THE FOLLOWING DESCRIBES THE TERMS ON WHICH LRNUR INC. (LRNUR) OFFERS YOU ACCESS TO OUR WEBSITE, PLATFORM AND SERVICES:
Welcome to Lrnur. Lrnur Inc. (also referred to herein as “We”) provides our website, www.Lrnur.com platforms, tools, and services (together, “Our Platform”) to you subject to the terms of service set forth in this Terms of Service Agreement (this “Agreement”).
We may update this Agreement at any time. It is your responsibility to review the most recent version of this Agreement frequently and remain informed about any changes to it. By continuing to use the Platform, you consent to any updates to this Agreement. This version of this Agreement supersedes all earlier versions, and comprises the entire agreement between you and Lrnur regarding the Platform. By accessing or using the Platform, you accept this Agreement and any modifications that we may make to this Agreement from time to time. If you do not agree to any provision of this Agreement, you should not use the Platform.
Our Platform provides our users with a variety of resources to facilitate organizing and offering of workshops or courses (a “Lrnur Learning Experience” or “Learning Experience”). You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of Our Platform, including without limitation your participation in or involvement with any Lrnur Learning Experience (as defined in Section 6.1) and your submission of acceptable Public Information (as defined in Section 4 (“Your Information”)). You also agree to comply with all applicable laws, statutes, ordinances and regulations regarding the transmission of technical data exported from Canada or the country in which you reside.
Eligibility. Our Platform is available to all individuals who are at least 13 years of age. We have the right, in our sole and absolute discretion, to temporarily suspend or terminate your use of Our Platform and refuse any and all current or future use of all or any portion of Our Platform Our Platform is not available to any temporarily suspended or terminated Lrnur users. By registering to use Our Platform, you represent and warrant that you are at least 13 years of age. Additional eligibility requirements for a particular Lrnur Learning Experience may be set by the member offering the Lrnur Learning Experience (a “Lrnur Instructor” or “Instructor”).
3.1 General. Lrnur Instructors choose the price of their individual Learning Experience (the “Base Fee”) and fees of Learning Experiences range widely. Lrnur, for the use of their platform and associated services and costs, charges users registering for a Learning Experience (the “Lrnur Student” or “Student”) a service fee (the “Registration Fee”) in addition to the Base Fee. Students must pay the Price with a valid credit card. Full payment is required in order to register for a Learning Experience with Lrnur. We may, in our sole and absolute discretion, and by notifying you on our website, add, remove or change Learning Experiences, features, and services we offer or the Fee structure (including the amount or the type of fee) we charge at any time. If we introduce a new Learning Experience or charge a new fee, we will establish and notify you of the fees for that service at the launch of the service or start of charging a new fee. If we notify you of new fees or change the fees for an existing service, you agree to pay all fees and charges specified and all applicable taxes for your continued use of the applicable service. We are not responsible for any charges or expenses you incur resulting from being billed by us in accordance with these Terms of Service (e.g., overdrawn accounts, exceeding account limits, etc.) or any of the changes or additions mentioned in this Paragraph 3.
3.2 Additional Fees Assessed by Instructors; Payments Instructors. Some Instructors may require or request additional fees to compensate for for material costs, supplies, space rental and other expenses (the “Additional Lrnur Learning Experience Fees”). The Additional Lrnur Learning Experience fees or other event fees are at the discretion of each Instructor, who decide whether such fees are required and how such fees are spent. If you believe any payment to a Instructor is in error, you must contact the Instructor to seek resolution. Instructors have full discretion whether and how to spend money in connection with their Lrnur Learning Experience. We do not represent or acknowledge and cannot ensure that a Instructor is legitimate and truthful, that he or she will use payments as promised, or that you will be happy with how your payment is spent.
3.3 Consent to Disclosure. You acknowledge and agree that Lrnur may disclose Your Information (as defined in Section 4) if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to:(a) comply with a current judicial proceeding, a court order, or legal process served on us or our website, (b) enforce this Agreement, (c) respond to claims that Your Information violates the rights of third parties; (d) protect the rights, property, or personal safety of Lrnur, its employees, users, and the public; or (e) enable the transfer or sale to another entity of all or substantially all of our stock or assets, or upon any other corporate reorganization, subject to the promises made in this Agreement. We also may disclose any information about you to law enforcement or other government officials as we, in our sole and absolute discretion, believe necessary or appropriate, in connection with an investigation of fraud, intellectual property infringements, or other activity that is illegal or that we believe may expose us or you to legal liability.
3.4 Appearance Release. By agreeing to these terms and conditions you hereby give permission to Lrnur to photograph and/or record me and my voice on still photographs, motion picture film, audio tape and/or video tape or any digital recording medium and to use this material, in whole or in part, through the media of television, film, Internet, multi-media presentation, radio, audiotape, videotape or in printed form or display form for the promotion of Lrnur’s business activities. I, on my behalf, waive any moral rights to such material and any right to remuneration for the use of such material used for this purpose and assign and transfer to Lrnur any and all rights, including copyright, which I may have in this material. In consideration of my possible appearance in any such Lrnur promotional materials or productions and without any further payment from Lrnur, I grant permission to Lrnur to utilize my likeness and voice in connection with the Lrnur promotional materials in any and all manner and media throughout the world in perpetuity. I agree that my participation in the Lrnur promotional materials may be edited in Lrnur’s sole discretion. I consent to the use of my name, likeness and voice in connection with publicity and promotion of the Lrnur promotional materials. I release Lrnur and its agents, employees, licensees and assigns from any and all claims which I have or may have for compensation, invasion of privacy, defamation, or any other legal action arising out of the Lrnur promotional materials including but not limited to the promotion, publicity, production, distribution, broadcast or exhibition of the Lrnur promotional materials. I am 18 years of age or older and hereby represent and warrant that I have full power and authority to execute this agreement and to grant the rights herein granted, and that no other consents, authorizations or payments are necessary to permit the full use and enjoyment by Lrnur of the rights granted herein, and that use of my likeness and voice in accordance with the terms and conditions of this agreement will not violate or infringe upon the copyright, artistic, personal, private, civil or property right, right of privacy, right of publicity, or any other right of any person or entity, nor constitute a libel or slander of any person.
3.5 Lrnur Payments to Instructors. All Learning Experiences listed, paid, and processed through Lrnur.com are subject to processing fees. Lrnur charges a minimum 15% processing and admin fee (“Administration Fee”) for each “registration” (registered and paid Learning Experience participant), in excess and above the Registration Fee paid by the Student at the time of registering, sold on the Lrnur Platform. Lrnur may charge the Instructor additional fees for additional or extended services as disclosed to and selected by the Lrnur Instructor. Distribution of funds to the Instructor (“Payout to Instructor”) are calculated as follows:
[Payout to Instructor] = [Base Fee] - [Administration Fee]
Total [Payout to Instructor] = [Number of Registered Students] * [Payout to Instructor]
Lrnur will credit the Instructor’s payment account for an individual schedule with a net revenue based on the “Payout to Instructor” within 24-hours of the delivery of services (execution of the Learning Experience). The total ticket cost includes all materials fees. Once the Instructor’s Lrnur Learning Experience is complete and within a reasonable time, Lrnur will send Total Schedule Payment to the payment account of the Instructor’s choice. It is the Instructor’s responsibility to ensure that their Payment account can receive incoming payments.
3.6 Lrnur Payment Processing. Lrnur uses Stripe Connect, for payment processing services. By using the Stripe Connect payment processing services Instructors agree to the Braintree Payment Services Agreement available at https://stripe.com/au/connect-account/legal, and the applicable bank agreements available at https://stripe.com/au/connect-account/legal,
3.7 Private Service Requests. By listing your event on Lrnur, with or without an active schedule, you agree to allow members of Lrnur to message you directly and request private events in the interest of building more business for both your own listing as well as to increase commerce on the Lrnur platform. As such, all requests for private services, or unlisted Learning Experiences, that originate from the Lrnur platform must be purchased using the Lrnur payment and registration tools on the platform. Listing on the platform provides protection and insurance for all parties that does not exist for Learning Experience not offered on the site. Furthermore, not listing a private event secured from a Lrnur lead is grounds for suspension and/or removal from listing and marketing your events on the Lrnur platform.
- Your Information
4.1 Definition. “Your Information” is defined as any information post or other material you provide (directly or indirectly), including through the registration process for a Lrnur Learning Experience, or through the use of Our Platform, in any public message board or through email. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of your Public Information (as defined below).
Any of Your Information that, through the use of Our Platform or otherwise, you submit or make available for inclusion on publicly accessible areas of our website is referred to as “Public Information” (your name (if provided) and location are considered Public Information); any other portion of Your Information shall be referred to as “Private Information.” “Publicly accessible” areas of our website are those areas that are available either to some or all of our members (i.e., not restricted to your viewing only) or to the general public. You should understand that your Public Information may be accessible by and made public through syndication programs (including data feed tools) and by search engines, metasearch tools, crawlers, metacrawlers, and other similar programs.
4.2 Restrictions. In consideration of your use of Our Platform, you agree that Your Information:
(a) shall not be fraudulent or materially false;
(b) shall not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
(c) shall not violate any law, statute, ordinance or regulation;
(d) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
(e) shall not be obscene or contain, pornography, child pornography, or photographs of unclothed person(s);
(f) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
(g) shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers;
(h) shall not link directly or indirectly to any materials to which you do not have a right to link to or include.
In addition, you agree that you will provide us with your valid, current email address, both at the time of your registration with us and from time to time as your email address changes.
4.3 License. We do not claim ownership of Your Information. We will use Your Information only in accordance with the terms stated within this document. However, to enable us to use your Public Information and to ensure we do not violate any rights you may have in your Public Information, you grant Lrnur a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise, commercialize and exploit the copyright, publicity, and database rights (but no other rights) you have in your Public Information, in any media now known or not currently known, with respect to your Public Information.
4.4 Restriction on Use of Your Information. Except as otherwise provided, we will not sell, rent or otherwise disclose any of your Personally Identifiable Information about you (including your email address) to any third party.
- Use of Platform
5.1 Control. You, and not Lrnur, are entirely responsible for all of your Public Information that you upload, post, email, transmit or otherwise make available via Our Platform. We do not control your Public Information or the Public Information of or posted by other users and do not guarantee the accuracy, integrity, or quality of Your Information or the Information of or posted by other users. Nor do we endorse any opinions expressed by you, Instructors, or other users. You understand that by using Our Platform, you may be exposed to information that may be construed as offensive, indecent or objectionable. We do not have any obligation to monitor, nor do we take responsibility for, Your Information, Public Information or information of or posted by Instructors, or other users. You agree that under no circumstances will Lrnur, its directors, officers, shareholders, employees, consultants, agents, advisers, affiliates, subsidiaries or its third-party partners be liable in any way for any information, including, but not limited to, for any errors or omissions in Your Information or the Information of or posted by Instructors, or other users, or for any loss or damage of any kind incurred as a result of the use of Your Information or Information of or posted by other users posted, emailed, transmitted or otherwise made available in connection with Our Platform, or for any failure to correct or remove information.
5.2 Grounds for Removal, Sanction and/or Suspension. Notwithstanding any other provision of this Agreement, the following types of actions are cause for immediate removal, repeal and/or suspension or termination of your account:
(a) The use of Our Platform to (including, without limitation, eligibility requirements):
(i) harm or intimidate another person in any way, including restricting or inhibiting any other user from using Our Platform;
(ii) impersonate any person or entity (including Lrnur, Lrnur staff and other members), or falsely state or otherwise misrepresent your affiliation with any person, through the use of similar email addresses, nicknames, or creation of false account(s) or any other method or device;
(iii) disguise the origin of any Public Information that is transmitted to any third party;
(iv) “stalk” or otherwise harass another;
(v) advertise merchandise, auctions, services or commercial websites, including offers to trade or charitable solicitations unrelated to the topic or spirit of the Lrnur Learning Experience;
(vi) resell Public Information or access to Public Information;
or (vii) collect or store personal data about other users;
(b) Posting any Public Information or other material:
(i) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, intimidating, vulgar, obscene, profane, libelous, invasive of another’s privacy (including the posting of private emails or contact information about another individual), hateful, or racially, ethically or otherwise objectionable, including any Public Information or other material that may be considered hate speech;
(ii) that is obscene, pornographic or adult in nature;
(iii) that you do not have a right to make available under any law or under contractual or fiduciary relationships;
(iv) that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party or rights of publicity or privacy;
(v) that is unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation (including, but not limited to, “spam,” “junk mail,” and “chain letters”);
(vi) that is inappropriate, posted in bad faith, or contrary to the spirit of any Lrnur Learning Experience;
(vii) that uses the Platform primarily as a lead generator or listing service for another website;
(c) Encouraging others to violate this Agreement;
(d) Refusing to follow Lrnur staff instruction or direction;
(e) Violation (intentional or unintentional) of this Agreement, or of any applicable local, state, national or international law, statute, ordinance or regulation;
(f) Disclose the Private Information of any member of a Lrnur Learning Experience without the permission of that member; or
(g) Transmit money to Lrnur or any Instructor or Host through financial accounts that are stolen, fraudulent or otherwise unauthorized.
Also, your posting of other inappropriate actions, Public Information or other materials may also warrant removal and/or suspension from our website. Lrnur reserves the right to remove any post or other material without warning or further notice.
Also, your posting of other inappropriate actions, Public Information or other materials may also warrant removal and/or suspension from our website. Lrnur reserves the right to remove any post or other material without warning or further notice.
While we prohibit such conduct and content, you understand and agree that you nonetheless may be exposed to such conduct or content and that you use the Platform and attend Lrnur Meetings at your own risk.
For purposes of this Agreement, “posting” includes uploading, posting, emailing, transmitting or otherwise making available. Without limiting the foregoing, Lrnur and its designees shall have the right to remove any Public Information or other material that violates this Agreement or is otherwise objectionable.
5.3 Interference with Platform.
You agree that you will not:
(a) upload, post, email, or otherwise transmit any computer routines, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(c) take any action that imposes an unreasonable or disproportionately large load on our infrastructure; or
(d) copy, reproduce, alter, modify, or publicly display any information displayed on our website (except for Your Information), or create derivative works from our website (other than from Your Information), to the extent that such action(s) would constitute copyright infringement or otherwise violate the intellectual property rights of Lrnur or any other third party, except with the prior written consent of Lrnur or the appropriate third party.
5.4 General Practices Regarding Use of Platform. You acknowledge and agree that we may establish general practices and limits concerning the use of Our Platform. You agree that we have no responsibility or liability for the storage or the deletion of, or the failure to store or delete, any of Your Information.
- Lrnur Experiences
6.1 Lrnur Experiences Through Our Platform we provide tools that enable our users to arrange physical meetings (a “Lrnur Learning Experience”) at venues that include, but are not limited to, public parks, private homes or private enterprises (such as coffee shops or retail stores) in some instances, these venues may be referred to and identified as a “Lrnur Learning Hub” or “Lrnur Hub”. In all caes we do not supervise these Lrnur Learning Experiences and are not involved in any way with the actions of any individuals at these Lrnur Learning Experiences and venues as described. As a result, we have no control over the identity, actions or omissions, whether negligent, grossly negligent, reckless, or intentional, of the individuals who are present at these Lrnur Learning Experiences, and we request that our users exercise caution and good judgment when attending these Lrnur Learning Experiences.
6.2 Release. Because we do not supervise or control the Lrnur Learning Experiences or interactions among or between members of Lrnur Learning Experiences and other persons or companies, and because we do not conduct background checks, whether criminal or otherwise, on Instructors, and because we are not involved in any way with physical transportation to or from Lrnur Learning Experiences or with the actions of any individuals at Lrnur Learning Experiences, and because we do not control credit card companies or other payment processing companies, and because we cannot guarantee the true identity, age, 3.3(b) (Lrnur Learning Experience Fees), nationality of Platform users, and because we have very limited control, if any, over the quality, safety, morality, legality, truthfulness or accuracy of various aspects of the Platform you agree that you bear all risk and you agree to release us (and our officers, directors, shareholders, agents, employees, affiliates, subsidiaries, and third party partners) and Instructors and their designees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your use of the Platform, your Third Party Transactions, our resolution of any disputes among users, and/or your transportation to or from, attendance at, or the actions of you or other persons at, a Lrnur Learning Experience. You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver.
6.3 Lrnur “Learning Experience” Listing. By listing an offering (a “Learning Experience”) on Lrnur, Instructors assume full responsibility for the content of the Learning Experience offered. Instructors understand that all content, images, and email addresses are publicly available to be viewed, acted upon and booked by any Student. Lrnur will contact Instructors to confirm the final content of the Learning Experience listing before it is placed on the Lrnur.com website via email or phone. After the final Listing is agreed upon by both Lrnur and the Instructor, the Learning Experience will be listed on Lrnur.com. By listing a Learning Experience on Lrnur, you agree to honor any registrations through Lrnur.com at the price and time listed in the Learning Experience.
6.4 Event Cancellation and Rescheduling. Lrnur reserves the right to cancel or change any Lrnur Learning Experience at any time, for any reason with notice sent to all registered Students and Instructors if not initiated by the Instructor offering the Learning Experience. All Lrnur Learning Experiences are valid only for the specified date. Lrnur is not responsible for any changes or cancellations made to Learning Experiences by the Instructor. If a Learning Experience is cancelled for any reason, Lrnur in coordination with the event host, shall arrange a suitable rain check, Learning Experience credit with the default being a refund to any registered Students with funds generally returned in 1-2 business days. Refunds are not provided to Students whom are unable to make a Learning Experience, however a credit for a future Learning Experience may be given at Lrnur or the event host's discretion. If you need further assistance, contact Lrnur’s customer support at: firstname.lastname@example.org.
- Communications from Lrnur and Members of the Lrnur Community
7.1 Lrnur Communications. You understand that certain communications, such as Lrnur service announcements and newsletters, as well as offers of sponsorship or promotion relevant and beneficial to you or your Lrnur Learning Experience, are part of Our Platform. By using Our Platform, you expressly agree to receive such communications from Lrnur. You may manage your subscriptions to Lrnur communications by clicking “unsubscribe” at the bottom of email newsletters; however, some basic communications are a necessary part of Our Platform and may not be disabled.
7.2 Communications with Members of the Lrnur Community.
- Your Instructor. By joining a Lrnur Experience, you understand and agree that you may receive communication from your Instructor or Host and their designees in the normal course of utilizing Our Platform. Your Instructor’s or Host’s messages will be relayed to your email address through Our Platform.
- Private email. If you email a Instructor directly using our platform, you bear all risk associated with disclosing your email address to that Instructor or Host.
7.3 Role of Instructor. You understand that the Instructor of a Learning Experience in which you are a participant has the right, in his or her sole and absolute discretion, to temporarily suspend, indefinitely suspend or terminate your participation in his or her Lrnur Learning Experience, limit or set eligibility requirements for Lrnur Learning Experience participants, and to temporarily or permanently remove any content or information that you have posted in connection with such Lrnur Learning Experience. Please be aware that an Instructor: (a) not Lrnur’s representative or agent, and therefore a Instructor may not enter into contractual relations or obligations on Lrnur’s behalf; (b) not entitled to enter into contractual relations or obligations on behalf of specific Learning Experience participants unless expressly agreed by those Learning Experience participants; and (c) acting independently, and therefore no contractual relationship or obligation arises between an Instructor or an individual Learning Experience participant unless otherwise agreed.
7.4 Use of Pop-up Windows. Lrnur will not launch pop-up windows to advertise third-party products or services.
7.5 Other Users. We do not control the information provided by other users, which is made available through our system. You may find other users’ information to be offensive, harmful, inaccurate or deceptive. Please use caution and common sense when using our website. Please note there is a risk that you may be dealing with underage persons or people acting under false pretense.
We may provide, or third parties may provide, links to other websites or resources. Because we have no control over such websites or resources, you acknowledge and agree that we are not responsible for the availability of such websites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You also acknowledge and agree that Lrnur shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resource.
- Dealings with Marketing Partners and Third Parties
Your correspondence or business dealings with, or participation in promotions of, marketing partners or other third parties found on our website or through Our Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such marketing partner or other third party. You agree that Lrnur shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such marketing partners or other third parties on our website or located through the use of Our Platform.
You agree to indemnify and hold us and our officers, directors, shareholders, agents, employees, consultants, affiliates, subsidiaries and third-party partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of your representations and warranties or this Agreement or the documents it incorporates by reference, your use of Our Platform, Your Information, your violation of any law, statute, ordinance or regulation or the rights of a third party, your participation in a Lrnur Learning Experience, or your participation as an Instructor or Host or in Lrnur Learning Experiences (whether the claim or demand is due to or arising out of your transportation to or from, attendance at, or the actions of you or other users at Lrnur Learning Experiences). Without limiting the foregoing, you, as a user, Instructor, or Host, agree to indemnify and hold us and our officers, directors, shareholders, agents, employees, consultants, affiliates, subsidiaries and third-party partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any Lrnur Learning Experience participant or third party due to or arising out of your actions as a user, Instructor, or Host, including your use of money paid to you by members of your Lrnur Learning Experience.
- Warranties; Liability
12.1 Disclaimer of Warranties. Your use of Our Platform is at your sole risk. Our Platform is provided to you “as is” and on an “as available” basis. We specifically disclaim all warranties and conditions of any kind, whether express, implied or statutory, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We disclaim any warranties regarding the security, reliability, timeliness, and performance of Our Platform. We disclaim any warranties for any information or advice obtained through Our Platform. We disclaim any warranties for services or goods received through or advertised on Our Platform or received through any links provided by Our Platform, as well as for any information or advice received through any links provided through Our Platform. In addition, no advice or information (oral or written) obtained by you from us shall create any warranty. You understand and agree that you download or otherwise obtain material or data through the use of Our Platform at your own discretion and risk and that you will be solely responsible for any damages to your computer system or loss of data that results from the download of such material or data.
12.2 Insurance. Lrnur represents that it is covered by a general liability insurance policy.
12.3 Limitation of Liability. You agree that in no event shall Lrnur be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Lrnur has been advised of the possibility of such damages), arising out of or in connection with Our Platform or this Agreement or the inability to use Our Platform (however arising, including negligence), arising out of or in connection with Third Party Transactions or arising out of or in connection with your use of Our Platform or transportation to or from Lrnur Learning Experiences, attendance at Lrnur Learning Experiences, participation in or exclusion from Lrnur Learning Experiences and the actions or omissions of you or others, including Instructors and Hosts, at Lrnur Learning Experiencees. You further agree that in no event shall Lrnur be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages resulting from a Instructor’s, Host’s, or other user’s negligence, gross negligence, recklessness, or intentional action; damages resulting from defective design or condition of any material, object, or fixture used at a Lrnur Learning Experience; or damages resulting from the defective or dangerous condition of the premises at which a Lrnur Learning Experience takes place. Lrnur’s liability to you or any third parties in any circumstance is limited to the greater of (a) the amount of fees, if any, you pay to us in the twelve (12) months prior to the action giving rise to liability, and (b) $100.
12.4 Exclusions. Some jurisdictions do not allow the exclusion or limitation of certain warranties or of incidental or consequential damages. Accordingly, some of the limitations in this Section 12 may not apply to you.
- Dispute Resolution
13.1 Process. The parties will attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of or relating to this Agreement including the documents it incorporates by reference, your use of Our Platform, Your Information, your violation of any law or the rights of a third party, or your participation in a Lrnur Learning Experience (whether the dispute, claim or controversy is due to or arising out of your transportation to or from, attendance at, or the actions of you or other users at a Lrnur Learning Experience). In the event that the dispute, claim or controversy is not resolved by these negotiations, the matter will be submitted to an arbitration or mediation service in the jurisdiction of Lrnur’s choosing for mediation pursuant to Section 13.3, and if the matter is not resolved through mediation, then it shall be submitted to judicial dispute resolution, for final and binding arbitration pursuant to Section 13.4. Nonetheless, legal action taken by Lrnur to collect any fees and/or recover damages for, or obtain an injunction relating to, our website operations, intellectual property or Our Platform, shall not be submitted to mediation or arbitration except as otherwise agreed to in writing by Lrnur. In addition, either you or Lrnur may seek any interim or preliminary relief from a Court of competent jurisdiction in Calgary, Alberta, Canada necessary to protect the rights or property of you or Lrnur pending the completion of arbitration.
13.2 Negotiation. Either party may initiate negotiations by providing written notice in letter form to the other party, setting forth the subject of the dispute and the relief requested. The recipient of such notice will respond in writing within fifteen (15) business days with a statement of its position on and recommended solution to the dispute. If the dispute is not resolved by this exchange of correspondence, then representatives of each party with full settlement authority will meet in person or otherwise at a mutually agreeable time and place within thirty (30) business days of the date of the initial notice in order to exchange relevant information and perspectives, and to attempt to resolve the dispute.
13.3 Mediation. Either party may commence mediation by providing to the other party a written request for mediation, setting forth the subject of the dispute and the relief requested. The parties will cooperate with one another in selecting a neutral mediator, and in scheduling the mediation proceedings. The parties agree that they will participate in the mediation in good faith, and that they will share equally in its costs. All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, Instructors and attorneys, and by the mediator are confidential, privileged and inadmissible for any purpose, including impeachment, in any arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation. Either party may initiate arbitration with respect to the matters submitted to mediation by filing a written demand for arbitration at any time following the initial mediation session or forty-five (45) days after the date of filing the written request for mediation, whichever occurs first. The mediation may continue after the commencement of arbitration if the parties so desire. Unless otherwise agreed by the parties, the mediator shall be disqualified from serving as arbitrator in the case.
13.4 Arbitration. The parties agree that any and all disputes, claims or controversies arising out of or relating to this Agreement that are not resolved by their mutual agreement by negotiation or mediation. Either party may commence the arbitration process called for in this Agreement by filing a written demand for arbitration to the other party. The parties covenant that they will participate in the arbitration in good faith, and that they will share equally in its costs.
13.5 Enforcement. The provisions of Sections 13.3 and 13.4 may be enforced by any Court of competent jurisdiction, and the party seeking enforcement shall be entitled to an award of all costs, fees and expenses, including attorneys fees, to be paid by the party against whom enforcement is ordered.
13.6 Notice; Waiver. By agreeing to this Agreement you have, except as otherwise specified in Section 13.1, all disputes, claims or controversies arising out of or relating to this Agreement decided by negotiation, neutral mediation and/or neutral arbitration as provided in this Section 13, and you are giving up any rights you might possess to have those matters litigated in a court or jury trial. Also, by agreeing to this Agreement you are giving up your judicial rights to discovery and appeal except to the extent that they are specifically provided for under this Agreement. If you refuse to submit to arbitration after agreeing to this provision, you may be compelled to arbitrate under federal or state law. Your agreement to this arbitration provision is voluntary.
13.7 Dispute Resolution By Lrnur for the Benefit of Users. We may try to help Lrnur members resolve disputes. We do so in our sole and absolute discretion, and we have no obligation to try to resolve disputes between users. To the extent we attempt to resolve disputes, we will do so in good faith based solely on the general rules and standards of the Platform, and we will not make judgments regarding legal issues or claims.
We reserve the right at any time or times to modify or discontinue, temporarily or permanently, all or any portion of Our Platform or this Agreement with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or termination of Our Platform.
- Termination; Breach
You agree that we, in our sole and absolute discretion, may issue a warning, temporarily suspend, indefinitely suspend, remove content or information you have posted, or terminate your account your status as a particular Lrnur Learning Experience participant or Instructor or Host, or your ability to use all or any portion of Our Platform, for any reason, including, without limitation, (a) for lack of use, (b) if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement or the documents or agreements it incorporates by reference, (c) if we are unable to verify or authenticate any information you provide to us, or (d) if we believe that your actions may cause legal liability for you, our users, or us. You agree that any termination of your account or access to all or any portion of the Platform under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or Our Platform. You also agree that we shall not be liable to you or any third party for any termination of your use of or access to all or any portion of Our Platform. Termination or suspension of your use of Our Platform in violation of Section 4.2 will not result in refunds of membership fees paid, if any, and you will forfeit the remaining period of your paid membership, if any.
- Trademarks; Copyrights; Proprietary Rights
16.1 Lrnur’s Trademarks. Lrnur trademarks and service marks, and other Lrnur logos, products and service names, are trademarks of Lrnur (the “Lrnur Trademarks”). Except as otherwise permitted by law, you agree not to display or use in any manner the Lrnur Trademarks without Lrnur’s prior written consent.
16.2 Copyrights and Trademarks of Others. Lrnur respects the intellectual property of others, and we ask our users to do the same. To the extent Lrnur uses a trademark that is the property of a third party, Lrnur shall provide clear notice to anyone viewing Lrnur’s use of that trademark that (a) Lrnur does not own the trademark and that the trademark is the property of a third party, (b) Lrnur has no affiliation, connection or association with that third party, and (c) if applicable, that third party has not approved or sponsored Lrnur’s use of the trademark in any way. We may, in appropriate circumstances and in our discretion, remove, or disable access to, material that infringes on the rights of others, and terminate access to Our Platform to those who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our copyright agent (the “Copyright Agent”) the following information (the “Copyright Notice”): 1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 2. a description of the copyrighted work or other intellectual property that you claim has been infringed; 3. a description of where the material that you claim is infringing is located on the site; 4. your address, telephone number, and email address; 5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; 6. a statement by you, made under penalty of perjury, that the above information in the Copyright Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
The Copyright Agent for the Copyright Notice of claims of copyright or other intellectual property infringement can be reached as follows: email@example.com.
16.3 Proprietary Rights. You acknowledge and agree that Our Platform contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You also acknowledge and agree that content contained in sponsor advertisements or information presented to you through Our Platform or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as consented to by Lrnur or advertisers in writing, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on Our Platform, in whole or in part.
- No Resale
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of Our Platform, use of the Platform, or access to the Platform for any sales of goods or services, or promotion of a company, good, or service unrelated to the topic or spirit or the Lrnur Learning Experience.
- Additional Terms
18.1 Notices. Except as otherwise stated in this Agreement or as expressly required by local law, any notice to us shall be given by certified postal mail with a return receipt requested to Lrnur Attn: Legal Department, Lrnur Inc., #2030 - 2600 Portland St SE Calgary, AB, Canada T2G 4M6 or by email to firstname.lastname@example.org, and any notice to you shall be given to the email address that you provided us during the registration process. Notice shall be effective 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice given by postal mail shall be considered given three (3) days after the date of mailing with a valid return receipt from the Canadian post office.
18.2 Entire Agreement. This Agreement constitutes the entire agreement between you and Lrnur, superseding any prior agreements between you and Lrnur. To the extent that you have previously registered with Lrnur and provided Your Information, this Agreement now governs how Lrnur may use Your Information, whether provided in the past or the future.
18.3 No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and Lrnur is intended or created by this Agreement.
18.4 Governing Law and Venue. Except as expressly provided in this Section, (a) this Agreement and the relationship between you and Lrnur shall be governed by the laws of the Province of Alberta, Canada without regard to its conflict of laws provisions, as such laws are applied to agreements entered into and to be performed entirely within Alberta between Alberta residents, and (b) you and Lrnur agree to submit to the personal and exclusive jurisdiction of the courts located within the Province of Alberta.
18.5 Assignment. You agree that this Agreement, all rights herein, and all incorporated agreements may be automatically assigned by Lrnur, in our sole discretion, to one or more third parties in the event of a merger, acquisition, corporate reorganization, sale of all or substantially all of Lrnur’s assets, or similar transaction. You further agree that, in the event of such assignment, Lrnur may use Your Information in accordance with Section 4 of this Agreement.
18.6 No Guaranty. We do not guarantee continuous, uninterrupted or secure access to Our Platform, and operation of our website may be interfered with by numerous factors outside of our control.
18.7 No Waiver. Lrnur’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive our right to act with respect to subsequent or similar breaches.
18.8 Severability. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, you and Lrnur nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement will remain in full force and effect.
18.9 Survival. Sections 3.2 (Additional Fees Assessed by Instructors; Payments to Instructors), 3.3(Lrnur Learning Experience Fees) 4.3 (License), 5.3 (Interference with Platform), 6.2 (Release), 11 (Indemnity), 12 (Warranties; Liabilities), 13 (Dispute Resolution) and 18.4 (Governing Law) shall survive any termination or expiration of this Agreement.
18.10 Limitation. You and Lrnur each agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of Our Platform or this Agreement must be filed within one (1) year after the claim or cause of action arose or be forever barred.
18.11 Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
- Disclosures; Violations
The Platform offered under this Agreement is offered by Lrnur, Lrnur Inc., #2030 - 2600 Portland St SE Calgary, AB, Canada T2G 4M6. Please report any violations of this Agreement by sending a notice of the violation to Lrnur by postal mail or email, as follows:
#2030 - 2600 Portland St SE Calgary, AB, Canada T2G 4M6
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By indicating during registration that you have read and agreed to this Agreement, you are agreeing that you have read and understand this Agreement and agree and consent to all of the terms of this Agreement, including Section 13 which provides that, except as otherwise specified in Section 13.1, all disputes, claims or controversies arising out of or relating to this Agreement shall first be dealt with through negotiation and mediation and if the dispute is not resolved shall then be submitted to binding, neutral arbitration.