Welcome to the WhippleHill website (“Website”), which connects you with your school (“School”) community.  By accessing or using the Website, you signify that you have read, understand and agree to be bound by these Terms of Use, regardless whether you are a registered member.  We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without notice.  Your continued use of the Website after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the Website. It is your responsibility to regularly check the Website to determine whether there have been changes to these Terms of Use, and to review such changes.

PLEASE READ THESE TERMS OF USE CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.



The Website may be accessed only by authorized School administrators, faculty, staff and students.  The Website may also be accessed parents of students, provided that their use is authorized under the Family Educational Right to Privacy Act (“FERPA”), 20 U.S.C. § 1232g, 34 CFR Part 99, if applicable.  All content on the Website, including but not limited to designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the “Website Content”), are the property of WhippleHill or its licensors with all rights reserved.  No Website Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without WhippleHill’s prior written permission.

Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the Website Content, and to download or print a copy of any portion of the Website Content to which you have properly gained access solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. You may not upload or republish Website Content on any Internet, Intranet or Extranet site, or incorporate the information in any other database or compilation, and any other use of the Website Content is strictly prohibited. This license does not include your use of any data mining, robots or similar data gathering or extraction methods, which are strictly prohibited. Any use of the Website Content other than as specifically authorized herein, without the prior written permission of WhippleHill, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable by WhippleHill at any time without notice, and with or without cause.



The trademarks contained within the Website are: (a) registered trademarks, service marks or trade dress of their respective owners in the United States and/or other countries; (b) may not be used in connection with any product or service in any manner that is likely to cause confusion; and (c) may not be copied, imitated, or used, in whole or in part, without the prior written permission of the owner(s).



You represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted, transmitted, or shared by you on or through the Website will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights.  You agree to indemnify WhippleHill against all damages, settlements, costs and expenses (including attorneys’ fees) resulting from any claims of infringement relating to materials submitted through your account or otherwise posted, transmitted, or shared by you on or through the Website.

In addition, you agree not to use the Website to:

• Harvest or collect e-mail addresses or other contact information of other users from the Website by electronic or other means for any purpose;
• Use the Website in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Website;
• Use automated scripts to collect information from or otherwise interact with the Website;
• Upload, post, transmit, share, store or otherwise make available any content that we deem in our sole determination to be harmful, threatening, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, pornographic, sexually explicit, sexually suggestive, fraudulent, invasive of privacy or publicity rights, hateful, racially objectionable, ethnically objectionable or otherwise unlawful or objectionable;
• Register for more than one user account, register for a user account on behalf of an individual other than yourself, or register for a user account on behalf of any group or entity, unless you are expressly authorized to do so;
• Impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with WhippleHill, the School or any person or entity;
• Upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
• Upload, post, transmit, share, store or otherwise make publicly available on the Website any of your own sensitive information, including, without limitation, address, phone number, e-mail address, Social Security numbers, credit card number or sexual behavior;
• Upload, post, transmit, share, store or otherwise make publicly available on the Website any private or sensitive information of any third party, including, without limitation, addresses, phone numbers, e-mail addresses, Social Security numbers, credit card numbers, sexual behavior or sexual orientation;
• Solicit personal or sensitive information from anyone under eighteen (18) years of age, or solicit passwords, sensitive information or personally identifying information for commercial, objectionable or unlawful purposes;
• Upload, post, transmit, share or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of the Website;
• Intimidate, annoy or harass another;
• Upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;
• Use or attempt to use another’s account without authorization from WhippleHill or the School, or create a false identity on the Website;
• Upload, post, transmit, share, store or otherwise make available content that, in the sole judgment of WhippleHill, is objectionable or which restricts or inhibits any other person from using or enjoying the Website, or which may expose WhippleHill or its customers or users to any harm or liability of any type.

Without limiting any of the foregoing, you also agree to abide by all School codes of conduct when using the Website.



You are solely responsible for the photos, profiles, messages, notes, text, information, music, video, advertisements, listings, and other content that you upload, publish or display (hereinafter, “post”) on or through the Website, or transmit to or share with other users (collectively, the “User Content”). You may not post, transmit, or share User Content on the Website that you did not create or that you do not have a license or permission to post. You understand and agree that WhippleHill or the School may, but is not obligated to, review the Website and may delete or remove without notice any Website Content or User Content in its sole discretion, for any reason or no reason, including without limitation User Content that in the sole judgment of WhippleHill or the School violates this Agreement or any School code of conduct. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the Website or provide to WhippleHill or the School.

When you post User Content to the Website, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the User Content on the Website. By posting User Content to any part of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to WhippleHill and the School an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Website or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing.


We respect the intellectual property rights of others and we prohibit users from uploading, posting or otherwise transmitting on the Website any materials that violate another party’s intellectual property rights. We do not routinely audit posted materials for intellectual property infringement.  As such, if you have a good faith belief that any posting on the Website infringes your intellectual property rights, submit the following infringement notice to us by both e-mail at “webmaster@ WhippleHill.com” and by FAX at (603) 206-6979:


Date: __________________________

WhippleHill Communications, Inc.
436 South River Road, Building C
Bedford, New Hampshire  03110  USA

I, the undersigned, state UNDER PENALTY OF PERJURY that I am the owner, or an agent authorized to act on behalf of the owner, of certain intellectual property rights (“IP Owner”).  I have a good faith belief that the following materials on your website are not authorized by the IP Owner, its agent, or the law, and therefore infringe the IP Owner’s rights.  These materials consist of:

[DESCRIPTION OF ALLEGEDLY INFRINGING MATERIALS]

The information in this notice is accurate.  I can be contacted at:

Name of IP Owner:
Name and title of person alleging infringement:
Company:
Address:
City, State, and Zip:
E-mail address:
Telephone:
Fax:

When we receive the foregoing completed notification of alleged infringement, we will promptly remove or disable access to the allegedly infringing material and terminate the accounts of repeat infringers as described herein in accordance with the Digital Millennium Copyright Act (“DMCA”).



In accordance with the DMCA and other applicable law, WhippleHill has adopted a policy of terminating, in appropriate circumstances and at WhippleHill’s sole discretion, access by users who are deemed to be repeat infringers. WhippleHill may also at its sole discretion limit access to the Website and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.



The Website contains links, or you may be sent through the Website, to other websites (“Third Party Websites”) or third party service providers (“Partners”) who operate websites or other systems in conjunction with the Website (“Partner Systems”), which contain articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the “Third Party Content”). We do not investigate, monitor or check Third Party Websites, Partner Systems or Third Party Content for accuracy, appropriateness, completeness, offensiveness, opinions, reliability, privacy practices or other policies.  As such, you agree that WhippleHill shall not be responsible for any Third Party Websites, Partner Systems or Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Website, Partner System or any Third Party Content does not imply approval or endorsement thereof by WhippleHill. If you decide to leave the Website and access any Third Party Website or Partner System, you do so at your own risk. You should review the applicable terms and policies, including privacy and data gathering practices, of any website or system to which you navigate from the Website or which you use.  



We care about the privacy of our users, and recommend that you read our Privacy Policy.  By using the Website, you are consenting to have your personal data transferred to and processed in accordance with our Privacy Policy.



WhippleHill is not responsible or liable in any manner for any User Content, Third Party Websites, Partner Systems or Third Party Content.  Although we provide rules for user conduct and postings, we do not control and are not responsible for what users post, transmit or share on the Website, and we are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on the Website or in connection with any User Content, Third Party Websites, Partner Systems or Third Party Content. WhippleHill is not responsible for the conduct, whether online or offline, of any user of the Website.

The Website may be temporarily unavailable from time to time for maintenance or other reasons. WhippleHill assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications. WhippleHill is not responsible for any technical malfunction or other problems of any network, website, computer system, software, e-mail, including injury or damage to user’s or to any other person’s computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the Web and/or in connection with the Website. Under no circumstances will WhippleHill be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone’s use of the Website, any User Content, Third Party Websites, Partner Systems or Third Party Content posted on or through the Website or transmitted to users, or any interactions between users of the Website, whether online or offline.

THE WEBSITE IS PROVIDED “AS-IS” AND WHIPPLEHILL DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, USER’S PURPOSE, SYSTEM INTEGRATION, NONINFRINGEMENT, SECURITY, NONINTERFERENCE, TITLE AND/OR ACCURACY. WHIPPLEHILL DOES NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM USE OF THE WEBSITE. WHIPPLEHILL DOES NOT REPRESENT OR WARRANT THAT SOFTWARE, CONTENT OR MATERIALS ON THE WEBSITE, THE WEBSITE ITSELF OR ANY APPLICATIONS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, OR THAT THE WEBSITE, ITS SERVERS, OR ANY APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO BLOCK, DETECT AND DISINFECT VIRUSES. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE FROM OR THROUGH THE WEBSITE AND ANY APPLICATIONS AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND FOR ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.

WhippleHill reserves the right to change any and all content, software and other items used in, contained in or linked through the Website at any time without notice. Reference to any products, Websites, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by WhippleHill.



IN NO EVENT WILL WHIPPLEHILL OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE WEBSITE, ANY APPLICATIONS OR ANY OF THE WEBSITE CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE WEBSITE, EVEN IF WHIPPLEHILL IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE WHIPPLEHILL’S TOTAL LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO WHIPPLEHILL FOR USE OF THE WEBSITE, BUT IN NO CASE WILL WHIPPLEHILL’S LIABILITY TO YOU EXCEED US$100. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO WHIPPLEHILL FOR YOUR USE OF THE SITE, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM WHIPPLEHILL, REGARDLESS OF THE CAUSE OF ACTION.  CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.


    
By visiting or using the Website, you agree that the laws of the State of New Hampshire, without regard to principles of conflict of laws, will govern these Terms of Use, our Privacy Policy, and any dispute of any sort that might arise between you and WhippleHill or any of our affiliates. With respect to any disputes or claims, you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of New Hampshire, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of New Hampshire.



You agree to indemnify and hold WhippleHill and its affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys’ fees, arising out of or in connection with any User Content, any Third Party Content you post or share on or through the Website, your use of the Website, your conduct in connection with the Website or with other users of the Website, and/or any violation of these Terms of Use or of any law or the rights of any third party.



You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website (“Submissions”), provided by you to WhippleHill are non-confidential and shall become the sole property of WhippleHill. WhippleHill shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.



These Terms of Use and our Privacy Policy constitute the entire agreement regarding the use of the Website, superseding any prior agreements relating to your use of the Website. The failure of any party to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision herein is held invalid, the remainder of these Terms of Use shall continue in full force and effect, which shall remain valid and enforceable.