, create any derivative works of the Software, customization, translation or localization, or reverse engineer or otherwise attempt to derive the source code for the Software (except as expressly permitted by local law);
(iv) utilize the Software in connection with any service bureau or time-sharing system or to provide processing services for any third party;
(v) allow any other person to access and use this Software via a LAN, WAN or other network of computers;
(vi) use the Software or its aggregated data for the development of or in connection with a software application or service that has the same or substantially similar features and/or function to the Software; and
(vii) use the Site and/or Software for any unlawful purpose.
The Site and the Software and its databases and compilations of aggregated data, all copies thereof, and associated trademarks are protected under Copyright Law and other applicable laws.
Except as permitted by features of the Site and/or Software for printing or downloading limited copies of the Software for personal, internal use and reference, you agree not to copy, reproduce, publicly display, publicly distribute, transmit or otherwise transfer, the content of the Site and/or Software without the express written consent of Blackbird.
Any communication, information, material or media (including but not limited to user suggestions, ideas, questions, concepts, text, data, audio, images and/or video) that is submitted to the Site (each a “Submission”) is non-confidential. By making a Submission, you hereby grant to Blackbird and its successor and assigns an unrestricted, royalty-free, irrevocable, perpetual, worldwide, non-exclusive license (with right of sub-license) to dispose, reproduce, modify, edit, publish, create derivative works from, and use, publicly display, publicly distribute and transmit the Submission and all derivative works thereof, in whole or in part, alone or together with any other works, in any form, media or technology now known or later developed, and exploit any ideas, concepts, methods or processes disclosed therein for commercial purposes, including but not limited to, the sale, advertising promotion and/or marketing of goods and services, all without further permissions, notice, or compensation of any kind to you or others, to the full extent permitted by law. You agree that Blackbird shall have no duty or obligation to attribute authorship to you (or comply with other “rights of publicity” demands) and you hereby waive and agree not to enforce Blackbird and its successors and assigns from any and all claims arising from or related to any rights of publicity or other moral rights in the Submission.
Responsibility for User Content and User Interactions
It is the sole responsibility of each user to ensure that he or she owns or has all rights, title and permissions necessary to upload, post, or publish a Submission to the Site or transmit a Submission via the Site. By uploading, storing, posting, or publishing a Submission to the Site, or transmitting a Submission via the Site, you represent and warrant that the Submission is not offensive, obscene or defamatory, that you have all rights, title and permissions necessary to upload, post, or publish a Submission to the Site or transmit a Submission via the Site, to grant the license stated hereinabove, and that Blackbird’s use of the Submission (as submitted), in whole or in part, will not violate the rights of any third party. You understand and acknowledge that Blackbird is under no obligation to accept, respond to or use any Submission.
Blackbird does not regularly and systematically monitor user Submissions posted on or transmitted via the Site. Blackbird does not guarantee the accuracy, integrity or quality of any Submission. BLACKBIRD ASSUMES NO RESPONSIBILITY OR LIABILITY OF ANY KIND ARISING FROM OR RELATED TO ANY SUBMISSION OR FOR YOUR INTERACTIONS WITH OTHER USERS OF THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LIABILITY.
K. COPYRIGHT COMPLAINTS – “DMCA” NOTICE
If you believe that any content or material on the site or software infringes any copyright owned or controlled by you, please send written notice to Marcin Obuchowski firstname.lastname@example.org
You acknowledge and agree that Blackbird and its licensors (as applicable) are and shall remain the sole owner of all rights, title and interest in and to the Site and Software, all data created and/or collected through the use of the Site and/or Software, all derivatives thereof and all intellectual property rights related or pertaining to the aforesaid, including without limitation, all copyrights and inventions (whether patentable nor not), even if you should provide data, suggestions, ideas, concepts, inventions, works of authorship, improvements or other intellectual property as a result of your use of the Site and/or Software. You further agree that you will not make any claim for, and do hereby expressly waive and release any right to, an accounting, compensation or other consideration of any kind arising from or related to any participation by you in the use, modification or improvement of the Site and/or Software.
M. DISCLAIMER OF WARRANTIES
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SITE, SOFTWARE, DATA AND INFORMATION ACCESSIBLE THROUGH THE USE OF THE SITE AND/OR SOFTWARE ARE PROVIDED “AS IS” WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW
Blackbird does not warrant that the Site and Software will be accessible and fully operable at all times, that the Site and Software is accurate, error free, complete, reliable or free from harmful elements, regardless of Blackbird’s commercial reasonable efforts to make it so.
a. For registered users without a prepaid subscription agreement, Blackbird reserves the right to suspend and/or terminate access and use of the Site, the Software and this Agreement, in whole or in part, at any time with or without notice.
b. For users with a prepaid subscription, Blackbird may immediately suspend your access and use of the Site and/or the Software upon discovery of a material breach by you (or your employer, if applicable) and terminate your access and use of the Site, the Software and this Agreement concurrently with the termination of the subscription agreement (in accordance with its terms). The provisions of Sections I, J, K, L, M shall survive the termination of this Agreement.
O. ELECTRONIC SIGNATURES AND RECORDS
You and Blackbird agree to the use of electronic signatures, communications, notices and records to enter into and carry out this Agreement and each party hereby waives any rights or requirements under any laws or regulations in any jurisdiction which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted by applicable law.