Updated and Adopted, Oct 2016

Thank you for using Screencastify! These terms of service (Terms) cover your use and access of our website, our Chrome Extension and related software (Services).

These Services are provided by Screencastify, LLC located at 222 N. LaSalle St. Suite 1550, Chicago, IL 60601 and when not mentioned directly by name, will be referenced through these Terms as “we”, “our”, or “us”.

By using our Services you agree these Terms and to review our Privacy Policy. If you do not agree to these Terms or our Privacy Policy, you should not use our Services.

Changes to Terms. We reserve the right to modify these Terms at any time. We will always post the most current version on our website and notify you should anything material change. If you have acquired a paid license or subscription for our Services, we may notify you (for example by email or showing a message in our software) as well. By continuing to use the Services after the changes become effective, you agree to the revised Terms.

Software. Services may include downloadable software, which may update automatically on your device to newer versions. We grant you a worldwide, non-exclusive and non-transferable right to use the Services for any purpose that does not knowingly infringes on existing intellectual property rights. Components of the software may be offered under an open source license, in these cases we will make that license available to you. Provisions of the open source license may expressly override some of these Terms.

Services, Pricing & Renewals.  From time to time the Service’s features may change, including withdrawing or adding new features as well as changing the price. You may upgrade or cancel your renewal at any time by visiting our website, in My Account > Billing. Please note that full or pro-rated refunds will not be issued.

Until canceled, purchased subscription to the Services will remain active and will automatically renew on each anniversary of your subscription date.

Customers who purchased a one-time subscription to the Services, shall continue to be granted access, but unless expressly stated otherwise, such one-time fee does not include paid upgrades for new features. Additionally, subscriptions made via an offline purchased order shall automatically renew or automatically cancel based on the fee schedule defined within that order.

User Conduct. In connection with your access to the Services, you are responsible for compliance with all applicable laws, regulations and policies of all relevant jurisdictions. Recognizing the global nature of the Internet, you agree to comply with all applicable local rules regarding online conduct and acceptable content. Specifically, among other things, you agree that by or while accessing or using the Application you will not:

  • allow other persons to use your user account, and you agree that you are the sole authorized user of your account;
  • use the Service for any purpose that is unlawful;
  • represent yourself as another or as a fictitious individual;
  • bypass any measures Screencastify may use to present or restrict access to the Service, or otherwise attempt (by any means) to gain access to data or information that you are not entitled to access;
  • copy, modify, create derivatives of, decompile, or reverse engineer the Service or take any action to interfere with Screencastify’s proprietary and intellectual property rights;
  • impersonate any person or entity;
  • stalk, threaten, or otherwise harass any person;
  • interfere with or disrupt Screencastify or the servers or networks connected to Screencastify;
  • post Information or interact on Screencastify in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, or illegal;
  • use Screencastify in any way that infringes any third party’s rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
  • post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
  • forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through Screencastify;
  • “frame” or “mirror” any part of Screencastify, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other web site for any purpose;
  • rent, lease, lend, sell, redistribute, license or sublicense Screencastify or access to any portion of Screencastify;
  • use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of Screencastify or its contents;
  • transfer or sell your user account, password and/or identification to any other party;
  • discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation; or
  • cause any third party to engage in the restricted activities above.

The above assurances and commitments by you shall survive termination Services.

Limitation of Liability. To the fullest extent permitted by law, in no event shall Screencastify be liable for any direct or indirect damages, loss of data, business, profits, computer hardware or software. In no event shall Screencastify’s liability exceed the amounts paid by you to Screencastify for the past 12 months.

Warranties

As-Is Services. We strive to provide good Services and hope you enjoy using them. But there are things we cannot guarantee. We provide our Services “As is”. To the fullest extent permitted by law, we make no warranties either implied or expressed about the Services. We do not make any promise about the specific functions of the Services, their reliability or availability.

Feedback. You may provide feedback regarding the Services, including requests for functionality, features, operation, user friendliness, and suggestions for improvement. All feedback provided is made without warranty, is AS IS, and shall become the property of Screencastify.

Screencastify Communications. By becoming a Screencastify user, you agree to receive communications from us, including via e-mail. Please see our Privacy Policy regarding the nature, use and ability to unsubscribed from such communications.

Your Information. By becoming a Screencastify user, you agree that we may use your information as set forth in our Privacy Policy. You are solely responsible for your Information and your interactions with other members of the public, and we act only as a passive conduit for your online posting of your Information. Screencastify does not assert any ownership over your Information; rather, as between you and Screencastify, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information. However, in order to enable Screencastify to use your Information, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known for the purpose of providing the Screencastify platform and otherwise for using your information as set forth in our Privacy Policy.

Intellectual Property. All intellectual property and trademark rights in Screencastify shall be owned by Screencastify absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same (the “Intellectual Property”). All other trademarks, logos, service marks, company or product names set forth in the Screencastify are the property of their respective owners. You agree that you will not use Screencastify’s Intellectual Property for any purpose except to the extent necessary to be as user of the Screencastify Services. If you create any materials using the Screencastify Intellectual Property, you agree that upon their creation Screencastify exclusively owns all right, title and interest in and to such materials, including without limitation any modifications to the Intellectual Property or derivative works based on the Screencastify Intellectual Property. You further agree to assign any interest or right you may have in such materials to Screencastify, and to provide information and execute any documents as reasonably requested by Screencastify to enable Screencastify to formalize such assignment.

Disclaimers. Screencastify is not responsible for the conduct, whether online or offline, of any user of Screencastify. You are solely responsible for your interactions with other users. Screencastify expressly disclaims any liability arising from the unauthorized use of your user account. Should you suspect that any unauthorized party may be using your user account or you suspect any other breach of security, you agree to notify us immediately. We disclaim all liability, regardless of the form of action, for the acts or omissions of other users (including unauthorized users, or “hackers”).

Indemnity. You will defend, indemnify, and hold Screencastify including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of Screencastify, including but not limited to: (1) your breach of this Agreement or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party; (3) any allegation that any materials that you submit to us or transmit through Screencastify or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (4) any other activities by you in connection with the Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.

Term and Termination. This Agreement is effective upon your creation of a user account. This Agreement may be terminated by Screencastify, without cause, upon written notice.

DISPUTE RESOLUTION AND ARBITRATION AGREEMENT

1. Agreement to Binding Arbitration Between You and Screencastify.

YOU AND SCREENCASTIFY MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, as set forth below. This agreement to arbitrate (“Arbitration Agreement”) is governed by the Federal Arbitration Act and survives after the Agreement terminates or your relationship with Screencastify ends. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and Screencastify, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders.

Except as expressly provided below, ALL DISPUTES AND CLAIMS BETWEEN US (EACH A “CLAIM” AND COLLECTIVELY, “CLAIMS”) SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND SCREENCASTIFY. These Claims include, but are not limited to, any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the Services, any other goods or Services made available through Screencastify, your relationship with Screencastify, the threatened or actual suspension, deactivation or termination of your account or this Agreement, payments made by you or any payments made or allegedly owed to you, any promotions or offers made by Screencastify, any city, county, state or federal wage-hour law, trade secrets, unfair competition, compensation, breaks and rest periods, expense reimbursement, wrongful termination, discrimination, harassment, retaliation, fraud, defamation, emotional distress, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws; claims arising under antitrust laws, claims arising under the Telephone Consumer Protection Act and Fair Credit Reporting Act; and claims arising under the Uniform Trade Secrets Act, Civil Rights Act of 1964, Americans With Disabilities Act, Age Discrimination in Employment Act, Older Workers Benefit Protection Act, Family Medical Leave Act, Fair Labor Standards Act, Employee Retirement Income Security Act (except for individual claims for employee benefits under any benefit plan sponsored by Screencastify and covered by the Employee Retirement Income Security Act of 1974 or funded by insurance), and state statutes, if any, addressing the same or similar subject matters, and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.

BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND SCREENCASTIFY ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS ARBITRATION AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.

2. Prohibition of Class Actions and Non-Individualized Relief.

YOU UNDERSTAND AND AGREE THAT YOU AND SCREENCASTIFY MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS (“CLASS ACTION WAIVER”). YOU UNDERSTAND AND AGREE THAT YOU AND SCREENCASTIFY BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION (B) SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST SCREENCASTIFY, WHICH ARE ADDRESSED SEPARATELY IN SECTION 17(C).

The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis.

Notwithstanding any other provision of this Agreement, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable as to any Claims, the class, collective, and/or representative action on such Claims must be litigated in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other Claims to the fullest extent possible.

3. Representative PAGA Waiver.

Notwithstanding any other provision of this Agreement or the Arbitration Agreement, to the fullest extent permitted by law: (1) you and Screencastify agree not to bring a representative action on behalf of others under the Private Attorneys General Act of 2004 (“PAGA”), California Labor Code § 2698 et seq., in any court or in arbitration, and (2) for any claim brought on a private attorney general basis, including under the California PAGA, both you and Screencastify agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether you have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”). Notwithstanding any other provision of this Agreement, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason: (i) the unenforceable provision shall be severed from this Agreement; (ii) severance of the unenforceable provision shall have no impact whatsoever on the Arbitration Agreement or the requirement that any remaining Claims be arbitrated on an individual basis pursuant to the Arbitration Agreement; and (iii) any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any Claims to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those Claims, the Parties agree that litigation of those Claims shall be stayed pending the outcome of any individual Claims in arbitration.

4. Rules Governing the Arbitration.

Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Copies of these rules can be obtained at the AAA’s website (www.adr.org) (the “AAA Rules”) or by calling the AAA at 1-800-778-7879. Notwithstanding the foregoing, if requested by you and if proper based on the facts and circumstances of the Claims presented, the arbitrator shall have the discretion to select a different set of AAA Rules, but in no event shall the arbitrator consolidate more than one person’s Claims, or otherwise preside over any form of representative, collective, or class proceeding.

As part of the arbitration, both you and Screencastify will have the opportunity for reasonable discovery of non-privileged information that is relevant to the Claim. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claims. The arbitrator will provide a reasoned written statement of the arbitrator’s decision which shall explain the award given and the findings and conclusions on which the decision is based.

The arbitrator will decide the substance of all claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be challenged in a court of competent jurisdiction.

5. Arbitration Fees and Awards.

The payment of filing and arbitration fees will be governed by the relevant AAA Rules subject to the following modifications:

If you initiate arbitration under this Arbitration Agreement after participating in the optional Negotiation process described in subsection (j) below and are otherwise required to pay a filing fee under the relevant AAA Rules, Screencastify agrees that, unless your claim is for $5,000 or more, your share of the filing and arbitration fees is limited to $50, and that, after you submit proof of payment of the filing fee to Screencastify, Screencastify will promptly reimburse you for all but $50 of the filing fee. If, however, the arbitrator finds that either the substance of your claim or the relief sought in the claim is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules.

If Screencastify initiates arbitration under this Arbitration Agreement, Screencastify will pay all AAA filing and arbitration fees.

Except as provided in Federal Rule of Civil Procedure 68 or any state equivalents, each party shall pay its own attorneys’ fees and pay any costs that are not unique to the arbitration (i.e., costs that each party would incur if the claim(s) were litigated in a court such as costs to subpoena witnesses and/or documents, take depositions and purchase deposition transcripts, copy documents, etc.).

At the end of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to you if you prevail, to the extent authorized by applicable law.

Although under some laws Screencastify may have a right to an award of attorneys’ fees and non-filing fee expenses if it prevails in an arbitration, Screencastify agrees that it will not seek such an award.

If the arbitrator issues you an award that is greater than the value of Screencastify’s last written settlement offer made after you participated in good faith in the optional Negotiation process described in subsection (j) below, then Screencastify will pay you the amount of the award or U.S. $1,000, whichever is greater.

6. Location and Manner of Arbitration.

Unless you and Screencastify agree otherwise, any arbitration hearings between Screencastify and you will take place in the county of your billing address. If AAA arbitration is unavailable in your county, the arbitration hearings will take place in the nearest available location for a AAA arbitration. If your Claim is for $10,000 or less, Screencastify agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as determined by the AAA Rules. If your Claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules.

7. Exceptions to Arbitration.

This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of such small claims court’s jurisdiction; (2) a representative action brought on behalf of others under PAGA or other private attorneys general acts, to the extent the representative PAGA Waiver in Section 17(c) of such action is deemed unenforceable by a court of competent jurisdiction; (3) claims for workers’ compensation, state disability insurance and unemployment insurance benefits; and (4) claims that may not be subject to arbitration as a matter of law.

Nothing in this Arbitration Agreement prevents you from making a report to or filing a claim or charge with the Equal Employment Opportunity Commission, U.S. Department of Labor, Securities Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs, or similar local, state or federal agency, and nothing in this Arbitration Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party’s obligation to exhaust administrative remedies before making a claim in arbitration, however you knowingly and voluntarily waive the right to seek or recover money damages of any type pursuant to any administrative complaint and instead may seek such relief only through arbitration under this Agreement. Nothing in this Agreement or Arbitration Agreement prevents your participation in an investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision.

Severability.

In addition to the severability provisions in subsections (c) above, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.

9. Optional Pre-Arbitration Negotiation Process.

Before initiating any arbitration or proceeding, you and Screencastify may agree to first attempt to negotiate any dispute, claim or controversy between the parties informally for 30 days, unless this time period is mutually extended by you and Screencastify. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute (“Notice”). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation.

General. Except as expressly provided otherwise herein, this Agreement shall be governed by the laws of the State of Illinois without regard to choice of law principles. This choice of law provision is only intended to specify the use of Illinois law to interpret this Agreement and is not intended to create any other substantive right to non-Illinois residents to assert claims under Illinois law whether by statute, common law, or otherwise. If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non- binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement and all incorporated agreements may be automatically assigned by Screencastify, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to Screencastify shall be given by certified mail, postage prepaid and return receipt requested to Screencastify, Inc., 222 N. LaSalle, Suite 1550, Chicago, IL 60601. Any notices to you shall be provided to you through Screencastify or given to you via the email address or physical you provide to Screencastify during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and Screencastify with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.

If you have any questions regarding Screencastify, please contact our customer support team at support[at]screencastify[dot]com.