1. Registering as a User
Some of what is on the Site is viewable without registering, but to use the software or services (the “Services”) offered by MGME LLC through or from the Site, you must register as a user (a “User”) of the Services. If you are not registered with us as a User, please click here (www.MGME LLC.com/subscribe) to register and become eligible to use the Services.
When you register on the Site, you will be asked to provide your name, email address and other information that we request, all of which will become part of your Profile, and which you can add to or change from time to time. You will also be asked to select a user name and password which will serve to identify you each time you visit the Site and allow you to access your account and the Services.
2. Using the Services
Except as MGME LLC otherwise agrees, the Site and the Services are intended for your personal use in accordance with these TOU. You agree that you will not (i) copy, display or distribute any part of the Site, in any medium, without MGME LLC’s prior written consent, or (ii) alter or modify any part of the Site other than as may be reasonably necessary to use the Site for its intended purpose and as is expressly permitted by MGME LLC or the Site.
You are responsible for all use of the Site and for all use of your user name, password and any other information you provide to MGME LLC that relate to your access to the Site or your Profile (“Credentials”), including use by others to whom you have given your Credentials. You are responsible for keeping your password confidential and for notifying us if you become aware that your password has been hacked, stolen or known to others. You may notify us by through email at admin@MGME LLC.com. Except as MGME LLC otherwise agrees, you may use the Site and the Services for lawful, non-commercial purposes only. You may not use the Site in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party’s use and enjoyment of the Site or the Services.
You shall not
(i) permit any additional party to access the Services,
(ii) create derivative works based on the Services,
(iii) copy, frame or mirror any part or content of the Services,
(iv) reverse engineer the Services, or
(v) access the Services in order to (a) build a competitive product or service, or (b) copy any features, functions or graphics of the Services. You will not share the content at the Site or the Services with any other party. You further agree that you will not use any automated devices, such as spiders, robots or data mining techniques to catalog, download, store or otherwise reproduce, store or distribute content available on the Site, or to manipulate the Site or the Services, or otherwise exceed the limited access granted to you by MGME LLC. You will take no action to interfere with, interrupt, destroy or limit the functionality of the Site or any computer software or hardware or telecommunications equipment. You will not distribute or transmit any content or software or other computer files that contain a computer virus or other harmful component.
Access to Course Content
You shall be allowed to use the Licensed Materials for the specific course(s) and matter to which you have subscribed. Each course has its own subscription fees and course duration. You are not allowed to access the content of courses to which you have not subscribed other than in a trial format.
Restriction Against Transfer
You are not allowed to sublicense, assign, share, sell, rent, lease, or otherwise transfer your right to use the Licensed Materials. All accounts at Board Vitals, Inc. are monitored for multiple logons. In the event that Board Vitals, Inc. believes in its sole discretion that an account is being used by multiple users at the same time, Board Vitals, Inc. reserves the right to terminate that account without any notice or refund. We also retain the right to sue on grounds of breach of contract. Therefore, please do not disclose your account details to anyone else.
In the event that you breach any term of this Agreement, Board Vitals, Inc. may in its sole discretion terminate this Agreement, your access to the site, and its provision of services to you without refund, and Board Vitals, Inc. reserves the right to seek all remedies available by law and in equity for such breaches.
3. Changing the Services
We may from time to time add new services to the Services, substitute a new service for one of the existing Services, or discontinue or suspend one of the existing Services. Information about the new services will be included on the Site, and the users of new services will be governed by these TOU. You agree that MGME LLC will not be liable to you or any third party for any suspension or discontinuation of any of the Services. We reserve the right, for any reason, in our sole discretion, to terminate, change, suspend or discontinue any aspect of the Site or Services, including, but not limited to, content, features or hours of availability. We may also impose limits on certain features of the Site or Services or restrict your access to part or the entire Site or Services without notice or penalty. Without limiting the foregoing, we reserve the right to impose without notice limits on any one individual’s use of the Site based on our determination of the amount of use that is reasonable for an individual and not to allow use beyond any such limits. You agree that we are entitled to so limit your use.
4. Use of Site to Obtain Services
Users are entitled to use the Services under subscriptions (“Subscriptions”) for those Services. There are generally two different types of Users – Individual Users who personally pay the applicable fees (“Subscription Fees”) for the Services requested and Supported Users who have their Subscription Fees paid by a school or other educational institution (a “School”) in which they are enrolled or with which they are connected. If you register as a User, you will be asked to identify whether you are an Individual User or Supported User for the Services you request.
If you are an Individual User for a Service, you will also be asked for information regarding your method of paying for your Subscription for that Service. If you are a Supported User for a Service, you will be asked for information concerning your School. It is possible to be an Individual User for some Services and a Supported User for other Services.
In order to use the Services as an Subscribed User, you will be required to provide a valid credit card or other payment method acceptable to MGME LLC and your billing address. In providing MGME LLC with information regarding a credit card or other designated method of payment that can be charged or debited, you authorize MGME LLC to charge or debit that card or method for all charges payable for your Subscription for any Services purchased by you as an Individual User if and when those charges are billable. If your credit card expires or your payment method is or otherwise becomes invalid, MGME LLC may at its option terminate your subscription at that time. In any case, including if MGME LLC does not immediately terminate your Subscription, you will remain responsible for all fees and charges. You will also be responsible for all costs MGME LLC incurs in connection with the collection of unpaid amounts, including court costs, attorneys’ fees, collection agency fees and any other associated costs.
You to the extent you are an group user will pay all charges in accordance with the fee schedule (the “Fee Schedule”) MGME LLC from time to time posts on the Site or otherwise provides to you by notice. Unless otherwise indicated in the Fee Schedule, all fees and charges specified are nonrefundable whether or not you actively use the Services for which you subscribe. If you as an Subscribed User elect to discontinue use of the Services or MGME LLC terminates your use because you have violated or breached any terms of this TOU, no refund will be given for the unused portion of any fees previously paid by you.
Your access to the Site and Services shall commence when you activate your Subscription by your initial use (or as otherwise provided when you register to be a User, order a Service or renew your Subscription), and shall expire automatically at the end of your term (“Subscription Term”) of your Subscription, which shall be as provided in the applicable Fee Schedule, if you are an Individual User, or in MGME LLC’s agreement with your School. If you are an Individual User and no term is stated in the applicable Fee Schedule, the term will expire on the one year anniversary of the activation of your Subscription.
6. Consent to Use and Share Certain Information
When you access content on the Site or use the Services, we collect personal information, including, but not limited to, information about the test questions you complete, your performance on practice tests, and your progress toward completion of assignments and improvements in your results (“Performance Data”).
To the extent you are an Individual User, your Performance Data will when identified with your name or other information that link the Performance Data directly to you remain private and confidential although we may use that Performance Data to provide, maintain, protect and improve our Services to you and for our internal purposes, such as improving our Services or developing new Services. In addition, your Performance Data may be aggregated in a non-personally identifiable way with other User’s Performance Data (“Aggregated Data”) for our internal use and for disclosure to third parties. For example, we may share such information publicly to show trends about the general use and functionality of the Services. If you are a Supported User your individual Performance Data identified as belonging to you will be available to your School and in accordance with your School’s instructions to us, the School’s employees and contractors; by accessing and using the Services as a Supported User, you consent to allow free exchange of Performance Data between MGME LLC and your School and its employees and contractors.
7. User Content
If you submit any content to us through the Site other than the Performance Data, regardless of the form or medium, (collectively, “Non-Performance User Content”), you grant MGME LLC a non-exclusive, perpetual, irrevocable, world-wide, royalty-free, license to use, publish, publicly display and sublicense that Non-Performance User Content, in whole or in part, in original form or as edited or modified by us, in all languages, forms and media, on the Site and elsewhere, unless otherwise agreed to in writing.
You agree not to post or transmit any information through the Site which
(i) infringes the rights of others or violates their privacy or publicity rights,
(ii) is unlawful, threatening, abusive, defamatory, libelous, vulgar, obscene, profane, indecent or otherwise objectionable,
(iii) is protected by copyright, trademark or other proprietary right without the express written permission of the owner of such right,
(iv) contains unauthorized or malicious software such as viruses. You shall be solely liable for any damages resulting from your infringement of any copyright, trademark or other proprietary right, or any other harm caused by your use of the Site or your Non-Performance User Content.
The Site may contain links to other websites. These links are provided for informational purposes and/or convenience only, and MGME LLC does not endorse and assumes no responsibility or liability for your use of links provided on the MGME LLC or liable for the content or accuracy of these other sites. Your use of the websites of other parties is at your own risk and subject to the terms and conditions of use for those sites.
9. Disclaimers and Limitations of Liability
THE SITE, INCLUDING, WITHOUT LIMITATION, ALL SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED “AS IS,” “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, or regarding AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR REGARDING RESULTS OR PERFORMANCE THAT WILL BE ACHIEVED BY USERS OR SCHOOLS OR AS A RESULT OF USE OF ANY OR ALL OF THE SERVICES, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED.
WE DO NOT WARRANT THAT THE SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS’ OR SCHOOLS’ REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE. YOU SHOULD NOT RELY ON THE SITE TO MAINTAIN ANY USER SUBMISSION; YOU SHOULD RETAIN ALL SUCH DATA AND INFORMATION IN YOUR OWN RECORDS FOR USE IN THE EVENT THAT THE SITE FAILS OR IS UNAVAILABLE, OR THE DATA OR INFORMATION IS LOST.
IN NO EVENT SHALL MGME LLC. OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE “PROTECTED ENTITIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE SERVICES OR CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, OR ANY APPLICATIONS, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE.
10. Additional Terms
11. Proprietary Rights
The Site and all material published on the Site, including, but not limited to text, photographs, video, text, graphics, music, sounds, messages, comments, ratings, and other materials is owned by MGME LLC or its licensors and is protected by copyright, patents, trademarks, trade secrets and/or other proprietary rights, including under the United States copyright laws. MGME LLC owns a copyright in the selection, coordination, arrangement and enhancement of such content and a copyright in the Site.
All trademarks and service marks appearing on the Site (“Marks”) are trademarks of their respective owners, including MGME LLC and its partners. Unless otherwise indicated, all trademarks and service marks found on the Site are trademarks of MGME LLC. Users are prohibited from using any Marks without the written permission of MGME LLC or any third party that may own the Marks.
Content on the Site and Services provided through the Site are provided AS IS and except as otherwise expressly agreed by MGME LLC they are for your information and personal use only. You may not publish, transmit, distribute, perform, sell, create derivative works of, or in any way exploit, any of the content or information you receive as part of the Services, in whole or in part, without MGME LLC‘s prior written consent. You may download content for your personal, non-commercial use only as provided in these TOU, provided that you keep intact all copyright and other proprietary notices. Copying or storing of content for other than personal use is expressly prohibited without prior permission from us or the copyright holder identified in any copyright notice contained in the content.
12. Choice of Law
Every provision of these TOU is intended to be severable. In the event a court or agency of competent jurisdiction determines that any term or provision contained in these TOU is illegal, invalid, or unenforceable, such illegality, invalidity, or unenforceability shall not affect the other provisions of these TOU, which shall continue in full force and effect. 13. Notice of Copyright Infringement Claim
MGME LLC has instituted procedures for receiving written notice of alleged copyright infringement pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512). If you are a copyright owner or the agent thereof and believe any information on the Site infringes your copyright, please send written notice to the agent listed below with the following information:
(i) a signature of a person authorized to act on the copyright owner’s behalf,
(ii) identification of the copyrighted work,
(iii) identification of the materials that is claimed to be infringed,
(iv) your contact information,
(v) a statement that you have good faith belief that use of the material is not authorized by the copyright owner, its agent, or the law, and
(vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please send notification to:
MGME LLC, 9501 Midlothian Dr, Brentwood, TN 37027.
[Agent must also register with the Copyright Office to qualify for the Safe Harbor.]
These TOU and documents referenced or incorporated into these TOU contain the entire agreement and understanding of the parties. No other representations, covenants, undertakings, or other prior or contemporaneous agreements, oral or written, respecting such matters, which are not specifically incorporated herein, shall be deemed to exist or bind the parties hereto.
Last Update: March 2020