Terms of Use

Effective Date: May 16, 2010 (v. 1.0.0)

Welcome to rubycademy! Our mission is creating progress through technology that lifts the human condition, which we are accomplishing by building an ecosystem for people to learn, teach, and connect. When you visit, view, use, or access our website rubycademy.com and any applicable subdomains thereof, or any applications, mobile applications, functionalities, content, materials, Interactive Features, or other online services provided by rubycademy (collectively, the “Site”), whether as a guest or a registered user, you’re agreeing to the following terms and conditions, so please take a few minutes to read over the Terms of Use below.

1. INTRODUCTION

These Terms of Use, as may be amended from time to time, together with any documents, policies, or terms they incorporate by reference (collectively, these “Terms of Use”), are entered into by and between you and rubycademy, LLC, a Nevada limited liability company (“rubycademy”, “we”, or “us”). For purposes of these Terms of Use, “you” includes, individually and collectively, you (the user or Customer) and any individual, affiliate, or Business User that is visiting, viewing, using, or accessing the Site under your Plan. To the extent that you have entered into an enterprise license agreement, master sales order, master services agreement, or other written agreement fully executed and signed by an authorized representative of rubycademy that contains terms that directly conflict with any terms of these Terms of Use, then the conflicted terms set forth in such other agreement will control.

You acknowledge and agree that by (i) visiting, viewing, using, or accessing the Site, (ii) clicking “Agree”, “Purchase”, “Submit”, or similar links, or (iii) signing or confirming a Sales Order or other agreement incorporating these Terms of Use, that you have read, understand, and agree to be bound by these Terms of Use, irrespective of whether you are a guest or a registered user of the Site. IF YOU DO NOT AGREE TO THESE TERMS OF USE, THEN YOU MAY NOT ACCESS OR USE THE SITE. rubycademy’S ALLOWANCE OF YOUR USE AND ACCESS TO THE SITE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF USE, TO THE EXCLUSION OF ALL OTHER TERMS.

2. PRIVACY POLICY

Your privacy is important to us, and we are committed to protecting your personal information. Any personal information submitted in connection with your use of the Site is subject to our privacy policy found at http://www.rubycademy.com/page/privacy (the “Privacy Policy”), which is hereby incorporated by this reference. We will use information about you that we obtain either directly from you or that we obtain by nature of your use of the Site in accordance with our Privacy Policy solely in furtherance of providing you and improving the Site.

3. SITE ACCESS AND ACCOUNT REGISTRATION

To access the Site, you may be asked to provide certain account information and other details. This account information helps us to create and maintain a rubycademy account for you, which is necessary for providing you the content, customer service, and network management that comes with the Site; as such, it is a condition of your use of the Site that all account information you provide is correct, current, and complete. You agree that all account information you provide is governed by our Privacy Policy and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

With regard to your username, password, any other piece of information you provide to us as part of our security procedures (collectively, “Account Information”), you agree to treat such Account Information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your Account Information is personal to you, and you agree not to provide any other person with access to the Site using your Account Information. You agree to notify us immediately (support@rubycademy.com) of any unauthorized access to or use of your Account

Information or any other breach of security that you become aware of. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your Account Information or other personal information.

Except as provided herein, you may not transfer your Account Information to any other person and you may not use anyone else’s Account Information or account at any time. In cases where you have nevertheless authorized or registered another person to use your account or Plan, or where you have acted negligently in safeguarding your Account Information as set forth above, you agree you are fully responsible for (i) the acts and omissions of such person accessing the Site with your Account Information, (ii) controlling the person’s access to and use of the Site, and (iii) the consequences of any use or misuse by such person.

4. rubycademy SUBSCRIPTION PLANS

    (a) Plan Scope. Plan”)—to http://www.rubycademy.com/pricing (the “Plans Page”). Whether such registration, purchase, order, renewal, or change happens through the Site’s checkout or account settings functionalities, through a Free Trial, Team Trial, Pilot, or Company Partnership, by execution or confirmation of a Sales Order, or with or without the assistance of rubycademy’s sales or support teams (all such methods, collectively, “Checkout”), your use of and access to the Site is expressly conditioned upon timely payment of the applicable License Fee associated with your Plan and governed by these Terms of Use. 

For purposes herein, “License Fee” means the Individual License Fee, all forms of the Business License Fee (e.g., Professional License Fee, or Enterprise License Fee), or the Company Partnership License Fee (if any), as applicable. We reserve the right to increase or decrease any License Fee at any time; however, to the extent you have paid your License Fee in advance, the increase or decrease will not become effective for your Plan until the end of your current subscription term or your next renewal.

For purposes herein, “Payment Method” means the Individual Payment Method or the Business Payment Method, as applicable. 

    (b) Payment Method

(i) You may edit your Payment Method information by visiting our website and clicking on the “My Account” link, available at the top of the pages of the rubycademy website. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not edit your Payment Method information or cancel your account (see Cancellation Policy in Section 10 below), you remain responsible for any uncollected amounts and authorize us to continue billing the Payment Method, as it may be updated. This may result in a change to your payment billing dates. We may update your Payment Method with information provided by the applicable payment service provider, and you authorize us to continue to charge the applicable License Fee to the updated Payment Method. Check with your Payment Method service provider for more details.

(ii) When you select or purchase a Plan, begin a Free Trial, Team Trial, or Pilot, or otherwise provide or add any form of Payment Method to Checkout or your account, your bank may reserve the funds necessary or place a small authorization hold until the transaction processes or the authorization hold expires, but this is not the actual charge. The authorization will be removed from your account according to the policies of your bank; and as such, to remove an authorization, please contact your bank to clarify how long they hold authorizations for online orders.

(iii) Depending on where you transact with us, the type of Payment Method used, and where your payment method was issued, your transaction with us may be subject to foreign exchange fees or differences in prices because of exchange rates and other rubycademy-provided geographic-specific pricing. We do not support all payment methods, currencies, or locations for payment. If your payment method fails, or if your account is past due, we may collect fees owed using other  collection mechanisms—this may include charging other payment methods on file with us or retaining collection agencies and legal counsel, the fees and cost of which you hereby agree to pay. Notwithstanding anything to the contrary, your obligation to pay fees continues through the end of your applicable subscription term and regardless of whether you cancel your Plan during such term.

4.1 INDIVIDUAL PLAN

    (a)Individual License. If you choose or purchase a rubycademy individual subscription plan during Checkout (an “Individual Plan”), rubycademy grants you, and you alone, a non-exclusive, non-transferable license (“Individual License”) to use the Site for the subscription term length set forth during Checkout (the “Initial Individual Term”) in strict accordance with these Terms of Use for non-commercial home or personal use only. If you purchase a “monthly” plan, your Initial Individual Term is one month from the date of purchase, whereas the purchase of an “annual” plan results in a one year Initial Individual Term. Any renewal of the Initial Individual Term (or a Renewal Individual Term), whether such renewal occurs by way of your Automatic Individual Renewal, Checkout, or otherwise, shall be deemed a “Renewal Individual Term”, and together with the Initial Individual Term, the “Individual Term”, as applicable.

    (b) Individual License Fee. Individual License Fee”).

(i) Automatic Individual Renewal. http://support.rubycademy.com/ for more details on Automatic Individual Renewal.

(ii) Individual Plan Refund Policy. support@rubycademy.com;

4.3 FREE TRIAL / TEAM TRIAL / PILOT SUBSCRIPTION PLANS

Your subscription plan may begin with a free trial (for individuals) (“Free Trial”), a free team trial (for businesses that checkout online) (“Team Trial”), or a free or paid pilot (for businesses that checkout through a sales-guided process) (“Pilot”). The length of your Free Trial, Team Trial, or Pilot will be set out during Checkout; however, we reserve the right, in our absolute discretion, to determine your eligibility for a Free Trial, Team Trial, or Pilot, and to withdraw or to modify your Free Trial, Team Trial, or Pilot at any time without prior notice and with no liability. As a Free Trial, Team Trial, or Pilot user, you acknowledge and agree that your use and access, and the use and access of your Business Users, of the Site is subject to these Terms of Use.

(a) Free Trial (Individuals). As a Free Trial user, you agree to provide your Individual Payment Method during Checkout before beginning your Free Trial. We will not process your Individual Payment Method for payment of your Individual License Fee during your Free Trial (however you may see an authorization—seeSection 4); however, on the first day following the end of your Free Trial we willconvert

(b) Team Trial (select number of Business Users).

(c)Pilot (larger number of Business Users). A Pilot is provisioned through a sales-guided Checkout only, which may or may not include an applicable license fee for the Pilot depending on the scope, features, and number of Business Users on your Pilot. Unless otherwise set forth during Checkout or a Sales Order, at the end of your Pilot we will not automatically convert your account into a paid Business Plan. However, at the end of your Pilot, in order for you and your Business Users to continue using and accessing the Site, you must convert your Pilot into a paid Business Plan and pay the applicable Business License Fee. You agree that you and your Business Users’ use of the Site during the Pilot is governed by these Terms of Use. 

4.4 COMPANY PARTNERSHIP PLAN

Your subscription plan may start with a starter, trial, limited, or full subscription (“Company Partnership Plan”) facilitated through a company or community partnership between a third-party entity and rubycademy (each, a “Company Partner”). The scope and features of the Site content and materials available to you, the length of your Company Partnership Plan, and the license fee (if applicable, and whether paid by you or the Company Partner) will be set out during Checkout—most often through a specific URL dedicated to the Company Partnership Plan. Together with our Company Partner, we reserve the right, in our absolute discretion, to determine your eligibility for a Company Partnership Plan, and to withdraw or to modify your Company Partnership Plan at any time without prior notice and with no liability. As a Company Partnership Plan user, you acknowledge and agree that your use of and access to the Site is subject to (i) these Terms of Use, and (ii) any other terms and conditions mandated by the applicable Company Partner as set forth in Checkout.

5. PROPRIETARY MATERIALS

    (a) Use of rubycademy’s Proprietary Materials. Proprietary Materials”), Authorized Downloadable Materials”).

    (b) Reservation of Rights.

    (c) rubycademy Copyright and Marks.

    (d) Equitable Relief.

    (e) Third-Party Marks.

    (f) Violation of Copyright or Intellectual Property Laws.

6. MOBILE AND OTHER DEVICES

If you use a mobile device or rubycademy-provided mobile application to access the Site, the following additional terms and conditions (“Mobile Terms”) also apply: 

    (a) You agree that you are solely responsible for all message and data charges that apply to use of your mobile device to access the Site. All such charges are billed by and payable to your mobile service provider. Please contact your participating mobile service provider for pricing plans, participation status, and details.

    (b) You understand that wireless service may not be available in all areas at all times and may be affected by product, software, coverage, or service changes made by your service provider or otherwise. Additional terms and conditions may apply to your use of our mobile applications based on the type of mobile device that you use.

    (c) YOUR ACCESS TO OR USE OF THE SITE VIA YOUR MOBILE DEVICE OR rubycademy-PROVIDED MOBILE APPLICATION CONFIRMS YOUR AGREEMENT TO THESE TERMS OF USE, INCLUDING BUT NOT LIMITING THESE MOBILE TERMS.

7. USER CONTENT AND FEEDBACK

    (a) Interactive Features. post”) Interactive Features”). 

    (b) User Content. User Content”).

(i) All User Content you submit to the Interactive Features (including for inclusion on the Site) or that is otherwise made available to rubycademy will be considered non-confidential and non-proprietary, and by so doing, you hereby grant us and our affiliates and service providers, and each other and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material.

(ii) To the extent that you provide any User Content, you represent and warrant that (a) you have all necessary rights, licenses and/or clearances to provide such User Content as provided above, (b) such User Content is accurate and reasonably complete, (c) as between you and rubycademy, you are responsible for the payment of third-party fees, if any, related to the provision and use of such User Content, (d) such User Content does not and will not infringe or misappropriate any third-party rights or constitute a fraudulent statement or misrepresentation or unfair business practices, and (e) you agree to comply with all applicable rules regarding online conduct and acceptable content we may post on the Site or Interactive Features from time to time, including those set forth in Section 8 below.

    (c) Feedback. Feedback”).

    (d) Monitoring and Enforcement. We have the right to:

(i) remove or refuse to post any User Content or Feedback for any or no reason in our sole discretion;

(ii) take any action with respect to any User Content or Feedback that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content or Feedback violates these Terms of Use, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create risk or liability for rubycademy;

(iii) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;

(iv) take appropriate legal action, including without limitation referral to law enforcement for any illegal or unauthorized use of the Site; and

(v) terminate or suspend your access to all or part of the Site for any violation of these Terms of Use; and

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any User Content, Feedback, or materials on or through the Site. YOU WAIVE AND HOLD HARMLESS US AND OUR AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY US OR ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER US, SUCH PARTIES, OR LAW ENFORCEMENT AUTHORITIES.

Notwithstanding anything to the contrary, we have no obligation to review any User Content, Feedback, or materials before they are posted on the Site, and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, and we have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section.

8. rubycademy “DOs” and “DON’Ts”

You acknowledge and agree that the Site contains content and materials that are viewable through online streaming methods and they are not to be downloaded by you (or your Business Users), except under the limited circumstances and for the limited times as permitted by your Plan. In addition, you agree to adhere and abide to the following DOs and DON’Ts.

(a) DOs (User Obligations). You acknowledge and agree that you (and your Business Users)  will :

• Comply with all applicable federal, state, local, or international law or regulations (including without limitation any laws regarding copyright, intellectual property, privacy and personal identity, or the export of data or software to and from the U.S. or other countries);

• Provide true and accurate information to us and keep it updated;

• Use the Interactive Features in a respectful manner; and

• Exit from your account at the end of each session or use of the Site.

(b) DON’Ts (Prohibited Conduct). You acknowledge and agree that you (and your Business Users),  will not :

• reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, capture, download, save, upload, print, or otherwise transfer or retain information or content available on the Site other than with regard to Authorized Downloadable Materials, subject to the limited permissions set forth herein;

• manually or systematically harvest, scrape, collect or otherwise extract information or data contained on the Site, other than permitted use of Authorized Downloadable Materials or temporary storage of video materials for offline viewing (if permitted by your Plan).

• permit or provide others access to the Site using your Account Information or otherwise, or the Account Information of another authorized user;

• impersonate or attempt to impersonate rubycademy, a rubycademy employee, another user, or any other person or entity (including without limitation by using e-mail addresses or Account Information associated with any of the foregoing) or provide incorrect or knowingly false information;

• remove or modify any copyright, trademark, legal notices, or other proprietary notations from the Proprietary Materials or any other content available on the Site;

• violate or attempt to violate the Site’s security mechanisms, attempt to gain unauthorized access to the Site or assist others to do so, or otherwise breach the security of the Site or corrupt the Site in any way;

• co-brand or frame the Site or establish a link in such a way as to suggest any form or association, approval, or endorsement on our part, without the prior express written permission of an authorized representative of rubycademy; 

• use any portion of the Site to aid in transmitting, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation;

• post to the Interactive Features or any other portion of the Site any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, infringing, defamatory, or libelous content;

• use the Site or its contents (including User Content) to recruit, solicit, or contact in any form other users or potential users for employment or contracting for a business not affiliated with us without the prior express written permission of an authorized representative of rubycademy;

• use or attempt to use the Site to store or transmit software viruses, worms, time bombs, Trojan horses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment;

• engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm us or users of the Site or expose them to liability; and/or

• use the Site in any manner that could disable, overburden, damage, or impair the Site, interfere with any other party’s use of the Site (including their ability to engage in real time activities through the Site), or otherwise attempt to interfere with the proper working of the Site.

(c) Restricted Use of Site. We reserve the right to monitor use of the Site and to suspend, revoke, deny, disable, or terminate your access or the access of any of your Business Users if you or they have violated any provisions of these Terms of Use (including the DOs and DON’Ts above) or if your or their usage behavior exceeds normal limits, as determined in our sole discretion. The term “normal limits” will be determined solely by rubycademy.

(d) Geographic Pricing and Restrictions. If your applicable License Fee is adjusted based on your geographic region, you and your Business Users may only use and access the Site if you are primarily based in the applicable geographic region set forth during Checkout. The Site and its features are subject to United States export controls. No Site content or materials may be downloaded or exported (i) into (or to a resident of) Cuba, Sudan, North Korea, Iran, Syria, the Crimea region of the Ukraine or any other country subject to an applicable embargo or other trade restriction by any government regulatory agency having jurisdiction, or (ii) by or to any person or entity on the United States Treasury Department’s list of Specially Designated Nationals (SDN) or the United States Commerce Department’s Consolidated Screening List (CSL). By accessing or using the Site, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. Although the Site may be accessible worldwide, we make no representation that the Site is appropriate or available for use in locations outside the United States, and accessing them from territories where its contents or materials are illegal, is prohibited. Those who choose to access the Site from other locations do so at their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with the Site is void where prohibited.

9. REPRESENTATION, WARRANTIES, AND COVENANTS

(a) Your Representations and Warranties.

(i) You are (i) 18 years of age or older or an emancipated minor, and (ii) are fully able and competent to form a binding contract with rubycademy by entering into these Terms of Use. 

(ii) You are over the age of 13 as all portions of the Site are not intended for children under 13. If you are under 13 years of age, you may not register for an account or otherwise use the Site;

(iii) You are solely responsible for all service, telephony, data charges, and other fees and costs associated with your access to and use of the Site, including without limitation maintaining all internet, browser software and extensions, computer hardware, telephone, and other equipment required for such access.

(b) Authority. You and rubycademy each represent, warrant, and covenant that it has the full power and authority to: (i) enter into an agreement subject to these Terms of Use; (ii) perform its obligations hereunder, and that its performance hereunder does not conflict with, limit, or be contrary to any other agreement; (iii) and that by so doing, it does not violate any applicable laws or any contractual relationship.

(c) rubycademy Intellectual Property.

(d) Reliance and Functionality.

(e) Availability of Site.

(f) Third-party services, links, SSO, OAuth, etc. If any portion of the Site contains services (e.g., discussion forums), links, resources, or materials provided by third parties, including without limitation URL links, discussion forum engines, single-sign on services (SSO), OAuth resources (e.g., Facebook, GitHub, LinkedIn, etc.), or capabilities to share to social media websites, these are provided for your convenience only. This may include links contained on courses or in advertisements, including banner advertisements and sponsored links on the Site. We have no control over the contents, software, or privacy practices of these third-party services, links, resources, or materials, and accept no responsibility for them or for any loss or damage that may arise from your use of them—if you access or use them, you do so entirely at your own risk.

10. TERMINATION; CANCELLATION POLICY

    (a) rubycademy’s Rights of Termination.

    (b) Individual Plan Cancellation. Your Individual Plan may be cancelled at any time via your user account settings page, by calling +1 (801) 784-9007, or by emailing support@rubycademy.com.

    (c) Business Plan Termination. 

(i) For Cause. Either the business that purchased the Business Plan or rubycademy may terminate the Business Plan or any Sales Order prior to its expiration if the other party breaches these Terms of Use or a Sales Order and fails to cure said breach within thirty (30) days after receipt of written notice thereof. Except for instances arising from rubycademy’s uncured breach, all fees or charges related to your Business Plan are non-refundable and all unpaid fees are due and payable immediately upon termination.

(ii) For Convenience.

    (d) You acknowledge and agree that rubycademy may retain and store your information on rubycademy’s systems for archival purposes notwithstanding any termination or cancellation of your account or Plan.

11. INDEMNIFICATION

    (a) Indemnification. rubycademy Indemnitee”) Claims”)

    (b) Indemnification Procedure.

12. NO WARRANTY; LIMITATIONS ON LIABILITY

    (a) No Warranty.

    (b) Limitation on Liability.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

13. CHANGES TO TERMS OR THE SITE

    (a) Changes to these Terms.

    (b) Changes to the Site.

14. GENERAL

    (a) Non-Waiver. Failure by rubycademy to enforce any provision(s) of these Terms of Use will not be construed as a waiver of any provision or right.

    (b) Severability.

    (c) Governing Law and Jurisdiction.

(i) any conflicts of law principle that would apply the substantive laws of another jurisdiction to the parties’ rights or duties,

(ii) the United Nations Convention on Contracts for the International Sale of Goods, or

(iii) other international laws. Should any dispute arise with regard to these Terms of Use, the parties agree to first work in good faith to resolve such dispute, and neither party may commence any action with regard to such dispute until thirty (30) days have passed from the time such party has provided written notice to the other party of the nature of such dispute, provided that nothing herein will prevent us from seeking injunctive relief in the event of your actual or threatened breach of any terms of these Terms of Use.

    (d) Dispute Resolution.

    (e) Notice.

(i) by rubycademy to you via e-mail to the e-mail address you maintain in your account settings or by notifying you electronically by displaying the notice in the Site;

(ii) by you to us in any commercially reasonable manner, including certified mail, return receipt requested, e-mail, or any other customary means of communication at the applicable mailing address set forth below, as may be updated from time to time. Any notice given otherwise than in accordance with this Section will be deemed ineffective.

rubycademy, SASU

81 square normandie-niemen

Le mée sur seine, 77350

Email: support@rubycademy.com

All other feedback, comments, requests for technical support, or other communications relating to the Site should be directed to the rubycademy support team by emailing support@rubycademy.com.

    (f) No Agency.

    (g) Assignment.

    (h) Miscellaneous.

[END OF TERMS OF USE]