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Lesson TutorTM
Legal
Guidelines
Consultant Publishing
Agreement
August 24,2000
1. Acceptance of Terms
Please read this Consultant
Publishing
Agreement (the "Agreement") carefully before you ("you" or
"Consultant")
enroll as a member of Lesson Tutor TM's
("Lesson Tutor") Consultant
Program
(the "Program"). By enrolling as a member in the Program, you agree
that
you have read, understand and agree to comply with the terms and
conditions
of this Agreement.
2. Eligibility
In order to participate in
the Program,
you must be an individual at least 18 years of age. You must be the
sole
author of all articles submitted for publication and must have the
power
to enter into this Agreement.
3. Ownership of Content
The Program is a
self-publishing
model. You retain all copyrights in all content, articles or materials
("Content") submitted for publication through the Program. Previously
published
Content may be submitted for publication through the Program as long as
you own the rights to publish the Content on this site. Subject to
terms
and conditions of this Agreement, Lesson Tutor does not edit or
pre-approve
Content submitted by you for publication. Lesson Tutor may, in its sole
discretion, remove any content whose legal ownership or copyright is in
dispute.
4. License
You grant Lesson Tutor a
non-exclusive
worldwide license to display, copy, publish, distribute, transmit and
sell
digital reproductions of all Content submitted by you for publication
through
the Program. You acknowledge and agree that Lesson Tutor has the right
to grant Internet users a license to make a single copy of Content for
their own personal, non-commercial use and to e-mail a copy of Content
to other individuals for their own personal, non-commercial use. You
further
acknowledge and agree that Lesson Tutor may assign this license to its
third party affiliates and partners. Lesson Tutor may modify submitted
Content as necessary to format the content for publication on the web
page.
Copies of Content created by Lesson Tutor shall carefully reproduce the
content, layout and pagination specified in the Content submitted by
you,
except that Lesson Tutor may (i) place advertising on Content and (ii)
may include a notice, along with Lesson Tutor's logo, stating that the
Content was published and distributed by Lesson Tutor. Any advertising
or notice placed on Content by Lesson Tutor shall not cause confusion
as
to the proper authorship, ownership, and origin of the Content. You
acknowledge
and agree that this Agreement may be assigned by Lesson Tutor in
connection
with a merger, acquisition or sale of substantially all of its assets.
5. Editing Content after
Publication
Once Content has been
published
on this site, you retain the right to edit the Content, provided that
the
Content is not edited in such a manner as to substantially remove the
Content
from this site. Lesson Tutor shall not be obligated to reproduce such
subsequent
edits made to Content on any copies of the Content already published,
distributed,
transmitted or sold by Lesson Tutor.
6. Prohibited Content
You may not submit for
publication,
and Lesson Tutor may remove from publication or recategorize, any
Content
that Lesson Tutor, in its sole discretion, considers:
a) unlawful, harmful,
threatening,
vulgar, profane, abusive, harassing, obscene, pornographic, defamatory,
tortuous, or otherwise objectionable;
b) may violate any
applicable local,
state, national or international law;
c) substantially an
advertisement,
or any advertising for a third party;
d) part of any third-party
referral
program;
e) part of any attempt to
use artificial
means, including, but not limited to, automated page viewers,
repetitive
access to Content by the same Internet user(s), or any other manual or
automated arrangement unrelated to the merits of the Content;
f) essentially void of any
substantially
meaningful content or purpose;
g) a duplicate of an article
previously
published by you on Lesson Tutor, or an article that is substantially
the
same as a previously published article;
h) titled or filed in topic
categories
inappropriately;
i) detrimental in any way to
the
Lesson Tutor web site or business; or
j) contrary to the purpose
of the
Lesson Tutor web site.
7. Rating System
All content submitted for
publication
through the Program shall automatically participate in Lesson Tutor's
article
rating system. Lesson Tutor reserves the right to change the rating
system
at Lesson Tutor's discretion.
7. Disclosure of
Consultant's Account
Information
By accepting the terms of
this Agreement,
you authorize Lesson Tutor to disclose your personal information: (i)
to
Lesson Tutor's agents (such as independent auditors, attorneys or
consultants);
(ii) where necessary to comply with a court order or request of a
government
agency.
8. Termination or
Modification of
the Program
LessonTutor reserves the
right to
terminate the Program at any time upon thirty (30) days notice to you.
Such notice of termination shall be made to you via e-mail to the
address
provided by you during the registration process and via publication on
this Site. LessonTutor reserves the right to modify the terms of this
Agreement
from time to time, and without notice to you. Your continued
participation
in the Program following such modification shall be deemed your
acceptance
of the modification. Any modification of this Agreement is deemed
effective,
valid and enforceable upon publication of the modified version of the
Agreement
on the LessonTutor web site. While LessonTutor will attempt to make
reasonable
efforts to notify you by e-mail of any modifications to this Agreement,
it is your obligation to periodically review the online version of this
Agreement to determine whether the Agreement has been modified.
9. Termination of
Consultant's Participation
in Program by LessonTutor
LessonTutor may indefinitely
suspend
or terminate your participation in the Program if Lesson Tutor
believes,
in its sole discretion, that you have violated any term or provision of
this Agreement or that you, or someone on your behalf, has engaged in
fraudulent
conduct relating to the Program. If your account is terminated by
Lesson
Tutor, you may not re-register as a Consultant under a new account
unless
invited by Lesson Tutor to do so.
10. Termination of
Consultant's Participation
in Program by Consultant
Upon ninety (90) days notice
by
Consultant to Lesson Tutor that Consultant wishes to terminate this
Agreement,
Lesson Tutor shall remove all articles provided by Consultant from the
site and obligations under this Agreement. Notice may be given by
writing
to Lesson Tutor at headmistress@lessontutor.com.
11. Relationship Between
Consultant
and Lesson Tutor
The parties are independent
contractors
and nothing in this Agreement, the User Agreement or the Privacy Policy
shall be deemed to make either party an agent, employee, partner or
joint
venturer of the other. Neither party shall have the authority to bind,
commit, or otherwise obligate the other party in any manner.
12. Nontransferability.
The terms of this Agreement
and
any rights provided by this Agreement may not be transferred or
assigned
by you without the written consent of Lesson Tutor.
13. Warranties by
Consultant
You warrant to Lesson Tutor
that
you are the sole owner of all Content and all related intellectual
property.
You further warrant that neither the Content nor the rights granted to
Lesson Tutor by this Agreement will (i) violate any copyright or other
intellectual property rights of any third party; (ii) violate any
contract
or agreement to which you are bound; or (iii) violate any applicable
law
or regulation.
14. Disclaimer of
Warranties by Lesson
Tutor
YOUR USE OF THIS WEB SITE IS
AT
YOUR OWN RISK. THE SERVICES PROVIDED ON THIS SITE ARE PROVIDED ON AN
"AS
IS" AND "AS AVAILABLE" BASIS. LESSON TUTOR MAKES NO REPRESENTATIONS OR
WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS
SITE, ITS CONTENTS, ANY INFORMATION MADE AVAILABLE ON THIS SITE,
MATERIALS
OR SERVICES OFFERED ON THIS SITE. LESSON TUTOR DISCLAIMS ALL
WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT
WITH RESPECT TO ALL OF THE FOREGOING. FURTHERMORE, LESSON TUTOR DOES
NOT
MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE
OF
THE SERVICES OFFERED ON THIS SITE OR THE RELIABILITY OR ACCURACY OF ANY
INFORMATION AVAILABLE ON THIS SITE. LESSON TUTOR DOES NOT WARRANT THAT
USE OF THIS SITE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, THAT
MESSAGES
OR REQUESTS WILL BE DELIVERED, THAT DEFECTS WILL BE CORRECTED, OR THAT
THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF
VIRUSES
OR OTHER HARMFUL COMPONENTS. BY USING THIS SITE, YOU AGREE THAT ANY
MATERIAL
AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED FROM THIS SITE IS DONE AT
YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE
FOR
ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM
THE
DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
15. Limitation of
Liability
IN NO EVENT WILL LESSON
TUTOR, ITS
AFFILIATES, LICENSORS OR OTHER THIRD PARTIES MENTIONED ON THIS SITE BE
LIABLE FOR ANY DAMAGES WHATSOEVER INCLUDING BUT NOT LIMITED TO DIRECT,
INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING
THOSE
RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION)
ARISING
OUT OF THE USE OF THIS SITE, ANY WEB SITES LINKED TO THIS SITE.
16. Indemnification
You agree to indemnify,
defend and
hold harmless LessonTutor and its affiliates, agents, directors,
officers,
employees, and licensors from any claim or demand made by any third
party
due to or arising out of your Content or your violation of any term of
this Agreement, the User Agreement or any applicable law.
17. Governing Law
This Agreement and disputes
arising
out of or relating to this Agreement or the Program shall be governed
by
and construed in accordance with the laws of the Province of
Ontario.
18. General
This Agreement, together
with the
Privacy Policy and Terms of Use Agreement posted on this site,
constitute
the entire agreement between you and Lesson Tutor concerning the
Program.
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