Terms and Conditions

If you are not of legal age to form a binding contract (in many places, this is 18 years old), then you must get your parent or guardian to read these terms and agree to them for you, before you use our websites, products and services from bitWise Academy or provide any information to us. Please review this agreement with your parent or guardian so that you both understand how bitWise Academy works and what restrictions apply to your use of our websites and services. Remember, always get an adult’s permission before going online.

These Terms and Conditions of Use constitute a legally binding agreement (the “Agreement”) between you and bitWise Academy Inc., (“Company”) governing your use of Company’s applications, website, videos, study materials, tools, services, tutoring sessions, and the technology Platform (collectively, the “Platform”).

PLEASE BE ADVISED: IF YOU PROVIDE YOUR EXPRESS WRITTEN CONSENT (DEFINED BELOW) TO THIS AGREEMENT, YOU WILL BE SUBJECT TO PROVISIONS THAT GOVERN HOW CLAIMS THAT YOU AND COMPANY MAY HAVE AGAINST EACH OTHER CAN BE BROUGHT (SEE ‘DISPUTE RESOLUTION AND ARBITRATION’ IN SECTION 4 BELOW). THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST COMPANY TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP, OR REPRESENTATIVE ACTION OR PROCEEDING. YOU HAVE AN OPPORTUNITY TO OPT OUT OF ARBITRATION WITH RESPECT TO CERTAIN CLAIMS AS PROVIDED BELOW.

By using or otherwise accessing the Platform and posting or downloading content or any other information to or from the Platform or manifesting your assent to this Agreement in any other manner, you hereby unequivocally and expressly agree to, and shall be subject to, this Agreement. If you do not unequivocally agree to be bound by the provisions of this Agreement, you may not use or otherwise access the Platform or post or download content or any other information to or from the Platform. Alternatively, access and/or use may be limited as determined by Company in its sole discretion. Your sole remedy for dissatisfaction with the Platform is to stop using the Platform.

General Terms of Use

Company hereby grants you a limited, non-exclusive, non-assignable, nontransferable license to access and use the Platform solely for your own personal, non-commercial purposes, and for purposes related to Parents, Guardians, Students, and Tutors subject to your agreement to, compliance with and satisfaction of this Agreement

If you do not comply with the Agreement at any time, Company reserves the right to revoke the aforementioned license(s), limit your access to the Platform, or restrict your ability to post or download Content, which may include the ordering of products and Service. All materials contained in this Platform or made available through the Platform, are protected by United States and international trademark and copyright laws, are owned or controlled by Company (or its partners) and must only be used for certain approved purposes as established by Company. You may only view or download material from this Platform for your own use or as otherwise expressly authorized by Company. You are solely responsible for providing, maintaining and ensuring the compatibility of all hardware, software, electrical, and other physical requirements necessary for your access to and use of the Platform or any part thereof.

The reproduction, duplication, distribution (including by way of email, facsimile or other electronic means), publication, modification, copying or transmission of material available on or through this Website or the Service is strictly prohibited without the prior written consent of Company or unless expressly permitted by this Platform. This includes, without limitation, any application, text, graphics, logos, photographs, audio or video material or stills from audiovisual material available on this Platform by Company, including Subscription Content (“Content”), if any. The copying, posting, linking or other use of Content from this Platform or the Service on any other website or networked computer environment is similarly prohibited. Requests for permission to reproduce or distribute materials found on this Website or the Service can be made by contacting Company by mail, in writing at the address listed below. You are also strictly prohibited from creating works or materials that derive from or are based on the Content or other materials contained in this Website or the Service. This prohibition applies regardless of whether the derivative materials are sold, bartered or given away. You shall not copy, reverse engineer, disassemble, decompile, translate, modify, reproduce, republish, transmit, sell, offer for sale, disseminate or redistribute the Content, trademarks, Service marks, logos, or icons displayed on the Platform, which are the property of Company, or its affiliates or licensors, if any, unless otherwise specifically noted in this Agreement. Trademarks, service marks, logos, and icons owned by third parties are the property of those respective third parties. Company and affiliates do not warrant or represent that your use of the Content will not infringe the rights of third parties.

If you do not comply with the Agreement at any time, Company reserves the right to terminate, limit, or otherwise alter your access to the Platform. We may discontinue or alter any aspect of the Platform, including, but not limited to, (i) restricting the time the Platform is available, (ii) restricting the amount of use permitted, and (iii) restricting or terminating your right to use the Platform, at Company’s sole discretion and without prior notice or liability.

Account Registration

You must register an account (“Account”) on the Platform to access the Services provided by the Company.

When you register an Account and set up your Account, you must:

provide accurate and complete information;
promptly update your Account information with any new information that may affect the operation of your Account;
authorize Company to make any inquiries we consider necessary or appropriate to verify your Account information or the information you provide to us related to any Services you receive from the Platform; and
acknowledge and accept any applicable policies, including but not limited to those pertaining to service quality an confidentiality.
be responsible for safeguarding and maintaining the confidentiality of your Account information. You agree not to disclose your Account information and access to Services to any third party and that you are entirely and solely responsible for any and all activities or actions that occur pursuant to the use of your Account on the Platform, whether or not you have authorized such activities or actions.
immediately notify Company of any unauthorized use of your Account.

Privacy

In an effort to address your privacy concerns, Company has instituted the following Privacy Policy located at https://live.bitwise.academy/privacy-policy/ (“Privacy Policy”) that is incorporated herein by this reference. Company reserves the right to change the Privacy Policy as set forth therein. You acknowledge that you have read and understand the Privacy Policy and that you have the obligation to periodically review the Privacy Policy from time to time. In the event any provisions contained in this Agreement conflict with any terms, conditions or clauses contained in the Privacy Policy, the provisions of this Agreement shall govern.

Company may disclose information to trusted affiliates, independent contractors, tutors, and partners who may use the information for certain business purposes deemed to be aligned with Company’s goals and business objectives. In addition, Company may transfer information collected from Users in connection with a sale or restructuring of Company.

Copyright

You acknowledge that the Software, the technology underlying the Services, and all other software, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, and other data or copyrightable materials, including the selection and arrangements thereof, provided or made available to you in connection with the site, the Software or the Services (collectively, the "Company Content") are the proprietary works of us and/or our affiliated and/or third party providers and suppliers (Third Parties) and are protected, without limitation, pursuant to U.S. and foreign copyright laws. Except as expressly authorized by us or in these Terms, you may not copy, reproduce, publish, perform, distribute, disseminate, broadcast, circulate, modify, create derivative works of, rent, lease, sell, assign, sublicense, otherwise transfer, display, transmit, compile or collect in a database, or in any manner commercially exploit the site, Company Content or the Services, in whole or in part. You will not, in any manner, without our prior written approval, decompile, disassemble, reverse engineer, reverse assemble or otherwise attempt to discover any source code of, the Software or any other Company Content, the site or the Services. You may not store any significant portion of any Company Content or the Services in any form, whether archival files, computer-readable files or any other medium. You may not "mirror" any Company Content or the Services on any server. Any unauthorized or prohibited use of the Software, other Company Content, the site or the Services may subject the offender to civil liability and criminal prosecution under applicable federal and state laws.

Confidential Information

You agree to safeguard the Company Content and the Services (collectively, Proprietary Information) and to prevent the unauthorized, negligent or inadvertent use or disclosure thereof. You will not, without our prior written approval, directly or indirectly, use or disclose the Proprietary Information to any person or business entity except for a limited number of your employees who are on a need-to-know basis and who agree in writing to be bound by the restrictions on use and disclosure set forth in these Terms or restrictions no less restrictive than these Terms. You agree to promptly notify us in writing of any use or disclosure of Proprietary Information in violation of these Terms. You acknowledge that the use or disclosure of the Proprietary Information in any manner inconsistent with these Terms will cause us irreparable damage and that we will have the right to (i) equitable and injunctive relief to prevent such prohibited use or disclosure, and (ii) recover the amount of all damages (including attorneys fees and expenses) in connection with such prohibited use or disclosure.

You agree that you will not permit, enable, introduce or facilitate other persons to receive tutoring services from your Account, including others who may be subject to an agreement that is the same or similar to this Agreement.

Links

The Platform or the Services may provide Study Materials and links to external web sites or resources (Third Party Sites). This may include the Platform or Tutors sending links to Third Party Sites and/or causing Third Party Sites (such as study resources or online education pages) to pop-up for your review. Because we have no control over Third Party Sites, you acknowledge and agree that we are not responsible for the availability of Third Party Sites, and do not endorse and are not responsible or liable for any content, advertising, products, services or other materials on or available from Third Party Sites. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, advertising, products, services or other materials available on or through any Third Party Sites or for any mistakes, defamation, libel, slander, omissions, falsehoods, obscenity or profanity contained therein.

Disclaimer of Warranty; Limitations

THE COMPANY CONTENT, THE SITE, THE SERVICES AND EACH PORTION THEREOF ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, THE COMPANY CONTENT, THE SERVICES AND EACH PORTION THEREOF, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING, THE COMPANY CONTENT, THE SITE, THE SERVICES, EACH PORTION THEREOF OR ANY THIRD PARTY SITES.

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE OR THIRD PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE COMPANY CONTENT, THE SITE, THE SERVICES OR ANY PORTION THEREOF, EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF THE SITE, THE COMPANY CONTENT, THE SERVICES OR ANY PORTION THEREOF RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATE, YOU ASSUME ANY COSTS THEREOF. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. NEITHER WE, NOR THIRD PARTIES WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER ITEMS CONTAINED IN THE COMPANY CONTENT, THE SITE, THE SERVICES OR ANY PORTION THEREOF OR IN ANY REPORTS OF VERIFICATION SERVICES. YOU AGREE NOT TO HOLD US (OR OUR AGENTS, EMPLOYEES OR TUTORS) LIABLE FOR ANY INSTRUCTION, ADVICE OR SERVICES DELIVERED WHICH ORIGINATED THROUGH THE SITE, THROUGH ANY VERIFICATION SERVICE OR IN CONNECTION WITH THE COMPANY CONTENT, THE SERVICES OR ANY PORTION THEREOF.

Indemnification

You agree to indemnify, defend and hold harmless Company, and our affiliates, officers, directors, agents, partners, employees, licensors, representatives, tutors, and third party providers (including our affiliates' respective officers, directors, agents, partners, employees, licensors, representatives, tutors, and third party providers), from and against all losses, expenses, damages, costs, claims and demands, including reasonable attorney's fees and related costs and expenses, due to or arising out of any User Content you submit, post to, email, or otherwise transmit to us or through the Services, your use of the Services, the Company Content or any portion thereof, your connection to the Services, or your breach of these Terms. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to fully cooperate with such defense and in asserting any available defenses.

Trademark Notice

The trademarks, service marks, and logos (the "Trademarks") used and displayed on the site or in any Company Content are registered and unregistered Trademarks of us and others and are protected, without limitation, pursuant to U.S. and foreign trademark laws. Nothing on the site, the Services or otherwise should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the site or in connection with the Services, Company Content or Software, without the written permission of the applicable Trademark owner. We aggressively enforce our intellectual property rights to the fullest extent of the law. You may not use the Trademarks, either ours and others, in any way without the prior written permission of the applicable Trademark owner. We prohibit use of our logo as a "hot" link to any other World Wide Web site unless approved by us in advance in writing.

Copyrights and Copyright Agents

We respect the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our Copyright Agent (identified below) a notice with the following information:

an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of where the material that you claim is infringing is located on the site;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
a statement by you, made under penalty of perjury, that the above information in your notice to us is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Our Copyright Agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:

By mail: ATTN: Copyright Agent
bitWise Academy Inc.,
PO Box 12466
Pleasanton, CA 94588
By email: legal@bitwiseacademy.com

Local Laws; Export Control

Recognizing the global nature of the Internet, you agree to comply with all local rules including, without limitation, rules about the Internet, data or privacy. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. In addition, if you reside in a country which is prohibited by law, regulation, treaty or administrative act from entering into trade relations with the United States or its citizens, you may not use this Site. Such countries may include Cuba, Iran, Iraq, North Korea, Serbia, Syria and Sudan, and it is your responsibility to ensure that you comply with U.S. law in this regard.

Modifications to the Service

We may add, change or eliminate features, pricing, nomenclature and other aspects of the Services and make other changes at any time and these Terms will continue to apply to the Services as modified. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the site or the Services (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any such modification, suspension, or discontinuance of the site or the Services.

Prohibited Activities

You shall not (nor cause any third party to) use the Platform to perform any illegal or immoral activities (including without limitation defaming, abusing, harassing, stalking, threatening, or otherwise violating the legal rights - such as rights of privacy of others) or any of the following types of activities, without limitation:

disseminating any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, pornographic, obscene, or otherwise objectionable material;
transmitting information that violates any applicable federal, state, or local laws, rules or regulations, including any governmental agency guidelines, policies or procedures, or that infringes any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of any party;
that would constitute fraud;
transmitting any material that contains software viruses, trojan horses, worms, time bombs, cancelbots, or any other computer code, files, or programs which may interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
impersonating anyone or any entity, falsely stating or otherwise misrepresenting your affiliation with a person or entity;
interfering with or disrupting the Platform;
disrupting the activities or enjoyment of the Platform for other users;
collecting or storing personal data about other users;
use of any manual or automated software, devices, or other processes to “crawl” or “spider” any web pages contained in the Platform (including, without limitation, the use of robots, bots, spiders, scrapers or any other means to extract pricing, product, Service or other data from the Platform);
use of the Platform to gain competitive intelligence about Company, the Platform, or any product or Service offered via the Platform or to otherwise compete with Company or its affiliates;
framing or otherwise simulating the appearance or functions of the Platform or any portion thereof; or
harvesting or otherwise collecting any information about other users, including, without limitation, email addresses or other contact information of other users.

You agree to abide by all applicable federal, state, or local laws, rules, or regulations, including any governmental agency guidelines, policies, or procedures, and are solely responsible for all acts or omissions taken by you including without limitation any of the User Content created or submitted by you.

Fees and Payments

You shall pay all applicable fees, as described on the Website and/or your account settings in connection with the Services selected by you. You shall be responsible for all taxes associated with your use of such Services, including, without limitation any federal, state, local or foreign taxes or any sales or use taxes. Company reserves the right to change its price list and to institute new charges at any time, upon notice to you, which may be sent by email or posted on the Website. Your use of the Services following such notification constitutes your acceptance of any new or increased charges. Any fees paid hereunder are non-refundable.

Termination

Either party may terminate these Terms by providing the other with notice of such termination, which shall be effective immediately upon delivery of such notice to the other party. We may terminate these Terms immediately without notice for any breach by you of these Terms or any of our applicable policies, as posted on the site from time to time. Furthermore, we may terminate these Terms without notice to you by terminating your rights to use the site or the Services for any reason or no reason. In the event of termination or expiration of these Terms, the following sections of these Terms shall survive: all provisions regarding ownership of intellectual property, indemnification, disclaimer of warranties and limitations of liability, the provisions of this section which, by their nature apply after termination, and the General provisions below. All licenses granted under these Terms terminate immediately at the end of your subscription period, unless you renew have renewed your subscription and paid any applicable subscription fees. You agree that upon the termination of these Terms, we may delete all information related to you on the Services and may bar your access to the site and use of the Services. Upon the termination of these Terms you will immediately destroy any downloaded or printed Company Content.

Arbitration and Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions thereof. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in San Francisco County, California, using the English language in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Streamlined Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief at any time. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Northern District of California.

General

These Terms and any policies applicable to you posted on the site constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all previous written or oral agreements between the parties with respect to such subject matter. All rights not expressly granted herein are expressly reserved. These Terms shall inure to our benefit and to the benefit of our agents, licensors, licensees, successors, and assigns. If any provision of these Terms is found to be illegal or unenforceable, these Terms will be deemed curtailed to the extent necessary to make the Terms legal and enforceable and will remain, as modified, in full force and effect. These Terms and all matters or issues collateral thereto will be governed by, construed and enforced in accordance with the laws of the State of California applicable to contracts executed and performed entirely therein (without regard to any principles of conflict of laws), and jurisdiction for any court action in Alameda County. Any notice or other communication to be given hereunder will be in writing and given by facsimile, postpaid registered or certified mail return receipt requested, or electronic mail. Nothing in these Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer, contractor or employee of the other. Neither party shall have or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other except as provided for herein or authorized in writing by the party to be bound.