Web Site Terms and Conditions of Use

1. Terms

By accessing this “Site” (Off2Class.com, owned by Global Online Language Services Inc.) You (or Customer) are agreeing to be bound by these web site Terms and Conditions of Use, all applicable laws and regulations, and agree that You are responsible for compliance with any applicable local laws in the jurisdiction(s) which You live in and access this Site. If You do not agree with any of these terms, You are prohibited from using or accessing this Site. The materials contained in this Site are protected by applicable copyright and trade mark law. Global Online Language Services Inc. reserves the right to modify the Terms at any time by posting a notice on the home page of this Site. Your use of this Site after the notice is posted indicates your agreement to the changes.

2. Access to this Site

In order to use this Site, You must obtain access to the World Wide Web, either directly or through devices that access Web-based content and pay any service fees associated with such access. System availability and access to the services available on this Site may be limited or unavailable for reasons which may include, without limitation, system performance. Global Online Language Services Inc. makes no representations, warranties or assurances as to the availability of this Site.

3. Use License

After paying the applicable fees set out in order process (“Fees”), permission is granted to use one copy of the materials on this Site for Personal Use (which shall mean any non-commercial use, or commercial use strictly limited to teaching English as a Second Language classes, for your own personal, commercial reward) only. This is the grant of a license, not a transfer of title, and under this license You may not access the content that is made available to You on this Site, for other than your Personal Use. Without limiting the generality of the foregoing, You may not:

1.     use the materials for any commercial purpose, other than as defined under Personal Use, or for any public display (commercial or non-commercial);

2.     include such content in or with any product or service that you create or distribute;

3.     reproduce, duplicate, copy, sell, rent, resell or exploit for any commercial purposes any portion of this Site, use of this Site, or access to this Site, or any of the materials on this Site;

4.     establish: (i) a hyperlink, including a deep link, to any page or location on this Site or any of the materials on this Site; or (ii) a frame containing any portion of this Site or any of the materials on this Site, on any other Web site or text document with hyperlink capabilities without the express written permission of Global Online Language Services Inc.; or (iii) copy such content onto your or any other Web site or publication;

5.     attempt to decompile or reverse engineer any software contained on this Site;

6.     remove any copyright or other proprietary notations from the materials;

7.     transfer the materials to another person or “mirror” the materials on any other server; or

8.     direct any other person to do any of the foregoing.

Nothing in this Agreement shall be construed as conferring any right under any intellectual property of Global Online Language Services Inc., its affiliates or any other person or entity owning the intellectual property in the content provided on this Site.

The license shall automatically terminate if you violate any of these restrictions and may be terminated by Global Online Language Services Inc. at any time. Upon the termination of this license, you can no longer view the materials on this Site.

4. Disclaimer

The materials on this Site are provided “as is”. Global Online Language Services Inc. makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, Global Online Language Services Inc. does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on this Site or otherwise relating to such materials or on any sites linked to this site.

5. Limitations

In no event shall Global Online Language Services Inc. or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption,) arising out of the use or inability to use the materials on this Site, even if Global Online Language Services Inc. or a Global Online Language Services Inc. authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you. Subject to the aforesaid qualification, GOLS’s liability shall be limited to the full extent of the law in the applicable jurisdiction. To the extent applicable, you agree by using any materials on this Site that any of the aforesaid limitations are reasonable

6. Free Trial

If Customer registers on this Site for a free trial, we will grant access to this Site and its materials to Customer (the “Services”) on a trial basis free of charge until the earlier of (a) the end of the free trial period for which you registered to use the applicable Services, or (b) the start date of any Purchased Service Subscriptions (“Subscriptions”) ordered by Customer for access to this Site and its materials.

ANY DATA YOU ENTER INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR FREE TRIAL WILL BE PERMANENTLY LOST AND/OR DESTROYED AND/OR WITHELD UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE FREE TRIAL OR PURCHASE UPGRADED SERVICES, BEFORE THE END OF THE TRIAL PERIOD. YOU CANNOT TRANSFER DATA ENTERED OR CUSTOMIZATIONS MADE DURING THE FREE TRIAL TO A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE TRIAL (FOR EXAMPLE, FROM HEAVY EDITION TO MEDIUM EDITION); THEREFORE, IF YOU PURCHASE A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE FREE TRIAL YOUR DATA MAY BE PERMANENTLY LOST AND/OR DESTROYED.

NOTWITHSTANDING SECTION 4 AND SECTION 5 DURING THE FREE TRIAL THE SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY AND GLOBAL ONLINE LANGUAGE SERVICES INC SHALL ACCEPT NO LIABILITY WHATSOVER (TO THE FULLEST EXTENT PERMISSABLE BY LAW) IN RESPECT OF THE SERVICES.

Please review the user guide during the trial period so that You become familiar with the features and functions of the Services before You make Your purchase.

7. Payment and Renewal

In consideration for providing this Site’s Services, applicable to the relevant Subscription, Customer agrees to pay to Global Online Language Services Inc. the fees set out in order process (“Fees”), without any set-off or deductions of any kind, as such order process may be amended from time to time in accordance with the terms hereof. Global Online Language Services Inc.  shall have the right to increase the Fees at any time. Customer’s continued use of the Services shall be deemed acceptance of any increase to the Fees. Payment for the Fees shall be due and payable as specified in order process. Due to the nature of the technology required to produce the Services and Internet instability, service interruptions may occur from time to time. No full, partial, or prorated refunds of the Fees will be made as adjustment for any such service interruption. Customer hereby acknowledges that changes in the nature of this Site’s services that may be offered under these Terms that are beyond the control of Global Online Language Services Inc. do not constitute grounds for any full or partial refund of any advance fees paid.

Prices set out in the order process are exclusive of all taxes and Customer shall pay (and Global Online Language Services Inc.  shall have no liability for), any taxes, tariffs, duties and other charges or assessments imposed or levied by any government or governmental agency or similar body in connection with this Agreement, including any payment due pursuant to this agreement, including, without limitation, any federal, state and local sales, use, goods and services, value-added and personal property taxes on any payments due to Global Online Language Services Inc.  in connection with this Agreement, except for tax based solely on the net income of Global Online Language Services Inc.

Fees for Subscription will be charged on a pre-pay basis on the day you sign up for a Subscription and will cover the use of that service for a monthly or annual Subscription period as indicated. Fees are not refundable.

Unless you notify Global Online Language Services Inc. before the end of the applicable Subscription period that you want to cancel a Subscription, your Subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly Subscription fee (as the case may be) for such Subscription (as well as any applicable taxes) using any credit card or other payment mechanism we have on record for you. Subscriptions can be cancelled at any time in the Profile section of this Site. No refund will be made in the event that you request to cancel a subscription after it has been purchased in accordance with these terms.

DATA YOU ENTER INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR SUBSCRIPTION PERIOD WILL BE PERMANENTLY LOST AND/OR DESTROYED AND/OR WITHELD UNLESS YOU CONTINUE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY YOUR EXISTING SUBSCRIPTION OR PURCHASE UPGRADED SERVICES. YOU CANNOT TRANSFER DATA ENTERED OR CUSTOMIZATIONS MADE DURING THE SUBSCRIPTION PERIOD TO A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE SUBSCRIPTION (FOR EXAMPLE, FROM HEAVY EDITION TO MEDIUM EDITION); THEREFORE, IF YOU PURCHASE A SERVICE THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY YOUR SUBSCRIPTION YOUR DATA MAY BE PERMANENTLY LOST AND/OR DESTROYED.

8. Intellectual Property

This Agreement does not transfer from Global Online Language Services Inc.  to you any Global Online Language Services Inc. or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Global Online Language Services Inc. Global Online Language Services Inc., Off2Class, Off2Class.com and the Off2Class logo, and all other trademarks, service marks, graphics and logos used in connection with this Site are the intellectual property of Global Online Language Services Inc. Other trademarks, service marks, graphics and logos used in connection with this Site may be the intellectual property of other third parties. Your use of this Site grants you no right or license to reproduce or otherwise use any Global Online Language Services Inc.  or third-party trademarks.

9. Revisions and Errata

The materials appearing on this Site could include technical, typographical, or photographic errors. Global Online Language Services Inc. does not warrant that any of the materials on this Site are accurate, complete, or current. Global Online Language Services Inc. may make changes to the materials contained on this Site at any time without notice. Global Online Language Services Inc. does not, however, make any commitment to update the materials.

10. Links

Global Online Language Services Inc. has not reviewed all of the websites linked to this Site and is not responsible for the contents of any such linked websites. The inclusion of any link does not imply endorsement by Global Online Language Services Inc. of the linked website. Use of any such linked web site is at the user’s own risk.

11. Site Terms of Use Modifications

Global Online Language Services Inc. may revise these Terms and Conditions of Use for this Site at any time without notice. By using this Site you are agreeing to be bound by the then current version of these Terms and Conditions of Use.

12. User-Generated Content

Certain features of the Site’s Services allow Customers to upload content (images, video, text) which has not been created by Global Online Language Services Inc. (User-Generated Content).

Global Online Language Services Inc. does not claim any ownership rights to User-Generated Content. After posting User-Generated Content to the Site, Customers continue to retain any ownership rights that Customers have to User-Generate Content. User-Generated Content that you upload to the Site needs to comply with these Terms.

You hereby grant Global Online Language Services Inc. a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable, and transferable right and license to use, reproduce, create derivative works of, distribute, publicly perform, and publicly display User-Generated Content that you upload to the Site, in any and all media formats or channels, whether now known or hereafter devised, including, but not limited to, Global Online Language Services Inc. and Off2Class without payment and without further consent or notice to you. Without limiting the foregoing, you agree that User-Generated Content you remove from the Site may persist for a reasonable amount of time in backup copies.

You hereby agree that if User-Generated Content that you upload to the Site is removed from Global Online Language Services Inc. owing to a violation of these Terms, including in response to any DMCA take-down notice or because such User-Generated Content contains illegal or otherwise objectionable images, Global Online Language Services Inc. shall have the right to use and reproduce User-Generated Content that you upload to the Site in response to any subpoena or other judicial or administrative order; to assist government enforcement agencies or as otherwise required by law; and to protect the rights, property, or safety of Global Online Language Services Inc, any individual, or the general public. If User-Generated Content that you upload to the Site is lost, altered, damaged, misused, or otherwise irretrievable, you agree to, and hereby do, waive Global Online Language Services Inc. from any and all liability.

You are responsible for making sure that you have all rights to User-Generated Content that you upload to the Site, including the rights necessary for you to grant the foregoing licenses to User-Generated Content that you upload to the Site. You are solely responsible for User-Generated Content that you upload to the Site. Global Online Language Services Inc. does not guarantee any confidentiality or privacy with respect to any of User-Generated Content that you upload to the Site. 

Additionally, you understand and agree that User-Generated Content that you upload to the Site that is displayed on the Global Online Language Services Inc. may continue to appear on Global Online Language Services Inc. even after you have deactivated your Global Online Language Services Inc. account or terminated these Terms, as portions of User-Generated Content that you upload to the Site may have been incorporated into other Global Online Language Services Inc. features, including, but not limited to, profiles, community boards, third-party social-sharing sites, RSS feeds, and other features.

13.IELTS

IELTS is a registered trademark of University of Cambridge ESOL, the British Council, and IDP Education Australia. Global Online Language Services Inc. is not affiliated, approved or endorsed by the University of Cambridge ESOL, the British Council, and IDP Education Australia. All other trademarks on this website are the property of their respective owners.

14.Miscellaneous

1. Governing Law: This Agreement shall be governed by the laws of the province of Ontario, without regard to conflicts of law provisions. The parties agree that the exclusive jurisdiction of any dispute arising out of, or relating to, this Agreement or any dispute arising out of, or relating to, this Agreement or services provided in connection therewith shall be in the provincial and federal courts located in Ontario.

2. Entire Agreement: This Agreement is the entire and exclusive agreement between the parties, and it supersedes all previous communications, representations or agreements, either oral or written, between them with respect to this subject matter. No representations or statements of any kind made by any affiliate, employee, or agent of Global Online Language Services Inc., which are not included in this Agreement, shall be binding on Global Online Language Services Inc. or its affiliates.

3. Amendments: You may not modify or amend this Agreement, in whole or in part without the prior written consent of an authorized representative of Global Online Language Services Inc. However, Global Online Language Services Inc. may replace this Agreement from time to time and your subsequent use of this Site, or any content, programs or materials provided through this Site, will be subject in all respects to the terms and conditions of such Agreement in force at the time of such subsequent use. You are advised to check this Agreement regularly for any modifications.

4. Waiver: No waiver of any provision herein shall be valid unless in writing and signed by an authorized representative of both you and Global Online Language Services Inc. Global Online Language Services Inc’s failure to insist upon or enforce strict performance of any provision of this Agreement or any right shall not be construed as a waiver of any such provision or right.

5. Severability. If any provision of this Agreement is determined to be illegal or unenforceable, such provision shall be automatically reformed and construed so as to be valid, operative and enforceable to the maximum extent permitted by law or equity while preserving its original intent. The invalidity of any part of this Agreement shall not render invalid the remainder of this Agreement.

6. Miscellaneous: This Agreement shall inure to the benefit of Global Online Language Services Inc and its subsidiaries and affiliates. Any and all references in this Agreement to Global Online Language Services Inc and its affiliates shall, where the context so permits, include Global Online Language Services Inc’s parent companies, sister companies, and their respective subsidiaries, affiliates, directors, officers, employees, contractors and agents. The headings contained herein are for convenience only and shall have no legal or interpretive effect. Additional terms and conditions may apply when you use other services, affiliate services, third party content or third party software on or through a link provided on this Site.

7. Assignment: Global Online Language Services Inc may assign or novate its rights and obligations under this Agreement to any party at any time without prior notice to You and without any need for consent from You.

8. Email Communication: When you contact us or register for a membership on this Site, you consent to receive communications from us electronically. You agree that any such communication via email shall constitute legal written communication in compliance with any and all legal notice requirements (to the fullest extent possible by law).

9. Confidentiality and Passwords: When you open an account to use or access this Site, you must complete the registration process by providing the complete and accurate information requested on the registration form. You will also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password and are not entitled to provide your username or password or otherwise facilitate access to the account to any other person. You may not use the account, username, or password of someone else at any time. You agree to notify Global Online Language Services Inc immediately of any unauthorized use of your account, user name, or password. Global Online Language Services Inc shall not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge or consent. You may be held liable for any losses incurred by Global Online Language Services Inc, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of your account or password.

10. Code of Conduct: Users of this Site are required to comport themselves responsibly on this Site. Global Online Language Services Inc. reserves the right to terminate any account on this Site without cause at any time for any conduct it determines, in its sole discretion, damages Global Online Language Services Inc’s reputation, the usability of this Site or the user experience of persons other than yourself.