Effective 2023-11-03

Thank you for your interest in Axim Collaborative (“Axim,” “we” or “us”). These Terms of Service (the “Terms”) apply to the axim.org (“Axim Site”) and openedx.org (“Open edX Site”) website domains and subdomains (together, the “Sites,” each, a “Site”) and apply to all visitors and users of the Sites.

Please read the Terms prior to using any portion of the Site, as the Terms are an agreement between you and us and set forth our legal obligations to each other.

The Sites are only available to users who can form legally binding contracts under applicable law. By accessing or using the Sites, you represent and warrant that (a) you are over the age of majority in the state or country where you are a resident or citizen and (b) if you are using the Sites on behalf of a legal entity (such as your employer), you are authorized to accept these Terms on that entity’s behalf, and “you” and “your” will refer to that entity. If you do not have such authority or if you do not understand or do not wish to be bound by the Terms, you should not use the Site. Any use or access by anyone under the age of 13 is prohibited.

Conduct and Standards. You agree that you are responsible for your own use of the Sites, and in using the Sites, will comply with all applicable laws, regulations, and third-party rights (including without limitation laws regarding the import or export of data or software, privacy, copyright, and local laws). You agree to comply with the Open edX Community Code of Conduct in all participation with the Open edX community.

AS A CONDITION OF USING THE SITES, YOU AGREE NOT TO:

• interfere with any other party’s use and enjoyment of the Sites;

• scrape, or otherwise download in bulk, any Site content;

• encourage or promote illegal activity or violation of third-party rights;

• share your password or let anyone else access or compromise your account (if you have one);

• use the Sites in any manner intended to damage, disable, overburden, or impair any server we use, or the network(s) connected to any server we use;

• gain, or attempt to gain, unauthorized access to the Sites, other accounts, computer systems, or networks connected to any server we use through hacking, password mining, or other means; or

• use the Sites with the intent of misleading others or to promote any intentionally inaccurate information.

THE FOLLOWING ITEMS ARE STRICTLY PROHIBITED ON THE SITES:

• Content that defames, harasses, or threatens others;

• Content that is profane, pornographic, obscene, or indecent;

• Content related to partisan political activities;

• Advertising or any form of commercial solicitation (except only as we may permit);

• Content that violates the law, infringes anyone’s intellectual property rights, violates anyone’s privacy, or breaches agreements that you have with others; and

• Content that contains malicious computer code, such as viruses, trojan horses, worms, time bombs, corrupted files, malware, spyware, or any other similar software that may damage the operation of another’s computer or property.

Our Content. The Sites include content that belongs to us and is protected by United States and foreign copyright laws. You may use our content as permitted by these Terms. Unless otherwise expressly stated on the Sites, all content on the Sites is for your personal use only. By using the Site, you do not acquire ownership of any rights in the Sites or their content. All rights in the Sites and their content, if not expressly granted, are reserved. All names, logos, seals, and other trademarks and service marks that appear on the Sites are the property of their respective owners. Nothing contained on the Sites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark or service mark displayed on the Sites without the written permission of the owner of the applicable trademark or service mark. With respect to our names, trademarks, service marks, and logos, you must obtain our written permission for usage. You may not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices that appear on the Sites.

Third party content. The Sites may be integrated with third-party services or include hyperlinks to websites maintained or controlled by third parties. We and the Axim Participants (as defined below in the section titled “Disclaimer of Warranty”) are not responsible for and do not routinely screen, approve, review, or endorse the contents of or use of any of the products or services that may be offered by such third parties. If you decide to access any third-party services or linked third-party websites, you do so at your own risk.

Termination. You may terminate your use of or participation in the Sites at any time. You agree that we, in our sole discretion, may terminate these Terms or your use of the Sites at any time, for any reason or no reason, without notice or liability. Upon any termination of the Terms or your or our termination of your use of the Sites, you shall not be relieved of any obligations arising or accruing prior to such termination, and all provisions of the Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.

Updates. We reserve the right to modify the Terms at any time without advance notice. Any changes to the Terms will be effective immediately upon posting on this page, with an updated effective date. By continuing to use the Sites after any changes have been made, you signify your agreement on a prospective basis to the modified Terms and all the changes. Be sure to return to this page periodically to ensure familiarity with the most current version of the Terms.

Disclaimer of Warranty; Limitation of Liability. THE SITES AND ANY INFORMATION, CONTENT, SERVICES AND PRODUCTS MADE AVAILABLE ON OR THROUGH THE SITES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND (EXPRESS, IMPLIED OR OTHERWISE), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, EXCEPT INSOFAR AS ANY SUCH IMPLIED WARRANTIES MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW.

WE AND THE AXIM PARTICIPANTS (AS DEFINED BELOW) DO NOT WARRANT THAT THE SITES WILL OPERATE AND BE MADE AVAILABLE IN AN UNINTERRUPTED OR ERROR-FREE MANNER, THAT THE SITES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE CONTENT PROVIDED ON THE SITES WILL MEET YOUR NEEDS OR EXPECTATIONS. WE AND THE AXIM PARTICIPANTS ALSO MAKE NO WARRANTY ABOUT THE ACCURACY, COMPLETENESS, TIMELINESS, OR QUALITY OF THE CONTENT INCLUDED ON THE SITES OR THAT ANY PARTICULAR CONTENT WILL CONTINUE TO BE MADE AVAILABLE. “AXIM PARTICIPANTS” MEANS MIT, HARVARD, AND ALL ENTITIES PROVIDING INFORMATION, CONTENT, OR SERVICES FOR THE SITES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT NEITHER WE NOR ANY OF THE AXIM PARTICIPANTS WILL BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES, EITHER ACTUAL OR CONSEQUENTIAL, ARISING OUT OF OR RELATING TO THE TERMS OR YOUR USE OF THE SITES, WHETHER YOUR CLAIM IS BASED IN CONTRACT, TORT, STATUTORY OR OTHER LAW.

IN PARTICULAR, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR ANY OF THE AXIM PARTICIPANTS WILL HAVE ANY LIABILITY FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, OR INCIDENTAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE AND WHETHER OR NOT WE OR ANY OF THE AXIM PARTICIPANTS HAVE BEEN NEGLIGENT OR OTHERWISE AT FAULT (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR DEFAMATION, ERRORS, OR LOSS OF PROFITS).

EXCEPT FOR LIABILITY THAT WE CANNOT LIMIT BY LAW, WE AND THE AXIM PARTICIPANTS LIMIT OUR LIABILITY TO YOU TO US$100. NEITHER WE NOR THE AXIM PARTICIPANTS ARE LIABLE FOR THE CONDUCT OR CONTENT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF OUR SITES, SERVICES, OR PRODUCTS.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

Indemnification. To the maximum extent permitted by applicable law, you agree to defend, hold harmless and indemnify us and the Axim Participants, and our and their respective subsidiaries, affiliates, officers, faculty, students, fellows, governing board members, agents and employees from and against any third-party claims, actions or demands arising out of, resulting from or in any way related to your use of the Sites including without limitation any liability or expense arising from any and all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature. In such a case, we or the applicable Axim Participant will provide you with written notice of such claim, action, or demand.

Additional Legal Terms. These Terms constitute the entire agreement between you and us with respect to your use of the Sites. In the event of any conflict between these Terms and a direct agreement that you may have with us, the direct agreement will control. Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision and the other provisions of the Terms shall remain in full force and effect. The Terms do not create any third-party beneficiary rights or any agency, partnership, or joint venture. For any notice provided to you by us under the Terms, we may notify you via the email address associated with your use of the Sites.

You agree that the Terms and any claim or dispute arising out of or relating to the Terms will be governed by the laws of the Commonwealth of Massachusetts, excluding its conflicts of law provisions. You agree that all such claims and disputes will be heard and resolved exclusively in the federal or state courts located in and serving Cambridge, Massachusetts, U.S.A. You consent to the personal jurisdiction of those courts over you for this purpose, and you waive and agree not to assert any objection to such proceedings in those courts (including any defense or objection of lack of proper jurisdiction or venue or inconvenience of forum). Notwithstanding the foregoing, you agree that we shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

Digital Millennium Copyright Act. Copyright owners who believe their material has been infringed on the Sites should contact our designated copyright agent at dmca-agent@axim.org or at Axim Collaborative, One Broadway, 14th Floor, Cambridge, MA 02142, Attention: General Counsel. Notification must include:

• Identification of the copyrighted work, or, in the case of multiple works at the same location, a representative list of such works at that site.

• Identification of the material that is claimed to be infringing or to be the subject of infringing activity. You must include sufficient information for us to locate the material (e.g., URL, IP address, computer name).

• Information for us to be able to contact the complaining party (e.g., email address, phone number).

• A statement that the complaining party believes that the use of the material has not been authorized by the copyright owner or an authorized agent.

• A statement that the information in the notification is accurate and that the complaining party is authorized to act on behalf of the copyright owner.

Contact Information. If you have questions about these Terms, please contact us at privacy@axim.org. You may also write to us at: ATTN: PRIVACY, Axim Collaborative, One Broadway, 14th Floor, Cambridge, MA 02142 USA.

ADDITIONAL TERMS FOR USERS OF THE OPEN EDX SITE:

Your Content. All content that a user, including you, submits, posts, publishes, distributes, or otherwise provides on or via the Open edX Site is “User Content.”

By providing your User Content, you hereby grant to us a worldwide, non-exclusive, transferable, assignable, sublicensable, fully paid-up, royalty-free, perpetual, irrevocable right and license to host, transfer, display, perform, reproduce, modify, distribute, redistribute, relicense, and otherwise use, make available, and exploit your User Content, in whole or in part, in any form and in any media formats and through any media channels (now known or hereafter developed).

By providing your User Content, you also affirm, represent, and warrant that (1) you have the necessary rights, licenses, consents, and/or permissions to reproduce and publish your User Content and to authorize us to reproduce, modify, publish, and otherwise use and distribute your User Content in a manner consistent with the license granted by you above, and (2) neither your submission of your User Content nor our exercise of the license granted above will infringe or violate the rights of any third party.

You, and not us, are solely responsible for your User Content and the consequences of posting or publishing it. We reserve the right to block, remove, and/or permanently delete your User Content for any reason at our discretion.

Other Content. You understand that when using the Open edX Site, you may be exposed to User Content from a variety of sources, that such User Content does not necessarily reflect our own views, and that we are not responsible for the accuracy, usefulness, reliability, or intellectual property rights of or relating to such User Content. You may not use User Content without permission from the author or as allowed by law. You further understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, or objectionable and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against us or any of the Axim Participants (as defined above in the section titled “Disclaimer of Warranty”) with respect thereto. Neither we nor any of the Axim Participants endorse any User Content or any opinion, recommendation or advice expressed therein. Neither we nor any of the Axim Participants have any obligation to monitor User Content or other user communications through the Open edX Site.

We reserve the right to review, edit, and remove, in whole or in part, any User Content at any time and for any reason in our sole discretion and without notice. Without limiting the foregoing, upon receiving notice from a user or a content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content.

User Accounts. Some of the services and products on the Open edX Site may enable you to create a user account. In setting up your user account, you represent that all information provided by you is accurate and current. You agree to maintain and update your information to keep it accurate and current. Questions and requests related to accounts on the Open edX Site should be emailed to oscm@axim.org.

Updates.

2023-11-13

Full version of Axim Site launched with uniform Terms of Service across both Sites, based on the Terms from the Open edX Site with the following edits: (1) clarified scope as applying to both Sites, (2) updated the list of standards and prohibitions for conduct on the Sites, (3) removed references to Site personalization, as this is not a current practice, (4) reordered and streamlined some language and sections (without substantive changes) and (5) added references to both Sites throughout the Terms.

2023-02-08

Interim version of Axim Site launched with basic Terms of Service.

Changes to the Terms of Service on the Open edX Site:

2023-04-14

Replaced references to “tCRIL” and “The Center for Reimagining Learning” with “Axim” and “Axim Collaborative”.

2022-05-12

Replaced references to “tCRIL” with “us,” “we,” and “our,” and clarified our current operations, including: (1) scope of intended users of the Open edX Site (i.e., not minors), (2) rules of conduct that include not sharing passwords and not scraping content, (3) new information about user accounts and requirements for your use of these accounts, (4) new information about content on the Open edX Site, including requirements of your and our use of other people’s content on the Open edX Site and our rights to remove content at our discretion, and, (5) clarification that we may terminate any use of the Open edX Site at our discretion, (6) DMCA rights and processes, and (7) our updated contact information.

2022-03-09

Replaced references to “edX” with “Axim Collaborative”