Please read the following before reading and using the materials within the ISM website (the "Product"). By agreeing to this document, the school and its representatives (collectively, "You" or the "Client") agree to be bound to the following Terms & Conditions.
1. GRANT OF LICENSE. ISM hereby grants You a nonexclusive, nontransferable license to:
(a) Read and comment upon the materials within the ISM members area website (the Product) in connection with a single school ("School"), or as set forth in a written agreement between ISM and the Client at the time of purchase. For the purpose of this Agreement, a single "School" shall include multiple-campus schools under the same administration (i.e., under one Head of School or Board of Trustees); however, nothing herein shall constitute a license to share the Product with other schools.
(b) Elect and grant other members of your school community—faculty, staff, administration, Trustees, parent volunteers—access to the member area products under the same conditions and restrictions as implied within this agreement.
2. RESTRICTIONS. You shall use the Product only for the purpose specified in Section 1 and in accordance with the following:
(a) You shall not modify or prepare derivative works of the Products;
(b) You shall not remove, obscure, or alter any notice of patent, trade secret, trademark, or other proprietary rights notices present on the Product and associated Print Materials, including without limitation any digital watermarks embedded in the Product;
(c) You shall not share, sublicense, sell, lend, rent, lease, electronically or otherwise forward, or otherwise transfer all or any portion of the Product or Print Materials to or with any third party not employed by Client at the School except with the prior written permission of ISM; and
(d) You shall not use the Product to provide consulting services to third parties whether on a fee, pro bono, barter, or any other basis, or otherwise use the same on a "service business" basis.
3. COMPLIANCE WITH LAWS. ISM and the Client shall each comply with all applicable laws, regulations, rules, orders, and other requirements, now or hereafter in effect, of any applicable governmental authority, in their performance of this Agreement. Without limiting the generality of the foregoing, the Client will comply with all laws and regulations of the United States in dealing with the Product including use of the Software outside the United States. You acknowledge that the Product, Service, and its informational content does not constitute legal advice.
4. PROPRIETARY RIGHTS. The Product contains valuable patent, copyright, trade secret, trademark, and other proprietary rights of ISM. Except for the license granted under Section 1, ISM reserves all rights to the Product and Print Materials generated therewith. No title to or ownership of any proprietary rights related to the Product and/or Service is transferred to the Client under this Agreement. You agree to secure and protect the Product in a manner consistent with maintaining ISM’s rights therein.
5. PROTECTION AGAINST UNAUTHORIZED USE, WRONGFUL POSSESSION, AND ACCESS. Upon knowledge of any unauthorized possession, use of, or access to the Product or Print Materials, You shall promptly notify ISM and furnish ISM with full details of such knowledge, assist in preventing any recurrence thereof, and cooperate at ISM’s expense in any litigation or other proceedings reasonably necessary to protect the rights of ISM. In the event of any unauthorized use by any of the Client's employees, agents or representatives, You shall use commercially reasonable efforts to terminate such unauthorized use and to retrieve any copies of the Product and/or Print Materials in the possession or control of the person or entity engaging in such unauthorized use. ISM may, at its option and sole expense, monitor any such proceeding and, in such an event, you shall provide such information related to such proceeding as ISM may reasonably request.
6. RELATIONSHIP OF THE PARTIES. This Agreement shall not be construed as creating an agency, partnership, joint venture, or any other form of association, for tax purposes or otherwise, between the parties.
7. SEVERABILITY. Should any provision or part of any provision of this Agreement be void or unenforceable, such provision, or part thereof, shall be deemed omitted, and this Agreement, with such provision or part thereof omitted, shall remain in full force and effect.
8. CHOICE OF LAW AND ENFORCEMENT. These Terms and Conditions and all matters relating to the Product and services related thereto shall be governed by and construed in accordance with the laws of the State of Delaware (without regard to such state’s choice of law rules) and the parties agree to the exclusive jurisdiction of the courts of the State of Delaware to resolve any dispute which may arise between them concerning these Terms and Conditions and the subject matter hereof, without prejudice to ISM’s right to commence any action against the Client in any other applicable jurisdiction. In the event that a lawsuit is filed by ISM to enforce these Terms and Conditions, Client Agrees that this Agreement and any dispute arising there from shall be interpreted under the laws of the state of Delaware. The Client further agrees to and assumes responsibility for the payment of all attorneys' fees and costs associated with any litigation between ISM and Client.
9. NO WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MATERIALS ARE PROVIDED "AS IS" AND ISM DISCLAIMS ALL WARRANTIES, EITHER/WHETHER EXPRESS, OR IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. Without limiting the foregoing, you are solely responsible for determining and verifying that the Product that you obtain, and install is the appropriate version for your model of word processing program, operating system, and computer hardware. In the event that the Product delivered to You by ISM is an inappropriate version for your software and/or hardware, ISM will promptly provide a suitable substitute version once You apprise ISM of the issue. It is not sold with any expectation that ISM will offer or owes the Client any renewals or updates of this products or licenses now or in the future unless updates or renewals are contracted for separately with ISM. DISCLAIMER: ISM PROVIDES MANAGEMENT CONSULTING SERVICES TO PRIVATE-INDEPENDENT SCHOOLS. ISM IS NOT A LAW FIRM, AND NO SERVICE OR INFORMATION PROVIDED BY ISM IN VERBAL OR WRITTEN FORM SHOULD BE CONSTRUED AS LEGAL ADVICE. ISM SPECIFICALLY ADVISES CLIENTS TO CONSULT WITH LEGAL COUNSEL QUALIFIED IN THEIR JURISDICTION REGARDING ALL EMPLOYMENT- AND HUMAN RESOURCES-RELATED LEGAL MATTERS. ALL INTERNET LINKS AND RESOURCES IN THE PRODUCT AND ITS ACCOMPANYING DOCUMENTATION ARE CORRECT AS OF THE PUBLICATION DATE BUT ISM IS NOT RESPONSIBLE IF THEY HAVE BECOME INACTIVE OR OTHERWISE MODIFIED SINCE THAT TIME.
10. CANCELLATION. Gold, Silver, Complementary and Trial Membership Cancellation. You may cancel any membership at any time. However, ISM does not guarantee a refund back on payments made. ISM also reserves the right to change, update, or overrule cancellation policies at any time. If you need to cancel your Membership, please call us at (302) 656-4944 x176 between the hours of 8:30 am and 4:00 pm or email email@example.com.
(a) General Membership Cancellation policy for Gold, Silver and Complementary membership types. Cancellation is a termination of an order or a contract i.e. ISM Enrollment or Renewal Order/Form (via online or mail). All Cancellations must be done within 30 days (known as a 30-day grace period) of the start date of enrollment or renewal for a 100% refund. Any cancellations done 31 days or after the start date of renewal or enrollment will be subject to a partial refund determined by ISM and will factor in services used and amount of time the Client had access to the Membership benefits.
i. Enrollment dates always start on the first of the current month unless it is sent 7 business days before the start of the next month. Then ISM will start membership for the first of the next month.
ii. Renewal (when you are renewing a previously purchased Membership) start dates always start on the day after the expiration date of the previous membership. This should always be the first of the month. If renewal form is sent in after the expiration date (i.e. late) we make the start date the first of the current month unless it is sent 7 business days before the start of the next month. Then ISM will start or renew membership for the first of the next month.
iii. Cancellations done 30 days or prior to the enrollment or renewal date will get a full refund and access to the membership will be disabled within three business days.
iv. Any cancellations done 31 days or after the start date of renewal or enrollment will be subject to a partial refund determined by ISM and will factor in services used and amount of time the Client had access to the Membership benefits. The membership will be disabled within 1-3 business days.
11. AUTO RENEWAL FOLLOWING TRIAL PERIOD. While your trial membership is absolutely free for the specified amount of days following your enrollment, you will be automatically enrolled in, receive, and be charged for a year’s subscription for the enrolled service unless you cancel your membership. Cancellations of trial memberships can be accomplished at any time during the trial following enrollment by submitting the request in writing to firstname.lastname@example.org or calling (302) 656-4944 x176. Failure to cancel during the trial period will result in automatic enrollment in the membership subject to the initial trial.
(a) Prices charged or invoiced upon auto-enrollment are the same as prices for memberships that are purchased without a trial membership. See isminc.com/membership—Silver dues are provided. Gold dues can be calculated by inputting your operating budget in the calculator.
(b) Services provided through a trial membership that is cancelled will be disabled within 1-3 business days from the end date of the trial.
(c) The year’s subscription provided through an auto-enrollment begins on the 1st day of the month following the end of the trial unless otherwise specified by ISM.
(d) Cancellation of Trial Membership. Cancellation is a termination of an order or a contract i.e. ISM Enrollment Order/Form (via online or mail). All Cancellations must be done within 14 business days (known as a 14-day trial grace period) of the start date of enrollment or auto-renewal for a 100% refund. Any cancellations done 15 days or after the start date of renewal or enrollment will not be subject to a refund.
i. All refunds are determined by ISM and will factor in services used and amount of time the Client had access to the Membership benefits.