Michigan Virtual Social & Emotional 360 Portal

Effective Date: 5/22/18

Thank you for visiting our website (the “Site”). These Terms of Use govern your use of this Site. Michigan Virtual Social & Emotional 360 Portal (the “Institution”) offers access to the Site through an agreement with Evolution Labs, a New Jersey corporation (the “Company”).

The Company hosts this site, assisting the Institution in enforcing both the Terms of Service as well as the Privacy Policy.

1. Acceptance of Terms.

These website Terms of Use, as updated from time to time by the Company, apply to this website which is published by a joint venture between The Company and the Institution. You should carefully read these Terms of Use before using the website.

This is a legally binding agreement. If you do not agree with these Terms of Use, you are not authorized to use this website.

2. Your Acceptance of Our Privacy Policy

By agreeing to these Terms of Use, you agree to the terms of our Privacy Policy, which is expressly incorporated herein. Before using this Site, please carefully review our Privacy Policy. All personal information provided to us as a result of your use of this Site will be handled in accordance with our Privacy Policy. To the extent there are inconsistencies between these Terms of Use and our Privacy Policy, these Terms of Use control.

3. Ownership of this Site and its Content

This Site, including all its Content are protected under applicable intellectual property and other laws, including without limitation the laws of the United States and other countries. All Content and intellectual property rights therein are the property of the Company or the material is included with the permission of the rights owner and is protected pursuant to applicable copyright and trademark laws.

The presence of any Content on this Site does not constitute a waiver of any right in such Content. You do not acquire ownership rights to any such Content viewed through this Site. Except as otherwise provided herein, none of this Content may be used, copied, reproduced, distributed, republished, downloaded, modified, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without our express prior written permission.

Permission is hereby granted to the extent necessary to lawfully access and use this Site and to display, download, or print portions of this Site on a temporary basis and for your personal, educational, noncommercial use only, provided that you (i) do not modify the Content; (ii) you retain any and all copyright and other proprietary notices contained in the Content; and (iii) you do not copy or post the Content on any network computer or broadcast the Content in any media

4. Access to Password-Protected Areas.

Access to certain portions of this website ("Password-Protected Areas") may require login and password information. You must have this information in order to access these areas.

5. Online Privacy Statement.

The use of your personally identifying and non-personal information will be governed by our Privacy Policy. Your use of this website indicates that you have read and agree to this policy.

6. Prohibited Behavior. You are responsible for your behavior in your use of this website and for respecting the Institution's, the Company' and third parties' (person or entity) rights in connection with the website and its content.

You may not use this website for any purpose or in any manner that violates any local, state, or federal law or regulation or the law or regulation of any foreign government.
You may not violate the Institution's the Company' or third parties' rights via downloading, emailing, transmitting, or otherwise using this website.
You may not use this website to post or send any infringing, threatening, defamatory, libelous, obscene, or pornographic material.
You may not use or exploit any portion of this website to distribute commercial messages, "spam," or other unsolicited communications.
You may not directly or indirectly, intentionally disrupt or interfere with this website in any manner that may materially adversely affect the Institution, the Company' or any third party.
You may not take any action that imposes or may impose an unreasonable or disproportionately large load on the Institution's or the Company' websites.
You may not bypass any measures the Institution or the Company may use to prevent or restrict access to this website.

7. Disclaimer of Warranties.

WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THIS SITE OR ITS CONTENT, OR ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THIS SITE. THIS SITE AND ALL OF ITS CONTENT (INCLUDING USER-GENERATED CONTENT) ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, ARISING BY STATUTE, CUSTOM, COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, WITH RESPECT TO THIS SITE, ITS CONTENT, AND ANY PRODUCTS OR SERVICES AVAILABLE OR PROMOTED THROUGH THIS SITE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ALL REPRESENTATIONS AND WARRANTIES (A) OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE; (B) RELATING TO THE SECURITY OF THIS SITE; (C) THAT THE CONTENT OF THIS SITE IS ACCURATE, COMPLETE OR CURRENT; OR (D) THAT THIS SITE WILL OPERATE SECURELY OR WITHOUT INTERRUPTION OR ERROR.
WE DO NOT REPRESENT OR WARRANT THAT THIS SITE, ITS SERVERS, OR ANY TRANSMISSIONS SENT FROM US OR THROUGH THIS SITE WILL BE FREE OF ANY HARMFUL COMPONENTS (INCLUDING VIRUSES).

8. Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS THE COMPANY, AND THE INSTITUION, ON BEHALF OF OUR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE AND HOWSOEVER ARISING INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, GENERAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES; LOSS OF USE; LOSS OF DATA; LOSS CAUSED BY A VIRUS; LOSS OF INCOME OR PROFIT; LOSS OF OR DAMAGE TO PROPERTY; CLAIMS OF THIRD PARTIES; OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE. YOU ASSUME TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACK UP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS.
IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE RELEASED PARTIES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED TEN DOLLARS ($10.00).

9. Intellectual Property.

This website and its contents are owned by the Company and are protected by law, including but not limited to copyright and trademark law. Certain content, such as copyrighted materials and trademarks, are used by permission of third parties. Except as allowed by law (such as fair use) or as expressly permitted in connection with the specific content, this website and its contents may not be reproduced, modified, distributed, displayed, performed, or used in any way without the prior written permission of the Company and the Institution.

10. Links.

This website may include links to other websites. You acknowledge and agree that such links are provided for your convenience and do not reflect any endorsement by this Institution with respect to the linked site or its provider. Neither the Company, not the Institution make representations or warranties with respect to any linked website: Your use of any linked website is solely at your own risk.

11. Modification, Discontinuation, and Termination.

We reserve the right at any time and from time-to-time to modify, edit, delete, suspend or discontinue, temporarily or permanently this Site (or any portion thereof) and/or the information, materials, products and/or services available through this Site (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any such modification, editing, deletion, suspension or discontinuance of this Site.

You also agree that the Company, in its sole discretion, may terminate your password, account (or any part thereof), or use of this Site for any reason, including, without limitation, for lack of use or if the Company believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Use. You agree that any termination of your access to this Site under any provision of these Terms of Use may be effected without prior notice, and acknowledge and agree that The Company may immediately deactivate or delete your account and all related information in your account and/or bar any further access to this Site. Further, you agree that the Company shall not be liable to you or any third-party for any termination of your access to this Site.

12. Waiver.

Our failure at any time to require performance of any provision of these Terms of Use or to exercise any right provided for herein will not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by the Company of any breach of any provision of these Terms of Use or of any right provided for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms of Use.

13. Severability.

If any provision of these Terms of Use is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms of Use will remain in full force and effect.

14. Governing Law, Jurisdiction and Venue.

These Terms of Use will be governed under the laws of the State of New Jersey without regard to its conflicts of law provisions. All actions or proceedings arising out of or relating to these Terms of Use will be venued exclusively in state or federal court in the State of New Jersey. You hereby irrevocably consent and submit to the personal jurisdiction of said courts for all such purposes. However, we retain the right to bring legal proceedings in any jurisdiction where we believe that infringement of these Terms of Use is taking place or originating.

15. Indemnity.

You agree to indemnify and hold the Company, the Institution, and their subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of this Site in violation of these Terms of Use and/or arising from a breach of these Terms of Use and/or any breach of your representations and warranties set forth above and/or if any material that you post using this Site causes us to be liable to another. We reserve the right to defend any such claim, and you agree to provide us with such reasonable cooperation and information as we may request.

16. These Terms of Use May Change.

These Terms of Use are current as of the effective date set forth above. The Company reserves the right to change these Terms of Use from time to time consistent with applicable laws and principles. These changes will be effective as of the date we post the revised version on this Site. Your continued use of this Site after we have posted the revised Terms of Use constitutes your agreement to be bound by the revised Terms of Use. If at any time you choose not to accept these Terms of Use, you should not use this Site.

17. Entire Agreement.

These Terms of Use (together with our Privacy Policy and any Privacy Notices or click-through agreements applicable to you) contain the entire understanding and agreement between you and The Company with respect to this Site and supersede all previous communications, negotiations, and agreements, whether oral, written, or electronic, between you and the Company with respect to this Site and your use of this Site.