Xen.Ed End User License Agreement
The Xen.Ed Digital Learning Platform a.k.a. Xen.Ed (“Licensed Application”) is licensed, not sold, to you. Your license to the Licensed Application is subject to your prior acceptance of this Licensed Application End User License Agreement (“EULA”) between you and Crystal Delta Pty Ltd. (“Licensor.”) Your license to the Licensed Application under this EULA is granted by the Licensor. The Licensor reserves all rights in and to the Licensed Application not expressly granted to you under this EULA.
1. Scope of License: Licensor grants to you a non-transferable license to use the Licensed Application as provided through the Licensor’s service offering and its 3rd party agreements pertaining to the use of Open edX and related GNU Affero General Public License (AGPL) and Apache License 2.0. The terms of this EULA will govern any content, materials, or services accessible from or purchased within the Licensed Application as well as upgrades provided by Licensor that replace or supplement the original Licensed Application, unless such upgrade is accompanied by another EULA. The License does not transfer any of the Licensor’s intellectual property rights of the Licensed Application. Except as provided in the Usage Rules, you may not distribute or make the Licensed Application available over a network where it could be used by unlicensed users. You may not transfer, redistribute or sub-license the Licensed Application and, as it is an application which is dependent of the sub-licensing nature public licenses (AGPL, Apache License 2.0), your license to use the Licensed Application will terminate upon termination of licensed usage stemming from the revoking of any and all public licenses. You may not copy (except as permitted by this license and the Usage Rules), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Licensed Application, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with the Licensed Application).
3. Termination. This EULA is effective until terminated by you or the Licensor. Your rights under this EULA will terminate automatically if you fail to comply with any of its terms.
4. External Services. The Licensed Application may enable access to Licensor’s and/or third-party services and websites (collectively and individually, “External Services”). You agree to use the External Services at your sole risk. Licensor is not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not be liable for any such third-party External Services. Data displayed by the Licensed Application or External Service, including but not limited to financial, medical and location information, is for general informational purposes only and is not guaranteed by Licensor or its agents. You will not use the External Services in any manner that is inconsistent with the terms of this EULA or that infringes the intellectual property rights of Licensor or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten or defame any person or entity, and that Licensor is not responsible for any such use. External Services may not be available in all languages or in your Home Country, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. Licensor reserves the right to change, suspend, remove, disable or impose access restrictions or limits on any External Services at any time without notice or liability to you.
5. NO WARRANTY: YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE LICENSED APPLICATION IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSED APPLICATION AND ANY SERVICES PERFORMED OR PROVIDED BY THE LICENSED APPLICATION ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND LICENSOR HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE LICENSED APPLICATION AND ANY SERVICES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR OR ITS AUTHORISED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE LICENSED APPLICATION OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT ANY WARRANTY EXISTS UNDER LAW THAT CANNOT BE DISCLAIMED, LICENSOR, SHALL BE SOLELY RESPONSIBLE FOR SUCH WARRANTY.
6. Maintenance and Support. Licensor does not make any warranties concerning any maintenance or support for the Licensed Application. To the extent that any maintenance or support is required by applicable law, or has been procured from the Licensor separately, Licensor shall be obligated to furnish any such maintenance or support.
7. Product Claims. Licensor does not make any warranties concerning the Licensed Application. To the extent you have any claim arising from or relating to your use of the Licensed Application, Licensor, is responsible for addressing any such claims, which may include, but are not limited to: (i) any product liability claim; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection, privacy, or similar legislation. Nothing in this Agreement shall be deemed an admission that you may have such claims.
8. Third Party Intellectual Property Claims. Licensor shall not be obligated to indemnify or defend you with respect to any third party claim arising out or relating to the Licensed Application. To the extent Licensor is required to provide indemnification by applicable law, Licensor, not edX.org, shall be solely responsible for the investigation, defence, settlement and discharge of any claim that the Licensed Application or your use of it infringes any third party intellectual property right.
9. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL LICENSOR BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE LICENSED APPLICATION, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
10. You may not use or otherwise export or re-export the Licensed Application except as authorised by Australian law and the laws of the jurisdiction in which the Licensed Application was obtained. In particular, but without limitation, the Licensed Application may not be exported or re-exported into any Australia-embargoed countries. By using the Licensed Application, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by Australian law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.
11. Except to the extent expressly provided in the following paragraph, this Agreement and the relationship between you and the Licensor shall be governed by the laws of the State of Victoria, excluding its conflicts of law provisions. You and the Licensor agree to submit to the personal and exclusive jurisdiction of the courts located within the city and municipality of Melbourne, Victoria, to resolve any dispute or claim arising from this Agreement. If (a) you are not an Australian citizen; (b) you do not reside in the Australia.; (c) you are not accessing the Service from Australia.; and (d) you are a citizen of one of the countries identified below, you hereby agree that any dispute or claim arising from this Agreement shall be governed by the applicable law set forth below, without regard to any conflict of law provisions, and you hereby irrevocably submit to the non-exclusive jurisdiction of the courts located in the state, province or country identified below whose law governs:
12. If you are a citizen of any European Union country or Switzerland, Norway or Iceland, the governing law and forum shall be the laws and courts of your usual place of residence.
13. Specifically excluded from application to this Agreement is that law known as the United Nations Convention on the International Sale of Goods.
Crystal Delta Pty Ltd can be reached via email at [email protected]