Terms and Conditions of Use

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING, BROWSING OR OTHERWISE USING THIS SITE. PARENTS, PLEASE MAKE SURE YOU HAVE READ AND UNDERSTAND THIS AGREEMENT BEFORE YOUR CHILD USES THE WEBSITE. IF YOU HAVE PROVIDED YOUR CONSENT TO YOUR CHILD’S REGISTRATION WITH THE SITE (AS DEFINED BELOW), YOU AGREE TO BE BOUND BY THIS AGREEMENT WITH RESPECT TO YOUR CHILD’S USE OF THE SITE.

Binding Agreement

This agreement sets forth the standards of use of the websites gonoodle.com, healthteacher.com, and awesomeupstander.com, as well as the hypertext links to other websites contained on these websites, and other online resources accessible via the same. By accessing, browsing, linking, downloading information from and/or otherwise using any of these websites (collectively referred to as the “SITE”) and the entity or organization that you represent (“You” or “Your”) are each deemed to have read, understood and agreed to be bound by each of the terms, conditions and notices set forth in this agreement (the “AGREEMENT”). If You do not understand or agree to each of the terms, conditions and notices in this Agreement, You must not access, browse or otherwise use this Site.

This Agreement constitutes the entire agreement between You and HealthTeacher, Inc. (“HEALTHTEACHER”) with respect to any use of this Site and it supersedes all prior and contemporaneous agreements or arrangements between HEALTHTEACHER and You in relation to the Site. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records.

Accounts

HealthTeacher requires You to create an account to participate in the Site. IF YOU ARE UNDER THE AGE OF 18, YOU ARE NOT PERMITTED TO REGISTER AS A USER OR OTHERWISE SUBMIT PERSONAL INFORMATION TO HEALTHTEACHER WITHOUT PARENTAL CONSENT. Notwithstanding the foregoing, you understand and acknowledge that the website www.gonoodle.com/parents is for individuals that are eighteen years of age or older only. If You create an account, You agree to provide, maintain, and update true, accurate, current, and complete information about Yourself in the registration process. You shall not impersonate any person or entity or misrepresent Your identity or affiliation with any person or entity, including using another person, company, or school’s name, likeness, voice, image(s), or photograph(s). You also agree to promptly notify HealthTeacher with any questions of any unauthorized use of Your username, password, other account information, or any other breach of security that You become aware of involving or relating to the Site. You are solely responsible for the use, protection and confidentiality of Your password and account ID, whether or not such use is or was actually or expressly authorized by You. You shall not allow others to use this Site under Your password or account ID. You agree to be financially responsible for all use of this Site (as well as for any use or misuse of Your password or account ID by others).

Your Representations and Warranties

You represent and warrant that You are at least 18 years of age and possesses the legal right and ability to enter into this Agreement. You further warrant and represent that all content added to the Site by or at the behest of You or Your agents or representatives, including, without limitation, messages, text, questions, suggestions, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, and/or other materials (“User Content”), if any, is free of third-party claims and does not infringe the rights of any third party. By adding or uploading User Content, You warrant and represent that You own or otherwise control all rights to the User Content. You agree to indemnify and hold HealthTeacher and its parents, subsidiaries, affiliates, members, officers, directors, employees, agents, representatives, sponsors and service providers harmless from any claim, demand, liability, loss, damages, or cause of action, including reasonable attorneys’ fees and costs, made by any third party due to or arising out of Your breach of the warranties and representations herein, Your use of the Site, the violation of this Agreement, or infringement by You, or other use of the Site using Your computer, of any intellectual property or any other right of any person or entity. You will cooperate as fully as reasonably required in the defense of any claim. HealthTeacher reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, and You will not in any event settle any such matter without HealthTeacher’s written consent.

User Content

HealthTeacher is not responsible or liable for any User Content on the Site. User Content does not express the views of HealthTeacher. HealthTeacher does not guarantee that it will edit or delete User Content. HealthTeacher has the right, but not the obligation, to monitor User Content. HealthTeacher reserves the right to reveal Your identity (or whatever information HealthTeacher knows about You) if a complaint or legal action arises from Your behavior in connection with the Site. Unless otherwise specified, HealthTeacher does not claim ownership of the User Content on the Site. You acknowledge that HealthTeacher is not responsible for the accuracy of any User Content and that You and not HealthTeacher are solely responsible for any User Content You post or upload to the Site. The User Content is not intended to, nor does it constitute legal, professional, medical or healthcare advice or diagnosis, and may not be used for such purposes. HealthTeacher provides this Site for entertainment, informational, educational and promotional purposes only. You may not rely on any information and opinions expressed on the Site for any other purpose. It is Your responsibility to evaluate the accuracy, timeliness, completeness, or usefulness of the content on this Site. Under no circumstances will HealthTeacher be liable for any loss or damage caused by Your reliance on any content on this Site.

You acknowledge that public forums offered on the Site are for public and not private communications. You are and shall remain solely responsible for the content You post on these forums and the Site and for the consequences of submitting and posting the same. You should be skeptical about information provided by others, and You acknowledge that the use of any content posted on the Site is at Your own risk.

By posting or uploading User Content to this Site, You are granting HealthTeacher permission to use the User Content in connection with the Site. By submitting User Content, You also grant HealthTeacher the right, but not the obligation, to use Your biographical information, including, without limitation, Your name and geographical location in connection with broadcast, print, online, or other use or publication of Your User Content. Notwithstanding the foregoing, You waive any and all claims You may now or later have in any jurisdiction to so-called “moral rights” with respect to the User Content.

HealthTeacher may discontinue operation of the Site, or Your use of the Site, in either case in whole or in part, in its sole discretion. You have no right to maintain or access Your User Content on the Site, and HealthTeacher has no obligation to return Your User Content or otherwise make it available to You.

The rights granted by You hereunder may not be terminated, revoked or rescinded and are not subject to reversion. If You become aware that User Content You have submitted includes any material for which You lack the unrestricted right to grant HealthTeacher the rights set forth above without obligations or liability to any party, You agree to promptly provide HealthTeacher with the proper information pursuant to the procedures outlined in the Notice of Infringement section, below.

Subscription Fees / Termination

The annual subscription price grants You access to the Site for one year from the date of subscription. There is no pro-rating of the subscription price. Your account shall be automatically renewed unless terminated by You prior to the end of the then-current subscription period. HealthTeacher reserves the right to terminate Your account at any time; provided, however, that You shall continue to have access to the Site subject to this Agreement until the expiration of Your then-current subscription period. HealthTeacher’s right of termination is in addition to any other available legal or equitable remedies for Your breach of this Agreement. Any personally identifiable financial information we collect in connection with Your subscription to the Site is subject to our Privacy Policy.

Modification Of Terms And Conditions

HealthTeacher may, at any time and in its sole discretion, revise, modify, or otherwise change the terms and conditions of this Agreement. Modifications shall become effective immediately on being posted on the Site. You are responsible for regularly reviewing the terms and conditions of this Agreement and if You object to any changes Your only recourse is to terminate this Agreement and stop any use of this Site. Continued use of this Site following any such changes shall constitute Your acknowledgement, review and acceptance of and agreement to the Agreement and its modifications.

Modification of Site

HealthTeacher, Inc. may, at any time and in its sole discretion, revise, modify, or otherwise change this Site, in whole or in part, without notice to You.

Availability and Use of Site

The availability of this Site depends on many factors, including some factors that are beyond HealthTeacher’s control, such as Your connection to the Internet and the Internet backbone. HealthTeacher shall not be liable to You if You cannot access the Site due to reasons that are beyond HealthTeacher’s control. You may not upload to, or distribute or otherwise publish through, this Site any content, information, or other material that (a) violates or infringes the rights of any persons, including without limitation, rights in copyrights, patents, trademarks, servicemarks, trade secrets, and other proprietary rights; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties.

Copyright And Trademark

Unless otherwise noted, all content on the Site is subject to the intellectual-property rights, including copyrights and trademarks held or licensed by HealthTeacher. Copyright and/or other intellectual and proprietary laws protect all Content on this Site and any unauthorized use of any of the foregoing may violate such laws. The trademarks, service marks, logos and tag lines (collectively, the “Marks”) displayed on this Site, including, without limitation, HEALTHTEACHER, GONOODLE, AWESOMEUPSTANDER, and the domain names embodying the same are the sole and exclusive property of HealthTeacher or third parties. You are not permitted to use the Marks without HealthTeacher’s or such third party’s prior written permission. HEALTHTEACHER® is a registered trademark of HealthTeacher, Inc.

You are granted a personal, revocable, non-exclusive, non-transferable and limited license to use, display, reproduce, distribute, and modify the information, documents, photos, video, text, graphics, sounds and images, software, code, scripting and any other material contained in, displayed on, or transmitted through this Site (collectively, the “CONTENT”) only for non-commercial, educational, and internal purposes, provided that all copyright, trademark and other proprietary rights and notices included in the Content as presented on the Site appear on all copies. HealthTeacher is not responsible for and makes no warranties in connection with any modifications made to the Content by You, and nothing in this license shall be deemed to give You the right to hack or attempt to change or make any alterations to the Site. This license includes the right to print, save, and make modifications to copies of lesson plans and articles included in the Content for educational and classroom use.

Notwithstanding anything to the contrary, Your rights and license under this Agreement do not apply to the design or layout of the Site, except that HealthTeacher grants You the right to display the Site in a classroom or school setting for educational or training purposes only. The design and layout of the Site is protected by trade dress, copyright and other laws. You may not copy or reproduce such design or layout in whole or in part.

To request permission to reprint Content for commercial purposes, please contact:

HEALTHTEACHER
209 10th Avenue South,
Suite 350,
Nashville, TN 37203
(800) 514-1362

Notice of Infringement

If You believe that Your intellectual property has been used or copied in a way that constitutes copyright or other intellectual-property infringement and such infringement is occurring on this Site or on sites linked to or from this Site, please provide HealthTeacher’s Copyright Agent a notice containing the following elements:

  • a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest that is alleged to have been infringed;
  • a description of the work(s) that You claim have been infringed and an identification of what material in such work(s) is claimed to be infringing;
  • a description of where the material that You claim is infringing is located on this Site;
  • information sufficient to permit to HealthTeacher to contact You, such as Your address, telephone number, and email address;
  • a statement by You that You have a good faith belief that the use of the material identified in the notice is not authorized by the copyright owner, its agent, or applicable law; and
  • a statement by You that the information in the notice is accurate and, under penalty of perjury, that You, as the complaining party, are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Inquiries that do not follow this procedure may not receive a response. Upon receiving a claim of infringement, HealthTeacher may, in its discretion, remove or disable the material claimed to be infringed.

Please be advised that if You materially misrepresent that material is infringing Your intellectual property, You may be liable for damages (including costs and attorneys’ fees).  If You are not sure whether the material infringes on Your intellectual property, You should consider contacting an attorney before contacting HealthTeacher.

Pursuant to Section 512(c) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, HealthTeacher designates the following as its agent for receipt of notifications of claimed copyright or other intellectual-property infringement:

By mail:

Intellectual Property Claim,
HealthTeacher, Inc.,
209 10th Avenue South,
Suite 350,
Nashville, TN 37203

By telephone:

800-514-1362

By fax:

615-250-8734

By email:

copyright@healthteacher.com

How to Respond to a Claimed Infringement

If HealthTeacher removes or disables the material claimed to be infringing, HealthTeacher will take reasonable steps to notify the owner of the material of the claim, and the owner will then have the option to send HealthTeacher a counter-notice why the content does not infringe another’s intellectual-property rights and requesting reinstatement of the content.  The counter-notice must be in writing and include the following information:

  • The owner’s physical or electronic signature;
  • Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
  • The following statement by the owner: “I declare, under penalty of perjury, that I have a good-faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled”; and
  • The owner’s name, address, and telephone number, and the following statement by the owner: “I consent to the jurisdiction of the Federal District Court for the judicial district in which my address listed in this notice is located, or if my address is outside of the United States, for any judicial district in which HealthTeacher, Inc. may be found, and I will accept service of process from the person who provided notification of infringement or an agent of such person.”

If we receive a counter-notice under these provisions, we may send a copy of the counter-notice to the original complaining party informing that person that we may replace the removed material or cease disabling it in 10 business days.  Unless the original complaining party files an action seeking a court order against the individual or entity who placed the content, the removed material may be replaced or access to it restored in 10 to 14 business days after receipt of the counter-notice, at HealthTeacher’s discretion.

Links To Other Web Sites

This Site may contain links to Internet sites maintained by third parties. HealthTeacher does not operate or control in any respect any content, information, products or services on such third-party sites, nor does HealthTeacher endorse the same. You assume sole responsibility for use of third party links. HEALTHTEACHER DOES NOT KNOWINGLY LINK TO OR INCLUDE CONTENT OR PICTURES, THAT ARE: (A) OBSCENE; (B) CHILD PORNOGRAPHY; OR (C) HARMFUL TO MINORS. You acknowledge that HealthTeacher is not responsible for the availability of, or the content located on or through, any third-party site and that Your use of these third-party sites is at Your own risk and that it is Your responsibility to take all protective measures to guard against viruses and other destructive elements. You should contact the site administrator or webmaster for those third-party sites if You have any concerns regarding such links or the content located on such sites. Your use of those sites is subject to the terms of use and privacy policies of each site, and HealthTeacher is not responsible therein. HealthTeacher is not liable to You for any loss or damage of any sort incurred as a result of Your dealings with any third-party or their website.

If there is a dispute between persons accessing the Site or between persons accessing the Site and any third party, You understand and agree that HealthTeacher is under no obligation to become involved. If there is such a dispute, You hereby release HealthTeacher and its parents, subsidiaries, affiliates, members, officers, directors, employees, agents, representatives, sponsors and service providers from claims, demands, and damages of every kind or nature arising out of, relating to, or in any way connected with such dispute.

Links to this Site

You may hyperlink to the home page of HealthTeacher.com from any Acceptable Site (as defined below); provided, however, that You comply with the following conditions:

  • You may not frame the Site or any portion of the Site;
  • The hyperlink to the Site is not used in a way that suggest that HealthTeacher endorses You or Your website or is affiliated with or sponsors Your website;
  • You obtain HealthTeacher's prior written approval if You intend to use any logos, trademarks, or other copyrighted material for such link;
  • The link to the Site is not used or presented in any way that disparages HealthTeacher or tarnishes, blurs or dilutes the quality of HealthTeacher's name or trademark or any associated good will;
  • Any link or authorized logo used as a link include appropriate legends or other proprietary notices; and
  • You agree that HealthTeacher may terminate Your right to link or hyperlink to the Site at anytime for any reason or for no reason, subject to the terms of this Agreement.

An Acceptable Site means a web site that displays no objectionable content, including, but not limited to, any content, information in any medium or format, such as text, data, graphics, audio or video, that: (i) is libelous or defamatory, pornographic, sexually explicit, unlawful or plagiarized; (ii) a reasonable person would consider harassing, abusive, threatening, harmful, profane, obscene, racially, ethnically or otherwise objectionable or offensive in any way; (iii) constitutes a breach of any person's privacy or publicity rights, a misrepresentation of facts, hate speech or an infringement or any third party's intellectual property or proprietary rights of any kind, including without limitation, copyright, patent, trademark, industrial design, trade secret, confidentiality or moral rights; or (iv) violates or encourages others to violate any applicable law.

Warranty Disclaimer; Liability Disclaimer

You expressly agree that Your use of the Site is at Your sole risk. THE SITE AND ALL CONTENT AND SERVICES THEREIN ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS. THE CONTENT PUBLISHED ON THIS SITE MAY INCLUDE INACCURACIES, MISTAKES OR TYPOGRAPHICAL ERRORS. HEALTHTEACHER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, IN TERMS OF THE SITE’S CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE WITH RESPECT TO YOUR USE OR THE RESULTS OF THE USE OF ANY CONTENT ON THE SITE. HEALTHTEACHER DOES NOT WARRANT THAT THE CONTENT WILL BE UNINTERRUPTED OR ERROR FREE AND SHALL HAVE NO LIABILITY FOR ANY INTERRUPTIONS, ERRORS, COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS IN THE USE OF THIS SITE. HEALTHTEACHER DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, QUIET ENJOYMENT, DATA ACCURACY AND SYSTEM INTEGRATION. THIS INCLUDES LOSS OF DATA OR PROFITARISING OUT OF THE USE OR INABILITY TO USE THE CONTENT OF THE SITE. HEALTHTEACHER DOES NOT WARRANT THAT DEFECTS IN ANY CONTENT OR INFORMATION ACCESSED THROUGH THE SITE WILL BE CORRECTED OR THAT THE SITE OR THE SERVIER THAT MAKES CONTENT OR INFORMATION AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPENENTS.

IN CONSIDERATION FOR YOUR USE OF AND ACCESS TO THE SITE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT IN NO EVENT WILL HEALTHTEACHER, ITS AFFILIATED OR RELATED ENTITIES, ITS CONTENT PROVIDERS, PARENTS, SUBSIDIARIES, MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SPONSORS OR SERVICE PROVIDERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THIS SITE, BE LIABLE TO YOU OR TO ANY THIRD PARTY, FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, OR DAMAGES FOR LOST PROFITS, LOSS OF REVENUE, LOSS OF USE, OR OTHER DAMAGE, INJURY, CLAIM, LIABILITY, OR OTHER CAUSE OF ANY KIND OR CHARACTER WHATSOEVER ARISING OUT OF, BASED UPON OR RESULTING FROM ANY USE OF THE SITE, INFORMATION PROVIDED ON THE SITE, ANY ACT OR OMISSION PERFORMED BY YOU OR ANY OTHER PERSON IN RELIANCE UPON THE CONTENT OF THE SITE, OR THE INABILITY TO USE THE SITE, WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE, EVEN IF YOU ADVISE HEALTHTEACHER OR ITS REPRESERNTATIVES OR THE SAME ARE OTHERWISE AWARE OF THE POSSIBILITY OF ANY SUCH CLAIM OR DAMAGE. Some jurisdictions do not allow for the limitation or exclusion of liability for incidental or consequential damages. In those jurisdictions, HealthTeacher’s liability is limited to the greatest extent permitted by law.

Relationship of Parties

You acknowledge that no joint venture, partnership, employment, or agency relationship exists between You and HealthTeacher as a result of this Agreement or any use of this Site. You agree not to hold himself or herself out as a representative, agent, or employee of HealthTeacher and shall not be liable for any representation, act or omission made by You.

Assignment

You shall not assign this Agreement or any of Your rights and obligations under this Agreement. This Agreement shall inure to the benefit of HealthTeacher’s successors, assigns and licensees.

Governing Law and Jurisdiction

This Site is operated and provided in the State of Tennessee. As such, this Agreement is governed by and subject to the laws of the State of Tennessee, U.S.A. without regard to the conflicts of laws principles thereof. You consent to the exclusive jurisdiction and venue of the state and federal courts in Davidson County, Tennessee, U.S.A. in all disputes arising out of or relating to the use of this Site, and consent to personal jurisdiction and venue in the state and federal courts in Davidson County, Tennessee, with respect to all such disputes. You agree that any legal issues arising from or related to Your use of the Site shall be construed in accordance with, and all questions with respect thereto shall be determined by, the laws of the State of Tennessee applicable to contracts entered into and wholly to be performed within Tennessee. HealthTeacher makes no representation that the Site is appropriate, lawful or available for use in other jurisdictions or locations. Accordingly, if You choose to use the Site, You agree to do so subject to the internal laws of the State of Tennessee.

Severability

If any term or provision of this agreement is held to be invalid, illegal or unenforceable for any reason, the remaining portions of this Agreement (and any partially enforceable provision) shall not be affected thereby and shall continue to be valid and enforceable to the maximum possible extent and the invalid, illegal or enforceable term or provision will be amended and limited to give effect to the intent of the parties as determined from the face of this agreement, to the extent necessary to validate such term or provision.

Reservation of Rights

HealthTeacher reserves to itself any and all rights not expressly granted herein.

Other Terms

HealthTeacher’s failure to insist on or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. The Privacy Policy is a binding part of this Agreement, and together with this Agreement constitutes the entire agreement between HealthTeacher and You with respect to Your use of this Site. Any cause of action You may have with respect to Your use of this Site or that is the subject of this Agreement must be commenced within one (1) year after the claim or cause of action arises.