MICROSOFT LEARNING E-LEARNING WEBSITE TERMS OF USE

Updated:May 2014

Section 1 Notice to Consumers, Customers and End Users

All references to “you” or “your” in these Terms of Use (“TOU”) are to (a) the individual who has an active, valid subscription for Microsoft E-Learning who contracts with Microsoft for the services for their own personal use (“Consumer”), or (b) the organization that that has an active, valid subscription for Microsoft E-Learning who contracts with Microsoft for the services (“Customer”). An “End User” is a Customer’s student, faculty, administrator or employee who is authorized by Customer to use the services. Any End User information Microsoft collects or handles through the services is processed for the Customer. Microsoft is not responsible for the privacy practices of Customer or other third parties. If you are a Customer, you warrant that your End Users will comply with and agree to the terms and conditions of this TOU.

Section 2 Scope, Acceptance of Terms of Use

The TOU is an agreement between you and Microsoft Corporation (or based on where you live one of its affiliates) that describes your rights to use the E-Learning courseware, assessments, training materials, videos, simulations, usage reports, documentation, product information, features, software and services that allow you to view and use content and services (collectively “Services”) that are available via this Website (“Site”). These Services and any updates, enhancements, new features and/or new web properties are subject to these TOU. If any element of the Services has additional terms, conditions or licenses, your use of the Services is conditional based upon your agreement to comply with the additional terms, conditions and licenses. If you do not agree, you may not use that particular Service. Microsoft reserves the right to update these TOU at any time without notice to you. The most current version of the TOU can be found at the “Terms of Use” hypertext link located at the bottom of this Site.

By using or accessing the Services, or by agreeing to these TOU, you agree to abide by the most current version of the TOU without modification by you and you agree to provide notice to your End Users of these TOU.

You may only access or use this Site and Services if you agree to these TOU. If you do not agree, do not access or use these Services .

Section 3 Access to the Services

The enrollment code that Microsoft provides to you (or to your End Users on your behalf) are the subscription credentials (“ Subscription Credentials ”) needed to access or use the Services. These Subscription Credentials are confidential. A Subscription Credential and an email address must be provided for each individual to access the Services for the first time.

Customer may authorize its End Users to use the Services to the extent Customer has an active, valid subscription for Microsoft E-Learning for each End User. In order for an End User to access the Services for the first time, Customer must provide its End User with a link to or Subscription Credential for the Services. These Subscription Credentials are confidential and Company will instruct its End Users as to same. As required by COPPA or other similar laws, Customer, and not Microsoft, must first obtain verifiable parental consent to collect information and open an account for all individuals under the age of 18 to access and use the Services before Customer is authorized to provide any potential End User with access to the Services, or a link to or Subscription Credentials for the Services.

Section 4 Subscription Credentials and Security.

You are solely responsible for: (a) keeping your Subscription Credentials confidential, and (b) any and all activities that occur under your subscription. You must promptly notify Microsoft of any unauthorized use of your Subscription Credentials, your account used to access the Services or any other breach of security. Microsoft will not be liable for any loss that you incur if someone else uses your Subscription Credentials or your account to access the Services, either with or without your knowledge. However, you could be held liable for losses incurred by Microsoft or another party if someone else uses your Subscription Credentials or account.

Customer is solely responsible for: (a) ensuring its End Users keep confidential their Subscription Credentials, and (b) any and all activities that occur under its End Users’ account. Customer will promptly notify Microsoft of any unauthorized use of any of its End Users’ Subscription Credentials, accounts or any other breach of security. Microsoft will not be liable for any loss that Customer incurs for any unauthorized use of its End Users’ accounts, either with or without your knowledge. However, Customer could be held liable for losses incurred by Microsoft or another party if an unauthorized person uses one of your End User’s accounts or Subscription Credentials.

Microsoft may terminate your Subscription if it has been inactive for six months, unless you are a Consumer or Customer that currently has a paid subscription for the Services.

Section 5 Use of the Services

Your access to and use of the Services is for a limited period of time equal to the length of your subscription for the Services, and the Services you can access will vary based upon your role and subscription. The Services have selected areas and features available only to Customer’s administrators/instructors. Any space provided to administrators/instructors is for Customer to assign, manage and track its End Users’ usage of the Site and Services and to generate usage reports.

Consumer may access and use the Services solely for their personal training use and internal evaluation and not for the benefit of any third-party. Consumer may not transfer to a third party, either temporarily or permanently, any rights to access or use the Services.

Customer and its End Users may access and use the Services solely for its End Users’ personal training use and internal evaluation and not for the benefit of any third-party. Customer may not transfer to a third party, except for End Users, either temporarily or permanently, any rights to access or use the Services.

You may not sell subscriptions or access to the Services or otherwise offer access to the Services to the general public.

Section 6 Changes to the Services, Cancellation of the Services

Microsoft continuously works to improve the Services and may change the Services at any time. Additionally, Microsoft may stop providing portions of or all Services.

Microsoft reserves the right to cancel or otherwise limit your or your End Users’ access to any or all Services at any time without notice if Microsoft suspects fraudulent, abusive or unlawful activity that occurs under your End Users’ user name, account, or Subscription Credentials or non-compliance with the TOU. Upon suspension or cancellation, your and your End Users’ right to use the Services stops immediately and you may not be able to retrieve any data and usage reports you have stored on the Services.

Microsoft may permanently delete your data and usage reports from its servers at the end of your subscription term, if your account is closed or if the Services are cancelled. Microsoft does not have any duty to provide you with your data or usage reports and Microsoft will not be liable for any loss or damage you may incur from the deletion of any data or usage reports regardless of whether or not you renew or purchase an additional subscription term for the Services.

Section 7 Services Disruptions and Backup

We strive to keep the Services up and running; however, all online services suffer occasional disruptions and outages, and Microsoft isn't liable for any disruption or loss you may suffer as a result. The Site and/or the Services may be inaccessible due to scheduled and unscheduled reasons, including maintenance updates, power outages, system failures, extended downtime and other interruptions. During such periods, you may be unable to access or use any or portions of the Services.

Section 8 Privacy

8.1 Information Use and Disclosure by Microsoft .

Your privacy is important to Microsoft. Microsoft uses certain information collected from you to operate and provide the Service. As part of the Service, Microsoft may automatically upload information about you and your End Users’ machines, use of the Service and Service performance.Microsoft may access or disclose information about Consumer, Customer and End Users, including the content of communications or content on the Service. Microsoft may do so in order to: (a) comply with the law or respond to lawful requests or legal process; (b) protect the rights or property of Microsoft or its customers, including the enforcement of Microsoft agreements or policies governing your use of the Service; or (c) act on a good faith belief that such access or disclosure is necessary to protect the personal safety of Microsoft employees, customers, or the public.

Personal data collected or otherwise processed by us in the performance of the Service may be transferred to, and stored and processed in, the United States or any other country in which Microsoft or our affiliates or service providers maintain facilities. We abide by the Safe Harbor framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of data from the European Economic Area and Switzerland.

See the Microsoft Learning Website Privacy Statement for disclosures relating to the collection and use of your information when using this Site or the Services.

8.2 Customer’s Acknowledgment.

NOTE: This section only applies if you are a Customer.

If you collect, store, or process personal information when using the Services, you and your End Users will comply with all privacy and data protection laws, taking into account the nature of the information to be processed, as well as the features and limitations of the Services as described in this TOU or as otherwise provided to you.

You warrant that you have obtained or will obtain any required parental consents that may be required for your End Users to participate in the Services. You will not allow personal data to be collected in jurisdictions or industries where the Services attributes described in this Section 8 would make such use contrary to applicable law.

Section 9 Data Sharing Notice

NOTE: This section only applies if you are a Customer.

Microsoft may share with you the usage data for any training your End Users access from this point forward or have accessed through your subscription to the Service. To the extent required by applicable law, you will obtain End Users’ agreement that you are providing them with use of the Service in conjunction with your subscription and that by agreeing to share their usage data in the Service, End Users are allowing their employer/academic institution to view reports on their progress and activity using these training materials.

You will also ensure your End Users agree that if they obtain access to the Services through your subscription, you have additional rights over their account, like the ability to view their account usage or profile data and suspend or cancel their access to the Services.

You will also ensure that End Users understand that if they change employment and/or academic institutions, End Users’ right to access and use the Services may be immediately terminated.

Section 10 Use Restrictions

The Services are only for your and your End Users’ personal use and you may access and use the Services and Site solely as a learning aid to be more proficient using and/or supporting Microsoft technologies. You may be unable to use the Service outside the country associated with your account.

Microsoft may immediately terminate your access to the Services if it believes you shared your Subscription Credentials, used another person or entity’s credentials or account to gain access into the Services, attempted to gain unauthorized access into any restricted or authorized area or if you are not compliant with the TOU.

When using the Services you will and Customer will ensure that its End Users comply with the TOU and all applicable laws. You must also obey any policies, codes of conduct, and notices Microsoft provides, including Microsoft Anti-Spam Policy , which are incorporated into these TOU by this reference. You may not attempt to gain unauthorized access to any services, other accounts, computer systems or networks connected to any server or to any of the Services, through hacking, password mining or any other means. You and your End Users may not obtain or attempt to obtain any Service or information through any means not intentionally made available through the Services. You and your End Users may not use the Services to harm others or the Service. For example, you and your End Users may not :

· transfer to a third party, either temporarily or permanently, any rights to access or use the Services;

· share access to, download, modify, distribute, transmit, display, perform, reproduce, publish, sublicense, create derivative works from or sell any component of the Services;

· use the Services to harm, threaten, or harass another person, organization or Microsoft;

· use any other party’s account or Subscription Credentials to access the Services or interfere with any other party's use and enjoyment of the Services;

· damage, disable, overburden, or impair the Services (or any network connected to the Services);

· resell or redistribute any part of the Services or access to the Services;

· use or attempt to use any unauthorized means to modify, reroute, or gain access to the Services;

· remove, modify, or tamper with any notice, protective message or link that is incorporated into the Services;

· use any automated process or service (such as a bot, a spider, periodic caching of information stored by Microsoft, or meta-searching) to access or use the Services, or to copy or scrape data from the Services;

· obtain (or try to obtain) any data from the Services or related hardware, except the data that Microsoft intends to make available to you; or

· use the Services or related hardware to design, develop, or update unauthorized software.

If Microsoft believes that you or your End User(s) are making unauthorized or improper use of the Services, Microsoft may take such action as it deems appropriate without notice to you. These actions may include blocking messages from a particular Internet domain, mail server, or IP address. Microsoft may at all times: (a) disclose information required to satisfy any applicable law, regulation, legal process, or governmental request; or (b) edit, refuse to post or to remove any information or materials, in whole or in part.

Section 11 Content

Any content that Microsoft makes available as part of the Services is the copyrighted work of Microsoft or its suppliers and is licensed, not sold. Your and your End Users’ use of the content is governed by the terms of the TOU, unless other license terms accompanied or are included with the content, then those terms apply.

Microsoft grants you permission to access and use the content solely for your and your End Users’ personal training use on Microsoft technologies, provided that your and your End Users’ use complies with the TOU and any applicable license terms and you and your End Users do not:

· distribute, reproduce, adapt, modify, link to, post, forward, resell, distribute, transmit, display, disseminate, publish, make derivative works from, sublicense, assign, transfer, lend or sell the content or any portion thereof;

· remove, modify or tamper with any copyright or protective notices or measures;

· post the content on any networked computer for access by any other computer on the network or broadcast it in any media;

· use the content for any commercial purposes; or

· permit any third-party to access or use the content.

Microsoft reserves all rights to the content not expressly granted under this Section 11. Microsoft may at any time and for any reason, without notice, remove any content from the Service. The content is provided for informational purposes only and Microsoft makes no warranties, either express or implied, relating to it.

Some content is licensed to you by third parties. Microsoft does not grant you or your End Users any additional rights (express or implied) for such third party content.

Your license to use the content ends when your right to use the Services end.

Section 12 Use of Software

Third party scripts or code linked to or referenced from this Site are licensed to you by the third parties that own that code, and not by Microsoft.

If you use or receive software from Microsoft as part of the Services (“ service software ”) its use is governed by one of two sets of license terms (the “license terms ”): if you're presented with a license for the service software, the terms of that license apply; if no license is presented to you, the terms of the TOU apply. Microsoft reserves all other rights to the service software not expressly granted by Microsoft under the license terms, whether by implication, estoppel or otherwise.

If this Site provides any software (such as JavaScript) to your computer's browser and does not include a license agreement, then Microsoft grants you the right to use that software solely to interact through your browser with this Site and to pass through such right to your End Users. Other parties’ scripts and code linked to or referenced from this Site are licensed to you and your End Users by the parties that own such code, not by Microsoft.

Section 13 Intellectual Property Rights

Microsoft and its suppliers retain all right, title and interest in and to the Site and the Services, including all copyrights, patents, trade secrets, trademarks and other intellectual property rights. The TOU do not grant or imply any rights to any Microsoft or supplier trademarks, trade names or logos. Microsoft reserves all rights not expressly granted under these TOU and no other rights are granted.

Section 14 Support

To obtain support for the Services:

If you obtained your subscription via Microsoft Software Assurance, please go to http://onlinelearning.microsoft.com/?whr=default#contactUs .

For all others, please go to http://imagineacademy.microsoft.com/?whr=default#contactUs .

Section 15 No Warranty

MICROSOFT AND ITS AFFILIATES, SUPPLIERS AND VENDORS MAKE NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE SERVICES. WE PROVIDE THE SITE AND SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” MICROSOFT DOESN'T GUARANTEE THE ACCURACY, reliability, availability or timeliness Of the services or information available from the services, that the services will be uninterrupted, secure, error-free or that data loss will not occur. YOU ACKNOWLEDGE THAT COMPUTER AND TELECOMMUNICATIONS SYSTEMS ARE NOT FAULT-FREE AND OCCASIONAL PERIODS OF DOWNTIME OCCUR. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, MICROSOFT DISCLAIMS ANY IMPLIED WARRANTIES WITH REGARDS TO THE SERVICES AND SITE, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW that these terms cannot change.

Section 16 Limitation of Liability

You can recover from Microsoft and its affiliates, suppliers and vendors for all successful claims only direct damages up to U.S. $5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES OR LOSSES, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE. These limitations apply even if this remedy doesn't fully compensate you for any losses or fails of its essential purpose or if Microsoft knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything related to the Site, Services, loss of data, third-party programs and websites, delays or failures in using the Services, claims for breach of contract, warranty, guarantee, or condition; strict liability; negligence; misrepresentation or omission; trespass; violation of statute or regulation; or unjust enrichment. Some or all of these limitations or exclusions may not apply to you if your state, province, or country doesn't allow the exclusion or limitation of incidental, consequential, or other damages. You will pass through these limitations of liability provisions to your End Users.

Section 17 Geographic and Export Restrictions

You may access and use the Services only in the region in which it was acquired. The Services are subject to U.S. export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the Services. These laws include restrictions on destinations, end users and end use. For additional information, see www.microsoft.com/exporting .

Section 18 Copyright Claim Notice and Procedure

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to the Services provider's designated agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL NOT RECEIVE A RESPONSE. For details and contact information see Notice and Procedure for Making Claims of Copyright Infringement at http://www.microsoft.com/info/cpyrtInfrg.htm .

Section 19 Links to Third Party Sites

The Service may contain links to third-party websites. The linked sites are not under the control of Microsoft, and Microsoft is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. Links are only provided as a convenience, and the inclusion of a link does not imply endorsement by Microsoft of the linked site. You are solely responsible for your dealings with third-parties (including advertisers). Your use of third-party websites or services may be subject to that third-party’s terms and conditions.

Section 20 Notices

You consent to Microsoft providing you and your End Users’ notifications about the Services or information the law requires us to provide via email to the address that you and your End Users specified when you and your End Users signed up for the Services. Notices emailed to you and your End Users will be deemed given and received when the email is sent. If you or your End Users don't consent to receive notices electronically, you or your End Users must stop using the Services.

Section 21 Governing Law

If you acquired your E-Learning subscription under an existing written Microsoft agreement, then the governing law provisions in that agreement will apply. For example, if you obtain your E-Learning subscription under a Microsoft volume licensing agreement, then the governing law provision in your volume licensing agreement will apply.The following will apply in all other cases:

a.United States. If you acquired your E-Learning subscription in the United States, Washington state law governs the interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles. You irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in King County, Washington, USA, for all disputes arising out of or relating to this TOU.
b.Outside the United States. If you acquired your E-Learning subscription in any other country, the laws of that country apply.

Microsoft trademark information is available at here .

Piracy questions can be routed to piracy@microsoft.com or by calling 1-800-R-U-LEGIT.