Thank you for your interest in NextThought! We invite you to access our Service (as defined below), but please note that your registration and usage is subject to your review of and agreement with the terms and conditions set forth below. Certain special terms are applicable only to specific users and are identified clearly as such. Please read all terms carefully.
Effective October 18, 2013
These terms and conditions (the “Terms of Service”, “User Agreement,” or “Agreement”) govern your access to and use of the NextThought Service provided by NextThought, LLC (“NextThought”, “we” or “us”). The NextThought Service (“Service,” “Platform” or “Site”) includes, without limitation, (i) mathcounts.nextthought.com and all linked pages owned and operated by NextThought (the “Website”), (ii) any cloud or other online services we provide to you, whether accessed through the Website or any software application we license to you, (iii) any online e-commerce services available on or through the Website (“the NextThought Store”) that allows for the purchase of licenses to electronic copies of books, courses, or other content (the “Titles”) (iv) any text, images, videos, icons, graphics, and data available on the Website (together with the Titles, the “Content”) and (v) any software managed by NextThought, whether accessed through pages owned and operated by NextThought or by a third party. By accessing or using the Service, you are agreeing to be bound by these Terms of Service and are entering into a legally binding contract with NextThought. Do not access or use the NextThought Service if you are unwilling or unable to be bound by these Terms of Service.
NextThought is a cloud-based education platform. It provides a suite of content and social networking tools, including the ability to connect and chat with other users, to share content with other users, and to interact with content supplied by third-party Content Providers or publishers. In order to promote engagement, NextThought aims to leverage the familiarity and advantages of popular social media tools to promote communication and collaboration beyond the physical classroom.
NextThought aims to provide Platform support for a wide array of browsers and mobile devices. However, some devices and browsers may not be supported. You are solely responsible for ensuring that you have sufficient and compatible hardware, software, telecommunications equipment and Internet service necessary for use of the Site.
Any individual who agrees to these Terms of Service and who accesses the Service will be considered a “User”, and their account will be considered a “User” account. Your User account gives you access to the Service and functionality that we may establish and maintain from time to time and in our sole discretion. We may offer and maintain different types of accounts for different types of Users. For example, we may establish instructor and student accounts and enable them with different features and functionality. Similarly, not all Site features may be enabled for all accounts.
Registration is required for use of the Service. When creating your account, you agree to provide accurate information, and to keep your information up-to-date. We reserve the right to suspend or terminate Service to any User at our sole discretion.
The Site may make use of access codes to link instructor and student accounts. It is your responsibility not to disclose your access code.
You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. We encourage you to use "strong" passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. You must notify us immediately of any breach of security or unauthorized use of your account. We will not be liable for any losses caused by any unauthorized use of your account, unless otherwise required by law
Furthermore, we require the collection of a parent or guardian’s consent in order to collect limited personal information for those students under 13, so they can use the complete set of features available through the Service. We rely on the schools, districts, and/or teachers to act as agents for parents and guardians in providing or acquiring the consent for the limited collection of those students’ personal information. If we learn that we have collected personal information from a student without parental consent being obtained by his or her school, district, or teacher, we will delete that information as quickly as possible. If you believe that a student may have provided us personal information beyond what is needed for the Site, or that a student's school, district, or teacher has not required parental consent prior to our collection of any personal information, please contact us at firstname.lastname@example.org.
Content in this Agreement comprises both Provider Content and User Generated Content. “Provider Content” refers to text, images, links, videos, and other resources or materials that NextThought preloads onto the Site, including those from the organizations, content development partners, third-party Content Providers, or publishers (“Content Providers”) or other licensors who grant us permission to make their Content available on the Site. “User Generated Content” includes highlights, notes, comments, chats, answers, votes, or other user inputs that Users post or transmit on the Site.
You agree to use the Content available through the Service in compliance with the applicable usage terms established by NextThought, its Content Providers, or any third party that provides you with software or hardware that allows you to access any of the Content. For example, if you purchase a license to a Title through the Service, you agree to use such Title in accordance with these Terms of Service. In addition, your use of the Service through NextThought mobile applications may also be governed by the End User License Agreements of third party app stores.
Under no circumstance will NextThought be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service.
In addition to any other applicable terms and conditions contained in this Agreement, the following terms and conditions shall apply with regard to Content on the Site:
With regard to User Generated Content:
The Service is owned and operated by NextThought, LLC and is protected by applicable intellectual property and other laws, including copyright laws. NextThought and its Content Providers and licensors reserve all of their intellectual property rights included in the Service. Limitations apply to all Content available on or through the Service. You may not remove any copyright, trademark or other proprietary notices from any Content you access through the Service. Nor may you distribute, modify, transmit, lease, sublease, loan, sell, reuse, re-post, use or create derivative works based on any Content from the Service for public or commercial purposes without the express written permission of the copyright holder. These limitations apply to all Content available on or through the Service. Any use that we do not permit could violate our or our Content Providers’ or licensors’ intellectual property rights. Please see the Code of Conduct section of this Agreement for more specific prohibited activity.
Because one purpose of the Site is to foster collaboration and an educational community, the Service provides you with features that encourage you to post and share User Generated Content. We do not claim any copyrights to the User Generated Content created and posted by our Users. However, by uploading, posting, transmitting, or making User Generated Content available on the Site, you grant us a nonexclusive, transferable, fully paid, irrevocable, perpetual, worldwide license (with the right to sublicense) to use, copy, distribute, publicly display and perform, publish, transmit, reformat, excerpt, remove, and retain that User Generated Content in any form of communication whether now existing or hereafter developed, without obtaining additional consent, without restriction or notification, and without compensating you in any way for any purpose, commercial, advertising, or otherwise, on or in connection with the Site.
You retain full ownership and any intellectual property rights associated with your User Generated Content. Further, you represent you are not violating anyone else’s property rights by posting content, and you grant us the right to use your posted content to perform the services you’ve contracted with us to provide, including keeping archive copies. You may remove your User Generated Content. However, the license will continue even if you unpublish the User Generated Content from the Site. Furthermore, removing User Generated Content from our Site does not mean all copies are removed, and you acknowledge that we may retain archived copies of this Content.
NextThought and its Service names, logos, designs, graphics, and marks are the trademarks of NextThought, LLC. You do not have any license or right, by implication, estoppel, or otherwise, to use them without our written permission. Third-party trademarks, service marks or trade names that appear on the Site are the property of their respective owners.
The Digital Millennium Copyright Act of 1998 (“DMCA”) posted at http://www.copyright.gov/legislation/dmca.pdf provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. It is our policy to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our affiliates, Content Providers, licensors, or Users; and (2) remove and discontinue service to repeat infringers.
If you believe in good faith that materials hosted by NextThought infringe your copyright or that of another party, you may send us a notice requesting that the material be removed, or access to it blocked. Please send all notices to NextThought's Designated Agent (address below). The notice should include all of following information:
Please send this information to NextThought's Designated Agent. Please note that we cannot take any action until we have collected all of the information specified above. Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see Copyright.gov for details. All notices and counter-notices with respect to our Service should be sent to NextThought's Designated Agent.
If a counter-notice is received by the Designated Agent, 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 copyright owner files an action seeking a court order against the Content Provider, licensor, or User, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at our discretion. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.
Designated Agent to Receive Notification of Claimed Infringement:
Attn: Copyright Agent
301 David L. Boren Blvd, Suite 3050
Norman, OK 73072
Fax: (405) 308-4310
As a User of the Service, you agree as follows not to:
As a User of the Service, you agree not to upload, post, transmit, create or otherwise make available:
You understand that such postings may violate laws of various jurisdictions, and that you may be subject to prosecution or to civil suit.
As a registered User of the Service, you agree and understand, unless otherwise authorized by law, not to:
You agree to report any violations of our Code of Conduct or Terms of Service immediately to NextThought.
If we believe you have breached the Code of Conduct or Terms of Service, we have the right to investigate and remove or disable content, restrict features, terminate, or suspend your account without notice, for any reason or no reason, at any time in our sole discretion. We are not responsible for the loss of your User Generated Content; you are solely responsible for backing up any and all of your User Generated Content. We may choose to cooperate with authorities in prosecuting violators according to the extent of applicable law.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information that you provide in reference to NextThought is non-confidential. NextThought (as well as any designee of NextThought) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. Such content is not considered User Generated Content under this Agreement.
You agree that we may provide you with notices hereunder by email, postal mail, or through a conspicuous posting on the Site at our discretion and that we may rely upon the contact information you have provided as being accurate, complete, and current. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification. We are not responsible for any automatic filtering you or your network provider may apply to notifications we send to the email address you provide us. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.
We may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that any User Generated Content will be retained by the Service, the maximum disk space that will be allotted on NextThought server space on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. We have no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. We reserve the right (but carry no obligation) to remotely log off accounts that are inactive for an extended period of time.
The Service contains links to websites owned or operated by third parties (“Third Party Websites”) as well as articles, images, text, designs, music, sound, video, information, and other content or items belonging to or originating from third parties ("Third Party Content"). Furthermore, the Service may permit you to include links to Third Party Websites or Third Party Content. Any User providing User Generated Content is responsible for ensuring that material submitted for inclusion, including links to Third Party Websites, on the Site complies with applicable laws, and we accept no responsibility whatsoever in connection with or arising from Site Content provided by any User. When you access Third Party Websites, you do so at your own risk. These websites are not under our control, and you acknowledge that we are neither responsible nor liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites. The inclusion of any such link does not imply endorsement by NextThought. 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 the use of or reliance on any such content, goods or services available on or through any such Third Party Website or resource.
We reserve the right, at our sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Service following the posting of any changes to this Agreement constitutes acceptance of those changes. NextThought may also, in the future, offer new services and/or features through the Platform (including the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
We care about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
This Agreement shall remain in full force and effect while you use the Service. We may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Service without notice and liability for any reason, including if, in our sole determination, you violate any provision of this Agreement, or for no reason. Upon termination of your account, your right to use the Service or access the Site and any Content on the Site will immediately cease. You may terminate your use of the Service or your account at any time by contacting us at email@example.com.
To the extent permitted by law, you agree to indemnify and hold harmless NextThought, its contractors, its Content Providers and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Service, including but not limited to your violation of this Agreement.
TO THE EXTENT PERMITTED BY LAW, YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
A) THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
B) YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
C) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NEXTTHOUGHT OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
D) WITHOUT LIMITING THE FOREGOING, NEXTTHOUGHT, ITS CONTENT PROVIDERS AND LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
F) ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR USE OF THE SERVICE.
G) NEXTTHOUGHT DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE OFFERED BY A PARTNER OR THIRD PARTY THROUGH THE NEXTTHOUGHT SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND NEXTTHOUGHT WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND PARTNER OR THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NEXTTHOUGHT OR ITS EMPLOYEES, AGENTS, SUPPLIERS, CONTENT PROVIDERS, LICENSORS, OR CONTRACTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE OF DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF NEXTTHOUGHT OR AN AUTHORIZED NEXTTHOUGHT REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE LOSS OF DATA AND/OR THE USE OR THE INABILITY TO USE THIS SITE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THIS SITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THIS SITE; OR (v) ANY OTHER MATTER RELATING TO THIS SITE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, THE LIMITATIONS ABOVE MAY NOT APPLY TO YOU.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by NextThought without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
By visiting or using the Site and/or the Service, you agree that the laws of the State of Oklahoma, without regard to principles of conflict of laws, will govern these Terms of Service and any dispute of any sort that might arise between you and the Company or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in a court of competent jurisdiction in the State of Oklahoma, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in such court of competent jurisdiction in the State of Oklahoma.
Unless prohibited by applicable law, for any claim (excluding claims for injunctive or other equitable relief) under this Agreement where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute through binding non-appearance-based arbitration. The party electing such arbitration shall initiate the arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, as selected by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
This Agreement, together with any other amendments or documents referenced herein, constitutes the entire agreement between you and NextThought concerning the Service and supersedes all previous agreements, promises, proposals, representations, understandings, and negotiations, whether written or oral, between the parties respecting the subject matter hereof. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
The failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
Some Users may have opportunities to purchase Titles through the Platform. Users who make such purchases are subject to the following End User License Agreement.
WHEN YOU MAKE A PURCHASE THROUGH THE NEXTTHOUGHT STORE, THESE TERMS WILL SERVE AS AN AGREEMENT BETWEEN NEXTTHOUGHT, LLC AND YOU. PLEASE READ THEM.
When you purchase a Title through the NextThought Store, you are purchasing a license to use and access that Title. This revocable, limited, non-exclusive license grants to you, the user, guaranteed access to the specified Title on the Platform, for a specified period of time (the “Subscription Period”). Once the Subscription Period is over, your license to use and access the Title on the Site will expire, and your access to the content may be terminated. In addition to accepting the terms of this End User License Agreement, you must agree to the full NextThought Terms of Service, including all disclaimers of warranties and limitations of liability, to access the licensed Title on the Platform. Additional terms, including the length of Subscription Period, may be included in the item description or receipt of purchase for the Title in the NextThought Store. Those additional terms are incorporated into this Agreement, and you must agree to them to access and use the Title.
You are not permitted to sell, lease, license, rent transfer, or in any manner distribute or permit others to use or access the Title. If you violate the terms of this End User License Agreement, or the Terms of Service, your license to access and use the Title may be terminated, and you will not be entitled to a refund of any fee registration, licensing, or other fee paid by you to NextThought.
NextThought and its Content Providers retain all intellectual property rights in the licensed Title. Your intellectual property rights in your User Generated Content are governed by the Terms of Service, and any independent agreements you may make with the Content Provider.
To the extent permitted by law, we may monitor your use of the Service in order to ensure your compliance with your license agreement including the use rights, satisfy any legal requirements or process, or protect our rights or the rights of others.
We strive to provide access to the licensed Content on a continuous basis. However, you understand that access to that Content may be interrupted for reasons including, but not limited to: force majeure, acts of God, power outages, software issues, server downtime, programming errors, scheduled or unscheduled maintenance of the Site, and other related reasons. In the event of such an interruption of service, NextThought will take all commercially reasonable steps to ensure access is restored within a reasonable time. For purposes of this license agreement, the term “commercially reasonable” shall mean reasonable efforts taken in good faith without an unduly burdensome use or expenditure of time, resources, personnel, or money.
To ensure the electronic access afforded by this license, you may be required to have certain hardware and software, which are your sole responsibility.
The Subscription Period shall begin at the time at which you are granted access to the Title. NextThought will grant access upon receipt of payment for the indicated Title.