TERMS OF SERVICE

Updated March 9, 2022

OVERVIEW

Welcome to www.unrulysplats.com (“Website”).  Unruly Studios, Inc., a Delaware C-Corporation (“Unruly”, “we”, “us” or “our” ), owns and operates the Website and all related Unruly Technology and Services (defined below).  By visiting our Website, or using our Unruly Technology, you agree to be bound by the following Terms of Use, including any additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Use apply to all users of the Website or our Unruly Technology, including without limitation users who are Customers, browsers, vendors, merchants, and/ or contributors of content (“Users”).  Any new features or tools which are added to the current Website or our Unruly Technology shall also be subject to the Terms of Use. 

DEFINITIONS

• “App” means any Unruly Studios software application, including, but not limited to, the Unruly Studios iPad and/or iPhone and/or web browser and/or Android software application.
• “Children” or “Child User” means an individual who is not of legal age to consent to the collection and processing of their Personal Information, specifically individuals under the age of 13.
• “Customer” means the person or entity that has contracted with Unruly for the Services.
• “Educational Institution” means a school, school district, licensed childcare facility, or other licensed educational institution or program.
• “General-Audience Pages” means our Website’s non-password protected homepages, webpages, and subpages that are intended for grown-ups (parents, educators, developers, etc.) to learn about our products and services, which include, but not limited to, our homepage at http://www.unruly-studios.com, and our teachers’ resource portal at www.unrulysplats.com/portal. 
• “Personal Information” means information that directly identifies you, or that can directly identify you, such as your full name, physical address (home, mailing, shipping, and/or billing address), email address, phone number, and/or credit card information. In the case of Children Users, Personal Information may also include the child’s precise geo-location, school name/address, a photo, video, or audio file that contains the child’s image or voice, and/or a persistent identifier (such as an IP Address or device ID) when such information is not used for internal support purposes.
• “Services” means all services offered or provided by Unruly Studios, including Splats and other Unruly Technology, as well as access to Lesson Plans, Training Materials, Webinars, and Training. Unruly Services include ongoing upgrading of the product and related technology, communications with teachers and administrators in support of their use of the product, as well as the benefits of related research and development, improvements, and supplements supporting the Unruly offerings, the Website, and/or the App.  
• “Splats” means the programmable floor tiles that light up, make noise, and sense when they’re stomped on. Splats are Unruly hardware and a part of the Unruly Technology.
• “Unruly Technology” means Unruly’s proprietary software, hardware, including the Unruly Splats, Website, the Unruly App, technology, frameworks, platforms, methodologies, facilitation guides, questionnaires, techniques, general-purpose consulting and related know-how, logic, coherence, and methods of operation of systems, user interfaces, screen designs, presentation materials, and best-practices documentation, including any enhancements, modifications or derivatives thereof, including the Unruly mobile application, which are made available to Customer. 
• “Website” means the Unruly website at https://www.unrulysplats.com/ and any related sites and/or subsites (including the Unruly Portal and the Unruly Forum.)

SECTION 1 - GENERAL

By agreeing to these Terms of Use, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent as a responsible Educational Institution or as a parent or guardian to a Child User to allow the use of this site.

SECTION 2 -  GRANT OF RIGHTS 

Public Website Visitors   As a General-Audience Pages visitor, you are granted the right to access all areas of the Website other than the password-protected areas (“Permitted Visitor Areas”). You may access and view Permitted Visitor Areas for your personal and non-commercial use for educational purposes only, and you may not modify, copy, distribute, or otherwise use the content available in these Permitted Visitor Areas.

Authorized Users.  If you are either (i) a student, (ii) a teacher, or (iii) an administrator identified to us by a participating Educational Institution or you are the parent of an identified student you are an “Authorized User” and may use the Services procured under the Subscriber Agreement applicable to your account.  Teacher and administrator Authorized Users are eligible for a user id and password to access the password-protected areas of our Website to support their use of the Services. These rights are strictly limited to your personal, educational, and non-commercial use of the Website, Services, and content in connection with your schoolwork, if you are a student, or the assignment of schoolwork or monitoring of an associated student’s progress if you are a parent, teacher, or administrator.

Please keep in mind that we prohibit the circulation of our content and Services to Users who do not have a password and will treat anyone who uses your user id and password as “you.” We will provide this User with all of the rights and privileges that we provide to you. Therefore, we recommend that user id and password only be shared with other Authorized Users under the same Subscription Agreement and that you refrain from disclosing this information to anyone who might “pretend” to be you with respect to the Services and your use of our Website or other Unruly Technology. We also recommend that you notify us immediately if you suspect that someone outside of your Authorized User group is using your user id and password in this manner.

We reserve the right to refuse service to anyone at any time for any reason within our discretion.

SECTION 3 - RESTRICTIONS ON USE OF WEBSITE AND UNRULY TECHNOLOGY

You may not use our Website or Unruly Technology for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).  You shall only use our Website and Unruly Technology for your own personal and non-commercial use.  

You agree not to use our Website (Including the Teachers’ Forum and/or Chatbot features) or Unruly Technology:

• For the purpose of exploiting, harming, or attempting to exploit or harm minors, or any User,  in any way.  
• To impersonate or attempt to impersonate Unruly, an employee of Unruly, another User, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing). Attempts to gain unauthorized access to our Service’s Users’ accounts; (vi) constitutes a criminal offense or otherwise encourages criminal conduct
• to create, edit, post, transmit, or share any content or materials that

•  is harmful, unlawful, obscene, libelous, racist, hateful, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise objectionable, as determined in our sole and absolute discretion; or

• contain unsolicited or unauthorized advertising or unsolicited commercial messages, including any “junk mail”, “chain letters”, “spam”, “pyramid schemes”, or any other form of solicitation; or
• contains images, or names or other Personal Information, of individuals, particularly students, for whom you do not have the proper legal permission to do so.

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries) or is obscene.
• to engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Website or Unruly Technology, or which, as determined by us, may harm Unruly or Users of our Website or Unruly Technology or expose them to liability.

Display of User Content through our Services does not constitute our approval or endorsement thereof. We reserve the right to remove any content that we deem in our sole discretion to be illegal, offensive, or inappropriate (including but not limited to images for which we question the provenance or legal permissibility of posting.)  Users are solely responsible for the content they post and we reserve the right to take action against the User submitting such User content, including, but not limited to, suspending any or all use of our Services, in any way or manner, terminating such User's account, and or referring the matter to appropriate authorities, including law enforcement.

Additionally, you agree not to:

• Sub-license, distribute, sell, lease, rent, loan, or otherwise transfer your right to use the Website, the Unruly Technology and/or the Services to any third party.  
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Website, the Unruly Technology and/or the Services.  
• Use the Website, the Unruly Technology and/or the Services in any manner that could disable, overburden, damage, or impair the Website or interfere with any other party’s use of the Website, the Unruly Technology and/or the Services,
• Use any robot, spider, or other automatic device, process, or means to access the Website, the Unruly Technology and/or the Services, for any purpose, including monitoring or copying any of the materials available through the Website, the Unruly Technology and/or the Services.
• Use any manual process to monitor or copy any of the materials on through the Website, the Unruly Technology and/or the Services or for any other unauthorized purpose without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of the Website, the Unruly Technology and/or the Services.
• Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the Unruly Technology and/or the Services, the server on which our Website or Unruly Technology is stored, or any server, computer, or database connected to our Website or our Unruly Technology.
• Attack our Website or our Unruly Technology via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the Website, the Unruly Technology and/or the Services.

SECTION 4 - ACCURACY, AND UPDATES

The material on our Website is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information.  Occasionally there may be information on our Website or in the content provided through our Services that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information on our Website or on content available through our Services is inaccurate at any time without prior notice.

We reserve the right to modify the content of our Website at any time, but we have no obligation to update any information on our Website. You agree that it is your responsibility to monitor changes to our Website.

SECTION 5 - MODIFICATIONS TO THE SERVICE 

We reserve the right at any time to modify or discontinue any functionality available through our Services without notice at any time.  We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of any portion of our Services.

SECTION 6 - INTELLECTUAL PROPERTY

All content on our Website or provided through our Services, such as text, graphics, logos, button icons, images, audio clips, video, and software code is the property of Unruly, or its content suppliers and protected by U.S. and international copyright laws.  All trademarks, logos, service marks, and trade names on our Website or through our Services are proprietary to Unruly, or their respective owners that have granted us the right and license to use such intellectual property on our Website or through our Services.  The reproduction, modification, distribution, transmission, republication, display, or performance, of the content of our Website or through our Services is strictly prohibited.

SECTION 7 - OPTIONAL TOOLS

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.

You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.

Any use by you of optional tools offered through the Website is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

We may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Use.

SECTION 8 - THIRD-PARTY LINKS

Certain content, products, and services available via our Website may include materials from third parties.

Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties.

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.

SECTION 9 – CHATBOT, USER FEEDBACK, AND OTHER SUBMISSIONS

Our Website has a “Chatbot” feature that is intended for adults to ask questions about the Services or to arrange for meetings regarding a Subscription Agreement.  THE CHATBOT IS NOT FOR USE BY INDIVIDUALS UNDER THE AGE OF EIGHTEEN.  Student Users should not ask questions or make any other use of the Chatbot feature.  If we become aware or suspect a User is not an adult, we will immediately end the conversation.  

If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'Feedback'), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any Feedback that you forward to us. We are and shall be under no obligation (1) to maintain any Feedback in confidence; (2) to pay compensation for any Feedback; or (3) to respond to any Feedback.

You agree that your Feedback will not violate any right of any third party, including copyright, trademark, privacy, personality, or other personal or proprietary rights. You further agree that your Feedback will not contain libelous or otherwise unlawful, abusive, or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Website or our Unruly Technology. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third parties as to the origin of any Feedback. You are solely responsible for any Feedback you make and their accuracy. We take no responsibility and assume no liability for any Feedback posted by you or any third party.

SECTION 10 TALKING ABOUT UNRULY SPLATS

We hope you and your students enjoy using Unruly Splats and are learning a lot in the process.  If you’d like to “spread the word” on social media (Twitter, Instagram, Facebook, TikTok, Pinterest), feel free to do so and use the tag #UnrulySplats if you like. However, please remember that you should not include in those posts any images, names, or other Personal Information, of individuals, particularly students, for whom you do not have the proper legal permission to do so.

SECTION 11 - PERSONAL INFORMATION

We value your privacy and the privacy of all our Users. 

Your submission of Personal Information through your use of the Website, Unruly Technology, and the Services is governed by our Privacy Policy. To view our Privacy Policy go to https://www.unrulysplats.com/privacy-policy.  Please review our Privacy Policy for information on how we collect, use, and protect your personally identifiable information. These protections, however, do not apply to information you choose to disclose to other Users through our Services. If you are under age thirteen (13), you may not post any personally identifying information about yourself on the Website without the express permission of your parent or guardian. And if you are thirteen (13) or over, you should only disclose personally identifiable information advisedly.

SECTION 12 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

Unruly does not promise that the Website will be error-free or uninterrupted, or that the Website will provide specific results from your use of any content, search, or link on it. The Website, the other Unruly Technology, and all Services and content within them are delivered on an “AS IS” and “AS AVAILABLE” basis. Unruly does not warrant or represent that files you download from the Unruly sites will be free of viruses or other harmful features. UNRULY  DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE AND RELATED SERVICES OR LINKED SITES IS AT YOUR SOLE RISK.

UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, TORT, OR NEGLIGENCE, WILL UNRULY  BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) THAT ARISE OUT OF OR ARE RELATED TO YOUR USE OF THE WEBSITE, THE SERVICES, OR THE CONTENT. IN NO EVENT SHALL UNRULY’S AGGREGATE LIABILITY TO YOU FOR ANY LOSS, DAMAGE, OR CLAIM RELATED TO OR ARISING OUT OF THE WEBSITE, THE SERVICES, OR THE CONTENT EXCEED THE GREATER OF: (I) $250.00 OR (II) THE TOTAL AMOUNTS, IF ANY, ACTUALLY PAID BY YOU TO UNRULY  FOR ACCESSING THE WEBSITE DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

SECTION 13 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless Unruly and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Use or the documents they incorporate by reference or your violation of any law or the rights of a third-party.

SECTION 14 - SEVERABILITY

In the event that any provision of these Terms of Use is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Use, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 15 – TERMINATION, REVOCATION, OR SUSPENSION OF USE PRIVILEGES

Authorized Users’ access to Services will automatically end upon termination of the Customer Subscription Agreement under which they received such access.

We reserve the right at any time to terminate or suspend your access to some or all of the Services or the Website if you engage in an activity that we conclude, in our discretion, breaches our Code of Conduct.

Users should also understand that our Terms of Use are based in many instances on principles of state and federal law. Users who violate our Terms of Use accordingly may be exposed under these state and federal laws to criminal charges or civil liability to harmed parties for compensatory damages and attorney’s fees. Unruly reserves the right at all times to disclose information it deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, consistent with its Privacy Policy.

Finally, Authorized Users should be aware that their access may be suspended or terminated due to the suspension or termination of the access of the Customer (usually an Educational Institution) for their Subscription Agreement.

SECTION 16 - APPLICATION OF TERMS OF USE

The failure of us to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision.  These Terms of Use and any policies or operating rules posted by us on our Website or through our Unruly Technology govern your use of our Website and Unruly Technology.

SECTION 17 - GOVERNING LAW

These Terms of Use and any separate agreements whereby we provide our Services shall be governed by and construed in accordance with the laws of the State of Delaware, United States.

SECTION 18 - CHANGES TO TERMS OF USE

You can review the most current version of the Terms of Use at any time at this page.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Use by posting updates and changes to our Website. It is your responsibility to check our Website periodically for changes. Your continued use of or access to our Website or the Services following the posting of any changes to these Terms of Use constitutes acceptance of those changes.

SECTION 19 - CONTACT INFORMATION

Questions about the Terms of Use, or to report suspected violations hereof,  should be sent to us at support@unruly-studios.com.