Educator Marketplace Terms of Service

Last Updated: May 12, 2017

In these Terms of Use:

  • When we say “Educator Marketplace”, we mean Educator Marketplace, LLC and any subsidiaries and affiliates of Educator Marketplace (including any that Educator Marketplace may form in the future). At times, we just refer to Educator Marketplace as “we” and “us” and “EMP” – we hope these Terms of Use read better when we do that.
  • When we say “Educator Marketplace Sites”, we mean www.educatormarketplace.com, and the other websites and apps operated by Educator Marketplace that link to these Terms of Use, and include services provided by Educator Marketplace and the content, activities and transactions Educator Marketplace offers or facilitates.
  • When we say “Terms of Use”, we mean these Terms of Use and the Service Terms (which is defined below), including for example Educator Marketplace Membership Terms..

IMPORTANT: BY USING THE EDUCATOR MARKETPLACE SITES, YOU AGREE TO RESOLVE ALL DISPUTES WITH EDUCATOR MARKETPLACE THROUGH BINDING ARBITRATION, NOT IN COURT, AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS. THE EXCEPTIONS AND WAIVERS ARE DETAILED IN SECTIONS 14 AND 15.

These Terms of Use apply to Educator Marketplace and the Educator Marketplace Sites. These Terms of Use govern your use of the Educator Marketplace Sites and your relationship with Educator Marketplace in connection with the Educator Marketplace Sites.

By accessing or otherwise using any of the Educator Marketplace Sites, clicking to accept these Terms of Use, or accepting these Terms of Use through any other method we specify, you agree to these Terms of Use. If you violate or do not agree to these Terms of Use, your access to and other use of the Educator Marketplace Sites is unauthorized.

These Terms of Use contain many important points, including important warranty disclaimers and limitations on Educator Marketplace’s liability, including as explained in sections 10 and 11; and an explanation of how these Terms of Use will be updated, as detailed in section 16.

1. Educator Marketplace Services

Educator Marketplace offers an expanding number of Services that are subject to additional terms (“Service Terms”):

Educator Marketplace Memberships: Educator Marketplace Membership Terms

2. Returns and Refunds

Educator Marketplace does not handle any products directly. All items must be returned to the manufacturer as per the manufacturers return and refunds policy.

3. Accuracy, Completeness and Timeliness of Information on the Educator Marketplace Sites

Information posted on the Educator Marketplace Sites about products sold through the Educator Marketplace Sites is for informational purposes only. Educator Marketplace is designed to be a fast-moving marketplace with many partners and members. Despite our efforts to have accurate information, we don’t guarantee any aspect of any product information on the Educator Marketplace Sites, including product images, product descriptions and specifications and product availability. The information on the Educator Marketplace Sites may be inaccurate, incomplete, out-of-date, unreliable, miscategorized or not helpful. For example, product information contained on the Educator Marketplace Sites may differ from information contained on the actual product materials. Before you act on information you have found on the Educator Marketplace Sites, you must independently confirm any facts that are important to your decision. If you purchase a product from an EMP vendor that is not as described, your sole remedy is to return it and/or request a refund in accordance with Returns & Refunds policy #2 above. There is no opportunity to inspect samples of goods. If you find an error or notice something that doesn’t look right, we would greatly appreciate it if you would contact us at info@educatormarketplace.com . We appreciate the assistance and apologize for any inconvenience.

Special provision for drugs, medical products, foods or drinks with potential or actual beneficial qualities, fitness claims and alternative medicine: No information on the Educator Marketplace Sites, including health, medical, wellness, fitness, prescription or pharmaceutical information, is intended to substitute for the diagnosis, treatment or advice of your medical professional. The Educator Marketplace Sites do not include all information regarding precautions, dosage information, side effects or interactions and should not be understood to indicate that any drug or other product is safe for you. You must consult the actual product information included with the product (including package inserts) and then talk with your medical professional for guidance before using any drug or any other product for or relating to health, medicine, wellness or fitness.

4. Privacy

You consent to the collection, use, disclosure and other handling of information as described in our Privacy Notice. You consent to our monitoring and recording of telephone calls and other communications between you and us, regardless of who initiates the communication.

5. Use of Materials on the Educator Marketplace Sites

All content on the Educator Marketplace Sites (including, without limitation, text, design, graphics, design, logos, icons, images, audio clips, downloads, interfaces, information, code and software, as well as the selection and arrangement thereof), and manner of compilation and presentation, is the exclusive property of and owned by Educator Marketplace, other content providers (such as Educator Marketplace Partners or suppliers) or their licensors and may be protected by copyright, trademark and other applicable laws.

Nothing on the Educator Marketplace Sites shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark, logo or service mark displayed on the Educator Marketplace Sites. Educator Marketplace, other content providers (such as Educator Marketplace Retail Partners or suppliers) or their licensors (as the case may be) retain full and complete title to and reserve all rights in the material on the Educator Marketplace Sites, including all associated intellectual property rights, and to the extent Educator Marketplace makes this material available to you it does so under a license that is revocable at any time in Educator Marketplace’s sole discretion. Educator Marketplace neither warrants nor represents that your use of materials on the Educator Marketplace Sites will not infringe rights of third parties.

You may access the Educator Marketplace Sites only for your personal and non-commercial use, and you may not modify or delete any copyright, trademark or other proprietary notice that appears on the material you access. Any other use of the Educator Marketplace Sites or of the material on the Educator Marketplace Sites, including but not limited to the modification, distribution, transmission, performance, broadcast, publication, uploading, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, products or services obtained from the Educator Marketplace Sites, or use of the Educator Marketplace Sites purposes competitive to Educator Marketplace or other commercial purposes, is expressly prohibited. You agree to abide by all additional restrictions displayed on the Educator Marketplace Sites as they may be updated from time to time.

6. Materials You Submit

You acknowledge that you are responsible for any material you may submit via the Educator Marketplace Sites (including any components of the Educator Marketplace Sites administered by third parties, such as tools that allow you to interact with the Educator Marketplace Sites through Facebook and other social media platforms), including the legality, accuracy, appropriateness, originality and copyright of any such material. If you do submit material, and unless we indicate otherwise, you grant Educator Marketplace an unrestricted, worldwide, nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such material throughout the world in any media. You further agree that Educator Marketplace is free to use any ideas, concepts, know-how that you provide to Educator Marketplace. You grant Educator Marketplace the right to use the name you submit in connection with such material, if we so choose. You represent and warrant that you own or otherwise control in perpetuity all the rights to the content you submit; that the content is accurate; that use of the content you supply does not violate any law or provision herein and will not cause injury to any person or entity.

7. General Requirements and Prohibitions

You must:

  • Comply with any Service Terms and other user policies and user requirements posted by Educator Marketplace on the Educator Marketplace Sites. To the extent of any conflict, the following order of precedence will apply: the requirements of the policies and requirements will take precedence over the provisions of the Service Terms, which will take precedence over the rest of these Terms of Use.
  • Be 18 years old, or (if higher) the age of majority in your location, before opening an account on the Educator Marketplace Sites.
  • Provide only true, accurate, current and complete information about yourself, including during account registration.
  • Keep your account information up-to-date.
  • For each of our Educator Marketplace Sites, use a unique password that never has or will be used anywhere else.
  • Protect the confidentiality of your usernames and passwords. You will be responsible for any and all statements and purchases made, and any other acts or omissions that occur, through your account.
  • Access our Educator Marketplace Sites only from devices that have an up-to-date operating system and up-to-date security software.
  • Notify us of any suspected unauthorized activity, including unauthorized use of your password.
  • Only place Educator Marketplace orders for shipment within the continental United States (48 states and District of Columbia).
  • Grant Educator Marketplace the right to act on your behalf to purchase and/or have fulfilled item(s) you order though the Educator Marketplace Sites when Educator Marketplace and its retail partners do not currently have such item(s) in stock, including under section 8 of the Terms of Use. This is included at no added charge as part of your Educator Marketplace membership.

You agree not to do any of the following:

  • Violate any applicable law or legal requirement
  • Because we are a membership site, use the Educator Marketplace Sites to purchase anything for resale, rental, or shipment to or on behalf of customers, or for other commercial purposes
  • Engage in fraud or misuse of the Educator Marketplace Sites
  • Engage in conduct that is harmful to our interests or another user
  • Submit content that (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, dishonest, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; (vii) promotes illegal or harmful activities or substances or is illegal or harmful; (viii) has a commercial purpose; or (ix) can be considered a third party’s private or confidential information
  • Display to others, mirror or frame the Educator Marketplace Sites, or any individual element within any Educator Marketplace Sites
  • Access, tamper with, or use non-public areas of the Educator Marketplace Sites, Educator Marketplace’s computer systems, or the technical delivery systems of Educator Marketplace or Educator Marketplace’s providers
  • Attempt to probe, scan, or test the vulnerability of any Educator Marketplace Sites or breach any security or authentication measures
  • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, by sending a virus, overloading, flooding, spamming, or mail-bombing the Educator Marketplace Sites
  • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure intended to protect, limit access to or control the Educator Marketplace Sites;
  • Disclose your password or other login credentials to third parties or permit third parties to use them or the Educator Marketplace Sites on your behalf or under your account
  • Permit third parties to observe your logging into the Educator Marketplace Sites or to collect information about the login process
  • Access the Educator Marketplace Sites using a third party’s credentials or by concealing your true IP address
  • Access the Educator Marketplace Sites to determine whether a third party holds any type of account or to learn about or verify information about the account
  • Access the Educator Marketplace Sites if we request or have requested that you refrain from such access
  • Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation
  • Use any meta tags or other hidden text or metadata utilizing a Educator Marketplace trademark, logo URL or product name without Educator Marketplace’s express written consent
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Educator Marketplace Sites
  • Collect from the Educator Marketplace Sites or use any information found on the Educator Marketplace Sites about an identified or identifiable individual
  • Impersonate or misrepresent your affiliation with any person or entity.
  • Assist or permit any third party to engage in any act or omission that would violate these Terms of Use

You agree not to, directly or indirectly (e.g., through a third party), attempt to access, search, or otherwise use the Educator Marketplace Sites (such as by attempting to retrieve information from or about the Educator Marketplace Sites) through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than generally available third-party web browsers that (1) provide accurate and complete User-Agent information in the HTTP header, such as Safari, Firefox, Chrome and Internet Explorer and (2) have not been modified with plugins or otherwise in a manner that facilitates automated or faster-than-normal access to, searching of, or other use of the Educator Marketplace Sites.

You also agree not to disregard our robots.txt files (but in the event of a conflict between these Terms of Use and a Site’s robots.txt file, the more restrictive of the two shall apply).

If you attempt to access, search or otherwise use the Educator Marketplace Sites in any way other than through a generally available third-party web browser meeting the conditions described above, or if you disregard our robots.txt files, you agree that action shall constitute your permanent consent and authorization for Educator Marketplace to access, search, retrieve information from or about, or otherwise use any websites that you or your affiliates own, operate, or control, through any engine, software, tool, agent, device or mechanism that Educator Marketplace considers appropriate, including spiders, robots, crawlers, data mining tools or the like, regardless of any statement on such websites (or in their terms of use, terms of service, robots.txt files, or the like) to the contrary, either directly or indirectly (e.g., through a third party).

If you are accessing the Educator Marketplace Sites as an employee or agent, you acknowledge that you are extending the permanent consent and authorization described above on behalf of your employer or principal, and you represent that you have authority from that employer or principal to do so.

If you are accessing the Educator Marketplace Sites as an employer or principal, you authorize your employee or agent to extend on your behalf the permanent consent and authorization described above, and you acknowledge that your permanent consent and authorization will bind all of your employees and agents.

8. Notice of Copyright Infringement

Educator Marketplace has reserved the right, in appropriate circumstances, to terminate users of the Educator Marketplace Sites, including Educator Marketplace’s retail partners, who are repeat copyright infringers. If you believe that your copyright or the copyright of a person on whose behalf you are authorized to act has been infringed, please provide Educator Marketplace’s a written notice containing the following information:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works.
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
  • Contact information for the notifying party, including name, address, telephone number, and email address.
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
  • A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  • Please submit this notice to Educator Marketplace at info@educatormarketplace.com .

9. Communications Decency Act Notice

Commercially available parental control protections (such as computer hardware, software or filtering services) may assist you in limiting access to material on the Internet that is harmful to minors. Current providers of such protections include McAfee and Symantec, as well as others available from this Google search. Please note that we did not create these parental control tools, we have not tested or evaluated them and we do not endorse them. Any use of such tools is at your sole risk. You should not assume that these or any other third-party parental control protections will work well or at all in connection with the Educator Marketplace Sites.

The Educator Marketplace Sites contain information provided by sellers and other information content providers (e.g., product descriptions and images).

10. DISCLAIMER OF WARRANTIES

YOUR — USE OF THE SITES IS AT YOUR SOLE RISK. THE SITES ARE PROVIDED SOLELY ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT MATERIALS ON THE SITES ARE NONINFRINGING, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; THAT ACCESS TO THE SITES WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE SITES WILL BE SECURE; THAT THE SITES OR THE SERVERS THAT MAKES THE SITES AVAILABLE WILL BE VIRUS-FREE; THAT INFORMATION ON THE SITES WILL BE COMPLETE, ACCURATE, RELIABLE, TIMELY OR — USEFUL; OR THAT COMMUNICATIONS SENT FROM THE SITES ARE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IF YOU ACCESS OR DOWNLOAD ANY MATERIALS FROM THE SITES, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR PROPERTY OR DATA THAT RESULTS FROM ANY SUCH ACCESS OR DOWNLOAD.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITES OR THROUGH OR FROM THE SITES SHALL CREATE ANY WARRANTY OF ANY KIND. EDUCATOR MARKETPLACE DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE — USE OF THE MATERIALS ON THE SITES IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, — USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE. THIS DISCLAIMER SECTION IS AN ESSENTIAL PART OF THIS AGREEMENT.

THIS DISCLAIMER DOES NOT APPLY TO ANY PRODUCT WARRANTY MADE TO YOU BY THE MANUFACTURER OF THE ITEM.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU DESPITE THE “APPLICABLE LAW” SECTION OF THESE TERMS OF — USE, SOME OR ALL OF THE ABOVE MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

11. LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR — USE OF THE SITES. YOU ACKNOWLEDGE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR — USE OF THE SITES MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED PARTIES. YOU ACKNOWLEDGE AND AGREE THAT YOUR — USE OF THE SITES IS AT YOUR OWN RISK. RECOGNIZING SUCH, YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER EDUCATOR MARKETPLACE NOR ITS SUPPLIERS OR THIRD PARTY CONTENT PROVIDERS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE SITES, OR ANY OTHER SITES YOU ACCESS THROUGH A LINK FROM THE SITES OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US, OR THE DELAY OR INABILITY TO — USE THE SITES, OR FOR ANY INFORMATION, PRODUCTS OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE SITES, EDUCATOR MARKETPLACE’S REMOVAL OR DELETION OF ANY MATERIALS SUBMITTED OR POSTED ON ITS SITES, OR OTHERWISE ARISING OUT OF THE — USE OF THE SITES, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF EDUCATOR MARKETPLACE, ITS SUPPLIERS OR ANY OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIR– USES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, YOUR LOSS OF PROFITS, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR — USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NEITHER EDUCATOR MARKETPLACE NOR ITS SUPPLIERS SHALL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY SELLER, MEMBER OR OTHER — USER OF THE SITES.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU DESPITE THE “APPLICABLE LAW” SECTION OF THESE TERMS OF — USE, SOME OR ALL OF THE ABOVE MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

12. Indemnification

You agree to indemnify, defend and hold harmless Educator Marketplace and its subsidiaries and affiliates, and as to each, their officers, directors, employees, contractors, agents, licensors, service providers, subcontractors and suppliers, from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising out of or relating your access to or other use of the Educator Marketplace Sites, any content you post or supply to the Educator Marketplace Sites, your violation of law or infringement of the rights of a third party, or your other violation of these Terms of Use. Educator Marketplace reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in any case, you agree to cooperate with Educator Marketplace if and as requested by Educator Marketplace in the defense of such matter.

13. Applicable Law

Any and all disputes, claims and controversies arising out of or relating to the Educator Marketplace Sites, including the sale or other provision of goods, content, services, or technology on or through the Educator Marketplace Sites, shall be governed by and construed exclusively in accordance with the laws and decisions of the State of Colorado.

14. Disputes/Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT

Educator Marketplace and you agree that these Terms of Use affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.

In the event of a dispute, claim, or controversy arising out of or relating to these Terms of Use (such as with respect to their validity or enforceability), the Educator Marketplace Sites, any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, products, services, and/or technology on or through the Educator Marketplace Sites, Educator Marketplace or you must give the other notice of the dispute, claim, or controversy, and the notice must include a brief written statement that sets forth the name, address, and contact information of the party giving it, as well as the facts giving rise to the dispute, claim, or controversy and the relief requested. You must send any such notice to Educator Marketplace by email to info@educatormarketplace.com AND by U.S. Mail to Educator Marketplace, LLC Legal Notice, to: 2245 Blake St, Unit H Denver, CO 80205. To the extent that Educator Marketplace has your contact information, it will send any such notice to you by U.S. Mail and your email address. Educator Marketplace and you will attempt to resolve any dispute, claim, or controversy through informal negotiation within thirty (30) days from the date that any notice of dispute, claim, or controversy is sent. Educator Marketplace and you shall use reasonable, good faith, efforts to settle any dispute, claim, or controversy through consultation and good faith negotiations. After 30 days, Educator Marketplace or you may resort to the other alternatives described in this Section. Notwithstanding the foregoing, the notice and 30 day negotiation period required by this paragraph shall not apply, however, to disputes, claims, or controversies concerning patents, copyrights, moral rights, trademarks, and trade secrets and claims of piracy or unauthorized use of the Educator Marketplace Sites.

Except as otherwise specifically set forth below, any dispute, claim, or controversy of any kind between Educator Marketplace and you arising out of or relating to these Terms of Use (such as with respect to their validity or enforceability), the Educator Marketplace Sites, any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, products, services, and/or technology on or through the Educator Marketplace Sites, if unresolved through informal discussions within thirty (30) days of the sending of the notice described above, shall be resolved by binding arbitration to be held in the U.S. state in which you reside. For residents outside the United States, arbitration shall be initiated in New York, New York, and Educator Marketplace and you agree to submit to the personal jurisdiction of any state or federal court in New York, New York to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

Notwithstanding the foregoing, disputes, claims, or controversies concerning patents, copyrights, moral rights, trademarks, and trade secrets and claims of piracy or unauthorized use of the Educator Marketplace Sites shall not be subject to arbitration.

The arbitration shall be conducted by a single arbitrator, governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms of Use, and administered by the AAA. The AAA Rules and fee information are available at www.adr.org or by calling the AAA at 1-800-778-7879.

Educator Marketplace shall bear the cost of any arbitration filing fees and arbitration fees for claims of up to $75,000, unless the arbitrator finds your claims, defenses or other fee-generating activity to be asserted or conducted for an improper purpose or frivolous. You are responsible for all other additional costs that you may incur in the arbitration including but not limited to attorney’s fees and expert witness costs unless Educator Marketplace is otherwise specifically required to pay such fees under applicable law. For claims that total more than $75,000, the AAA Rules will govern payment of filing fees and arbitration fees. The decision of the arbitrator will be in writing and binding and conclusive on Educator Marketplace and you, and judgment to enforce the decision may be entered by any court of competent jurisdiction. Educator Marketplace and you agree that dispositive motions, including without limitation motions to dismiss and motions for summary judgment, will be allowed in the arbitration. The arbitrator must follow these Terms of Use and can award the same damages and relief as a court, including injunctive or other equitable relief and attorney’s fees. Notwithstanding the foregoing, Educator Marketplace and you agree not to seek any attorney’s fees and expert witness costs unless the arbitrator finds that a claim, defense or other fee- or cost-generating activity was asserted or conducted for an improper purpose or was frivolous. Educator Marketplace and you understand that, absent this mandatory arbitration provision, Educator Marketplace and you would have the right to sue in court and have a jury trial. Educator Marketplace and you further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and that the right to discovery may be more limited in arbitration than in court.

If you or Educator Marketplace’s claim is solely for monetary relief of $10,000 or less and does not include a request for any type of equitable remedy, the party bringing the claim may choose whether the arbitration of the claim will be conducted solely based on documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing under the AAA Rules.

You or Educator Marketplace may choose to pursue a claim in small claims court where jurisdiction and venue over you and Educator Marketplace otherwise qualifies for such small claims court and where the claim does not include a request for any type of equitable relief.

You have the right to opt out and not be bound by the provisions requiring arbitration by sending written notice of your decision to opt out to Educator Marketplace by email to info@educatormarketplace.com AND by U.S. Mail to Educator Marketplace, LLC 2245 Blake St, Unit H, Denver CO 80205. The notice must be sent within 30 days of your first use of any of the Educator Marketplace Sites, and if you have an account on the Educator Marketplace Sites the notice must be sent from the email address we have on file for that account. If you do not opt out via this method, you will be bound to arbitrate disputes, claims, or controversies in accordance with the terms of these paragraphs. If you opt out of the provisions requiring arbitration, Educator Marketplace will not be bound by them either.

If any clause within this Disputes/Arbitration section is found to be illegal or unenforceable, that specific clause will be severed from this section, and the remainder of its provisions will be given full force and effect. In any event, if for any reason a claim, dispute or controversy between Educator Marketplace and you is before a court (e.g., if the arbitration provisions are found unenforceable or if pursuant to these Terms of Use the matter is not subject to arbitration), Educator Marketplace and you agree to waive, to the fullest extent allowed by law, any trial by jury.

This Disputes/Arbitration section will also apply to any claims asserted by you against any present or future parent, subsidiary or affiliated company of Educator Marketplace, and to any claims asserted by any of them against you, to the extent that any such claims arise out of or relate to these Terms of Use (such as with respect to their validity or enforceability), the Educator Marketplace Sites, any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, products, services, and/or technology on or through the Educator Marketplace Sites.

15. Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.

Educator Marketplace and you agree that Educator Marketplace and you will resolve any disputes, claims or controversies on an individual basis, and that any claims arising out of or relating to these Terms of Use (such as with respect to their validity or enforceability), the Educator Marketplace Sites, any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, products, services, and/or technology on or through the Educator Marketplace Sites will be brought in an individual capacity, and not on behalf of, or as part of, any purported class, consolidated, or representative proceeding. Educator Marketplace and you further agree that Educator Marketplace and you shall not participate in any consolidated, class, or representative proceeding (existing or future) brought by any third party arising out of or relating to these Terms of Use (such as with respect to their validity or enforceability), the Educator Marketplace Sites, any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, products, services, and/or technology on or through the Educator Marketplace Sites.

If any court or arbitrator determines that the class/consolidated/representative action waiver set forth in this section is void or unenforceable for any reason or that arbitration can proceed on a class, consolidated, or representative basis, then the disputes, claims or controversies will not be subject to arbitration and must be litigated in federal court located in Denver County, Colorado.

This Class Action Waiver section will also apply to any claims asserted by you against any present or future parent, subsidiary or affiliated company of Educator Marketplace, and to any claims asserted by any of them against you, to the extent that any such claims arise out of or relate to these Terms of Use (such as with respect to their validity or enforceability), and/or the Educator Marketplace Sites, and/or any person’s access to and/or use of the Educator Marketplace Sites, and/or the provision of content, services, and/or technology on or through the Educator Marketplace Sites.

16. Changes to These Terms of Use

Educator Marketplace may amend these Terms of Use (including any Service Terms) at any time and at Educator Marketplace’s sole discretion by posting the updated version on www.educatormarketplace.com . Unless you reject the update as described below, you will be deemed to accept the changes and they will take effect at the earlier of:

  • a. 12:00 p.m. Eastern time on the 10th day after posting to www.Educator Marketplace.com (if there is no update to the Disputes/Arbitration section) or on the 30th day (if there is an update to the Disputes/Arbitration section); or
  • b. your acceptance of them via a click-through process or some other method that we specify.

To reject the proposed update, you must, by the deadline on the day specified above, both (1) send us an email to info@educatormarketplace.com and (2) then click on the verification link in the automated response email we will send you. You must send this email from the email address we have on file for your account. The content of the email you send to info@educatormarketplace.com will have no effect on the Terms of Use and may not be read, and a blank email will suffice to request the verification link. No other rejection method is valid.

If you reject the update as described above, then the last version of the Terms of Use to which you and Educator Marketplace agreed will continue to apply without modification, but then:

  • At any time, Educator Marketplace may in its sole discretion close your account, revoking your access to the Educator Marketplace Sites or your ability to make purchases on the Educator Marketplace Sites.
  • If Educator Marketplace has not closed your account, Educator Marketplace reserves the right to propose a further update to the Terms of Use by posting it to www.Educator Marketplace.com. If you wish, you may accept it (such as by letting the deadline for rejection expire) or reject it as described above. If you accept it, then the further update will apply to and between you and Educator Marketplace effective the date of your acceptance. Rejection will be handled as described in this section.
  • If Educator Marketplace has not closed your account, Educator Marketplace may choose to condition your use of new or changed features or functionality on the Educator Marketplace Sites, or your use of a new Educator Marketplace Site, on your acceptance of the updated Terms of Use, and your use of those features, functionality or Site will constitute your acceptance of the updated Terms effective as of the date of such use.

In any case, updates to the Terms of Use apply on a going-forward basis as of the date they take effect.

17. Termination by Educator Marketplace

We may close your account at any time in our sole discretion. In no case will Educator Marketplace’s closure of your account, or reduction of your access to the Educator Marketplace Sites waive or affect any other right or relief to which Educator Marketplace may be entitled.

18. Changes to the Educator Marketplace Sites

We may make frequent changes to the Educator Marketplace Sites, including changes to the quantity and selection of products sold through the Educator Marketplace Sites.

19. Entire Agreement and Admissibility; Applicability to Sellers

These Terms of Use constitute the entire agreement and understanding between you and Educator Marketplace with respect to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. A printed version of these Terms of Use shall be admissible in judicial, arbitral or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

If you access or use the Educator Marketplace Sites in your capacity as a registered Educator Marketplace retail partner (i.e., a seller who has registered with Educator Marketplace to sell products on the Educator Marketplace Sites), then the Educator Marketplace Retail Partner Agreement will apply to you in connection with such access and use, not these Terms of Use. When an Educator Marketplace partner or other Educator Marketplace supplier accesses or uses the Educator Marketplace Sites in any other capacity (e.g., as an Educator Marketplace Member), these Terms of Use apply and not the Educator Marketplace Retail Partner Agreement.

20. Miscellaneous

You may not assign or otherwise transfer these Terms of Use, by operation of law or otherwise, without Educator Marketplace’s prior written consent. Subject to the foregoing restriction, these Terms of Use will be binding on, inure to, and be enforceable against the parties and their respective successors and assigns. Educator Marketplace may assign these Terms of Use in its sole discretion by providing you notice of the same. For example, Educator Marketplace may unconditionally assign or otherwise transfer these Terms of Use to any successor in interest, such as an acquirer of an Educator Marketplace company (via merger, sale of stock, etc.) or a buyer of substantially all of its assets.

Headings are for reference purposes only and do not limit the scope or extent of any section.

Educator Marketplace’s failure to enforce your strict performance of any provision of these Terms of Use will not constitute a waiver of Educator Marketplace’s right to enforce such provision or any other provision of these Terms of Use.

If any provision of this agreement is unlawful, void or unenforceable, the remaining provisions of the agreement will remain in place, except as explained in the second-to-last paragraphs of the “Disputes/Arbitration” and “Class Action Waiver” sections.

21. How to Contact Us

If you have any questions or comments, please contact our Members Services team by: emailing us at info@educatormarketplace.com or mailing us at Educator Marketplace Help at the following address: 2245 Blake St, Unit H, Denver CO 80205.