TERMS OF USE

TERMS OF USE
CENTERPOINT PREVI PARTNERSHIP RESOURCE CENTER (PRC)

PLEASE READ THIS TERMS OF USE AGREEMENT CAREFULLY. IT IS A LEGAL AND BINDING CONTRACT BETWEEN YOU AND CENTERPOINT BY CLICKING THE "I ACCEPT" BUTTON AFTER COMPLETING THE REGISTRATION APPLICATION FOR THE SERVICES, YOU AGREE THAT YOU UNDERSTAND THE AGREEMENT AND AGREE TO BE BOUND BY IT IN ITS ENTIRETY. IF YOU DO NOT AGREE WITH THE TERMS OF THE AGREEMENT, YOU MUST IMMEDIATELY DISCONTINUE YOUR USE OF THE SERVICES AND CLICK THE "I DECLINE" BUTTON [BELOW].

You warrant that you are of legal age to us this web site.

CenterPoint Education Solutions (CenterPoint) is a non-profit organization focused on providing supports to districts and states to create high quality assessments and instructional supports aligned to college and career ready standards. CenterPoint provides professional services to districts and states around content development, assessment design and development, and instructional practice. CenterPoint is a private entity and not empowered as the agent of any state or governmental unit.

The Previ Partnership Resource Center Web Site ("PRC Web Site") has been established and supported by CenterPoint to provide a library of educational materials and professional practice information related to standards, assessment, and instructional practice. (the “Services”). Certain functions and features of the PRC Web Site are available to anyone visiting the PRC Web Site (“Public Access”). Others are available to Public Access users who have created an account on the PRC Web Site ("Registered Users"). Certain functions and features of the Services (“Restricted Services”) are only available to Registered Users who have been designated as authorized individuals by a paying Subscriber (“Member Account”).

The PRC Web Site supports four outcomes; deepening assessment literacy, connecting instructional and assessment practices, building practitioner capacity, and evaluating the quality of assessment resources.

USER ACCOUNTS

There are three types of User Accounts available for the PRC Web Site:

• “Public Access”: Public Access is available to any user with an internet connection. Public Access users can visit the PRC Web Site and access a large number of resources. These visitors to the site can see most resources in the Digital Library and can use the “Ad Hoc” Technology Readiness Tool, some social sharing features of the Digital Library, and participate in open access Professional Learning Courses.

• “Registered User Account”: Registered User Accounts have all of the benefits of the Public Access user, but also gain some additional benefits. Registered users are able to fully participate in the many social sharing features of the Digital Library, including the ability to “like” library resources and to share comments on the resources with other registered users. Registered User Accounts can also create personalized resource lists using the “my lists” feature, and use test generation capabilities of the PRC (e.g. create a test using the teacher’s own items). In addition, registered users are eligible to apply to become Library Contributors and/or Library Curators.

• “Member Account”: Member Accounts have the highest level of access to resources available via the PRC. Educators will need to create a Member Account on the PRC in order to gain full member access.

A Member Account is the only level of access that unlocks the full functionality of the PRC Web Site. In addition to ALL of the benefits accrued through registered access to the PRC, Member Accounts have access to several expanded technology-enhanced features for critical tools. A video demonstration for how to use the technology will be shared as a Digital Library resource. In addition, the Member Account Holders will have full access to all permissioned authentic texts (digital versions of the print texts, as well as videos) for use with both the K-2 Formative Tasks and the extensive Speaking and Listening Tools.

When creating your User Account, you must provide accurate and complete information. By creating your account, you acknowledge that you solely assume any and all liability for any content that is posted under your Account, including any Submissions (as defined below). You are solely responsible for the activity that occurs on your Account, and you must keep your Account password secure. You shall notify CenterPoint immediately of any breach of security or unauthorized use of your Account. You shall not use another User's Account without his or her permission. Although CenterPoint will not be liable for your losses caused by any unauthorized use of your Account, you may be liable for the losses of CenterPoint. or others because of such unauthorized use according to the terms of this Agreement.

CONTENT PROVIDED TO CENTERPOINT OR POSTED TO THE PRC WEB SITE

As a Registered User you may provide user-generated content, ideas, solutions, concepts, techniques, data or other information ("Submission") to the PRC Web Site in connection with your use of the Services. By doing so, you hereby consent to the following:

• CenterPoint may remove, delete, or archive your content or resources for any reason and at any time without notice.
• You have a valid PRC User Account.
• Your access to the PRC is for educational purposes only.
• Any Submission is consistent and appropriate for educational purposes.
• You are of legal age in your jurisdiction to upload the Submission at the time of your upload.
• CenterPoint is not responsible to review your Submission.
• You retain ownership and responsibility for your Submission.
• CenterPoint may, at its discretion, copy, distribute, transmit, display, publish, retain, prepare derivative works of, improve, translate and reformat, process, analyze, use and commercialize, any Submission without prior consent or notice to you or any third parties.
• CenterPoint reserves the right to change these terms and conditions without notification.

By providing any Submission to the PRC Web Site, you represent and warrant that you have all rights necessary to submit such Submission, and that the content of the Submission is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights.

All content on the PRC Web Site is provided to you "as is" for your information. You may not use the content or resources for non-educational or commercial activities without express written consent of CenterPoint All use of content or resources used by you from the PRC Web Site must be unedited and directly attributed. You must obtain prior written consent to copy, download, stream, capture, reproduce, duplicate, archive, upload, modify, translate, create derivative works based upon, publish, broadcast, transmit, retransmit, distribute, perform, display, sell or otherwise use or transfer any Content of this website. You may not, either directly or through the use of any device, software, online resource or other means, remove, alter, bypass, avoid, interfere with or circumvent any copyright, trademark or other proprietary notice on the Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the Content.

CenterPoint reserves the right to review materials posted to a Service and to remove any materials in its sole discretion. CenterPoint further reserves the right to reject, refuse to post or remove any Submission posted or submitted by you, or to deny, restrict, suspend or terminate your access to all or any part of the Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. For avoidance of doubt, CenterPoint has no obligation to store, maintain or provide you a copy of any content that you or other Users provide when using the Services.

CENTERPOINT IS NOT RESPONSIBLE NOR DOES IT WARRANT, GUARANTEE, RECOMMEND, OR ENDORSE, AS APPLICABLE (i) THE ACCURACY, QUALITY OR EFFECTIVENESS OF ANY SUBMISSION BY ANY USER, (ii) ANY CONVENIENCE TRANSLATION IF THE ORIGINAL SUBMISSION IS NOT PROVIDED IN THE ENGLISH LANGUAGE, OR (iii) CONTENTS ACCESSIBLE THROUGH LINKS TO OTHER WEB SITES ON THE PRC WEB SITE.

USE OF SERVICES

You are responsible for all your activity on the PRC Web Site and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. You shall: (a) notify CenterPoint immediately of any unauthorized use of any password, or account information, or any other known or suspected breach of security; (b) report to CenterPoint immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you to infringe the intellectual property rights of any other third party.

You agree to use the PRC Web Site only to make Submissions or to otherwise post, send and receive information that are proper and related to the Services. By way of example, and not as a limitation, you agree that when using a Service, you will not:

• alter or modify any part of the PRC Web Site or any of its related technologies;

• defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;

• publish, post, upload, distribute or disseminate any false, misleading, inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information;

• upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents;

• upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer;

• advertise or offer to sell or buy any goods or services for any business purpose, unless the Services specifically allows such messages;

• conduct or forward surveys, contests, pyramid schemes or chain letters;

• download any file posted by another User of a Service that you know, or reasonably should know, cannot be legally distributed in such manner;

• falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded;

• damage, disable, restrict or inhibit any other User from using and enjoying the Services;

• violate any code of conduct or other guidelines which may be applicable for any particular Service, including CenterPoint guidelines in respect of prohibited practices;

• harvest or otherwise collect information about others, including e-mail addresses, without their consent;

• violate any applicable laws or regulations; or

• circumvent, disable or otherwise interfere with security-related features of the Website or features that prevent or restrict use or copying of any Content or Submissions, or enforce limitations on use of the PRC Web Site or the Content or Submissions therein.

As a condition of your use of the PRC Web Site, you warrant to CenterPoint that you will not use the PRC Web Site for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the PRC Web Site.

TRADEMARKS

The names, their logos, and the product names associated with Previ Teaching and Learning, including the PRC Web Site and the Services, are trademarks of CenterPoint, and no right or license is granted to use them.

INDEMNITY

As a condition of use of the PRC Web Site, you agree to indemnify CenterPoint, its affiliates, partners, officers, directors, employees and agents, from and against any and all actions, claims, losses, damages, liabilities and expenses (including reasonable attorneys' fees) arising from: (i) your use of and access to the PRC Web Site, (ii) your violation of any term of this Agreement, (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right, or (iv) any claim that one of your Submissions caused damage to a third party. This defence and indemnification obligation will survive termination of this Agreement and your use of the PRC Web Site.

PRIVACY

You should carefully read our full Privacy Policy before registering to become a User. The Privacy Policy, hereby incorporated by reference into this Agreement and located at [ https://prc.parcconline.org/content/website-privacy-policy], governs our treatment of any information, including personally identifiable information you submit to us.

You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary in our opinion to: (1) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Agreement; (3) respond to claims of a violation of the rights of third parties, whether or not the third party is a User, individual, or government agency; (4) respond to customer service inquiries; or (5) protect the rights, property, or personal safety of CenterPoint, our Users or the public.

PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

CenterPoint respects the intellectual property rights of others. You may notify CenterPoint if you believe that the content of your Submission has been copied in an infringing manner, you may send a notice accordingly to CenterPoint at the address given below.

CenterPoint has implemented procedures for receiving written notification of claimed infringements, and has designated an agent to receive notices of claimed copyright infringement pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512). If you believe in good faith that your work has been copied in a way that constitutes copyright infringement, you may provide a written communication sent to CenterPoint (address given below) which contains the following:

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

2. a description of the copyrighted work that you claim has been infringed;

3. a description of the location on the PRC Web Site of the material that you claim is infringing;

4. your address, telephone number and e-mail address;

5. 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

6. a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Please submit your notice to CenterPoint as follows:

CenterPoint
Attn: Contracts Department
1747 Pennsylvania Avenue NW
6th Floor
Washington, .C. 20006

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CENTERPOINT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (i) THE USE OF THE PRC WEB SITE OR PERFORMANCE OF THE SERVICES, (ii) THE DELAY OR INABILITY TO USE THE PRC WEB SITE OR RELATED SERVICES, (iii) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, INFORMATION, SOFTWARE, PRODUCTS OR OTHER DATA OBTAINED THROUGH THE PRC WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE PRC WEB SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF CENTERPOINT OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

IF YOU ARE DISSATISFIED OR CONSIDER THAT ANY HARM MAY HAVE BEEN CAUSED BY OR ARISEN IN RELATION TO ANY PORTION OF THE PRC WEB SITE OR ITS ADMINISTRATION, YOU MAY CLOSE YOUR ACCOUNT AND DISCONTINUE USING THE PRC WEB SITE, AND SUCH DISCONTINUANCE SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.

These terms and conditions will be governed, interpreted and enforced in accordance with the laws of the District of Columbia, United States of America, without giving effect to the conflict of laws provisions of that jurisdiction. Any legal action over the contents of the PRC Web Site not subject to Arbitration shall be brought in the federal courts located in Washington, D.C. No waiver by CenterPoint of any provision of these terms and conditions shall be binding except as set forth in writing signed by its duly authorized representative.

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CENTERPOINT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

ASSIGNMENT

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by CenterPoint without restriction.

GENERAL

You agree that no joint venture, partnership, employment, or agency relationship exists between you and CenterPoint as a result of this agreement or use of the PRC Web Site. CenterPoint's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of CenterPoint's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the PRC Web Site or information provided to or gathered by CenterPoint with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

MODIFICATION OF THESE TERMS OF USE

CenterPoint reserves the right to change the terms, conditions, and notices under which the PRC Web Site is offered, including but not limited to any charges associated with the use of the PRC Web Site. Such modification shall be effective upon its posting on the PRC Web Site. Your continued use of the Services after a revised Agreement is posted signifies your acceptance of the revised Agreement. You should therefore review this Agreement [https://prc.parcconline.org/content/terms-use] regularly and when we notify you of any changes thereto to ensure you are updated as to such changes.

Last Updated: May 16, 2017