Intellus Learning (“Intellus”) Terms of Use and End User Agreement


Effective Date: September 2018

The Intellus Platform is a content indexing and analytics software that is provided as a cloud-based service, owned and operated by Intellus Learning, Inc. The terms “Intellus Learning”, “we,” “us,” and “our” refer to Intellus Learning, Inc.

General Provisions

THIS IS AN IMPORTANT LEGAL DOCUMENT. IT GOVERNS YOUR USE OF THIS WEBSITE, THE INTELLUS PLATFORM AND ANY DIGITAL MATERIALS YOU MAY ACCESS OR PURCHASE THROUGH THIS WEBSITE OR THE INTELLUS PLATFORM  (INCLUDING, WITHOUT LIMITATION, INTELLUS OPEN COURSES) (COLLECTIVELY, THE “INTELLUS PLATFORM” OR THIS “SITE”). PLEASE READ IT CAREFULLY.

Intellus Learning offers the Intellus Platform, tools, functionality, and/or other features and services available through the Intellus Platform, to you the user, conditioned upon your acceptance of all the terms, conditions, policies, and notices stated here (the “Terms of Use” or “Agreement”). Your continued use of the Intellus Platform constitutes your agreement to all such terms, conditions, policies and notices.

Intellus Learning respects the privacy of our users. Information collection and use, including the collection and use of personally identifiable information, is governed by our Privacy Notice, which is incorporated into and is a part of these Terms.

Description of and Subscription to The Intellus Platform and Intellus Open Courses (IOCs)

Intellus Platform:  Institutions may enter into an enterprise license with Intellus Learning to enable their instructors to create courses, discover, curate and publish content within the Intellus Platform.  The many features and functionalities of the platform include the following:

  • the capacity to index open educational content digital resources and the Institution’s existing academic library repository content,
  • the capacity to evaluate such digital assets based on ratings/selections of other users,
  • the capacity to match such digital assets to aligned course structure by faculty,
  • the capacity to deliver and report critical data analytics with respect to content engagement and learning efficacy,
  • the capacity to integrate with the Institution’s learning management system for course creation and publication,
  • the capacity to deliver customized course content to the student within or outside of the Institution’s learning management system.

The Intellus Platform (outside of the published student learning experience) is used by instructors/administrators only.

Intellus Open Courses:   IOCs are curated, fully customizable courses.  Subscription to an IOC can be purchased by students directly online or through the purchase of an access card at their school bookstore.  Students may also access IOCs through their Institutions if IOCs were licensed directly by an Institution from Intellus Learning for use by its students.   IOCs are:

  • Delivered through the campus LMS, standalone, .pdf or webpage
  • Created and curated by a team of subject matter experts and Macmillan Learning’s expert editorial team, organized by lesson with 10-30 resources per lesson (eBook, video, animation, and web content, and recommended library articles, drawn from EBSCO)
  • Organized using open source eBook chapters/learning objectives
  • Customizable utilizing the tools of the Intellus Platform

Personal Registration for Subscription Services

Whether as an instructor/administrator or student, you are required to register, in order to access our subscription services (“Subscription Services”). The first time you sign in to a Subscription Services account, you will be prompted to register. Once registered, you are responsible for maintaining the confidentiality of your password and account, and remain responsible for all activities that occur under your password or account with or without your knowledge. If you knowingly provide your login and password information to another person, or permit another person to pose as you, your account privileges may be suspended or terminated. You may not transfer your account to another party. If you transfer or attempt to transfer your rights to another person, the rights granted hereunder will automatically terminate. You agree to immediately notify Intellus Learning of any unauthorized use of your password or account or any other breach of security. Intellus Learning will not be liable for any loss or damage arising from your failure to comply with this section.

Registration and access to certain Subscription Services is without charge if you are a college or high school instructor/administrator and have received a complimentary account for such Subscription Service from an Intellus Learning Representative. Your access to the Subscription Service will continue in effect for the academic semester for which you adopted it (unless sooner terminated pursuant to this Agreement) and is thereafter terminable at will, but may be extended in Intellus Learning’s discretion.

If you are a student or other user, you are generally required to purchase access to the Subscription Service for the purchase price and for the duration set forth on the purchase page for the Subscription Service, or alternatively, to purchase an access card for the Subscription Service (in which case the purchase price and duration of access will be set forth on the access card) and validate your account on this site with the activation code printed inside the access card. We may also provide certain free Subscription Services to students, some of which require registration, and some of which do not.

You agree that if you violate these Terms of Use (including by failure to pay the purchase price when required), Intellus Learning may immediately terminate your account and/or access to this site.

Upon expiration or termination of your account, (i) you will have no further rights in or access to this site (including any User Content you may have uploaded to the site), (ii) Intellus Learning may delete any User Content (as defined below) you have submitted, and (iii) Intellus Learning will have no further rights in any User Content, except that we may continue to store back-up copies of User Content.

Information and Functionality on the Site

The material that appears on this Site is for informational purposes only. Any reliance on the material on this Site is at your own risk. This Site may contain information provided by other users of the Site. Intellus Learning will not verify the accuracy of any information submitted by users, and the opinions and views expressed by users are not those of Intellus Learning and are not endorsed by us. Intellus Learning does not make any representation or warranty regarding rights in materials submitted by users. In the course of using this Site, users may provide information about themselves to other users. You understand that Intellus Learning does not guarantee the identity of any other user with whom you may interact, or the authenticity of any information the user may provide about him/herself.

We reserve the right to modify, add or remove content, features and/or functionality available through the Site in our sole discretion. However, in the case of Subscription Services, we will not remove any user-provided content associated with a user’s account until termination of the applicable subscription period, unless we believe such content violates these Terms of Use.

Use of Materials Accessed from This Site

Standalone use of Intellus Platform.  Intellus Platform enables instructors/administrators to access content within open educational resources and library repositories to the extent the customer institution has a valid subscription to such library repository and has chosen to allow us to enable access to such library repository through an integration.  Intellus Learning is not responsible for the materials you access and utilize within the Intellus Platform. Intellus Learning makes no representations or warranties regarding any rights in such materials including your rights to use such materials utilizing the Intellus Platform. All materials you access for use within the Intellus Platform are subject to the terms and conditions of the license that is applicable to such materials.  

Use of Intellus Open Course.  The materials included as part of the Intellus Open Course are the property of and owned by Intellus Learning or its licensors and are protected by copyright, trademark and other laws of the United States and other countries. Certain materials are created and owned by Intellus Learning and distributed under a CC-BY 4.0 license as clearly noted within such materials (“Intellus Learning Original Content”).  You will find further information about your ability to use the Intellus Learning Original Content and the required attribution language here.  Most materials are owned by third parties and accessed by you through links included within the Intellus Open Course—your use of such materials are subject to the terms and conditions of the license applicable to such material and the terms and conditions of the third party site where such materials are hosted.  Intellus Learning endeavors to provide information about the copyright status of its course materials but Intellus Learning does not guarantee that such information is completely accurate. Links to publicly available course materials and source information for all other course materials included in each Intellus Open Course can be found here for your informational purposes only.  Your access and use of such materials outside of the Intellus Open Course is at your sole risk.  

You may not access this Site through a single account on more than one computer or computer system concurrently. Multiple use configurations and network distribution of this Site or any content or features on the Site are expressly prohibited. You may not modify or delete any copyright, trademark or other proprietary notice that appears on any materials on this Site.

Material You Submit

You acknowledge that you are responsible for any submission you make, including the legality, reliability, appropriateness, originality and copyright of any such material. Intellus Learning does not assure the confidentiality of any submission you make. You may not upload to, distribute or otherwise publish through the Intellus Platform any content that violates any of the Usage Rules, below.

If you are an instructor submitting materials for use in connection with your course, you have the option of submitting such materials (including your entire course) for use by other Intellus users (by express consent) under a CC-BY license.  Otherwise, the materials you submit will be used solely in connection with your course and you grant Intellus Learning and its affiliates the right to use, reproduce, distribute, display and perform such materials solely in connection with your course on the Intellus Platform or any successor site and you also grant each user of your course a nonexclusive license to access and use any such materials you submit as required for your course. You grant Intellus Learning and its affiliates the right to use the name or e-mail address you submit in connection with such content, if they so choose.

For the avoidance of doubt, as specified in our privacy policy, the foregoing does not cover anonymized/de-identified data related to user actions (i.e. search, content selection, curation).  Such data is used to support current and future features of the Intellus Platform.

With respect to any materials you submit through this Site (“User Content”):

You represent and warrant that: you own or otherwise control all necessary rights to grant the rights you grant hereunder; that the User Content is accurate; that you have not violated the section entitled “Usage Rules,” below, and that, if you submit video content through this Site, you have written consent or permission of each identifiable individual in such content to use his/her name and likeness and grant the rights you grant in these Terms of Use. You acknowledge that you are solely responsible for any royalties or other payments due for use of the User Content; you acknowledge that if in our opinion the User Content raises any legal risks, we have the right to exclude such User Content from the site without any prior notice to you.

Usage Rules

In connection with your use of the Intellus Platform including any Intellus Open Course, you agree:

  • Not to submit or create any link to material that infringes the copyright, patent, trademark, trade secret, right of publicity or privacy, or any other proprietary or personal right of any third party; and not to submit or create a link to any material that is subject to any such right(s) unless you are the owner of such right(s), or have first obtained from the owner of such right(s) all necessary rights and permissions to grant the rights in such materials you grant under the section entitled “Material You Submit”, above;
  • Not to submit or create any link to material that is unlawful, defamatory, abusive, obscene, indecent, lewd, pornographic, violent, threatening, discriminatory, or otherwise objectionable;
  • Not to make any personal attack on any person, firm or company;
  • Not to submit or create any link to material, or otherwise use this Site for any purpose, that constitutes or encourages a criminal offense, including but not limited to conspiring to violate laws;
  • Not to misrepresent your identity, or impersonate any party, including but not limited to misrepresenting your current or previous positions, qualifications, or affiliations;
  • Not to submit any material that you do not have the legal right to disclose;
  • Not to submit or create any link to any material that is intentionally false or misleading, or is potentially damaging or harmful;
  • Not to advertise or engage in any form of marketing on this Site or use user information obtained through this site for marketing or other commercial purposes, or use this Site to post or transmit “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation;
  • Not to submit or create any link to any material that contains software viruses or any other malicious computer code or programs that might damage, destroy or interfere with the proper functioning of any software, hardware or systems;
  • Not to stalk or harass anyone;
  • Not to take any action that interferes with the proper working of, or places an unreasonable burden on, the infrastructure of this Site, or that would damage, compromise the security of, or disrupt this Site or any connected network;
  • Not to use this Site to collect personal information about individuals;
  • Not to post or make available private information of any third party;
  • Not to use this Site as a forwarding service to another website;
  • Not use this Site for obtaining product functionality and/or performance related information for competitive use;
  • Not to use of any manual or automated devices or other processes to “crawl” or “spider” any part of this Site;
  • Not to allow usage by others in such a way as to violate these Terms of Use.

Trademarks and Copyrights

This Site features trademarks, service marks and logos that are the property of Intellus Learning and its affiliates or licensors. The Site also may include trademarks, service marks or logos of other third parties. All of these trademarks, service marks and logos are the property of their respective owners, and you agree not to use them in any manner without the prior written permission of the applicable owner. This Site and all of its contents including but not limited to text, design, graphics, interfaces and code, and the selection and arrangement thereof, is protected under the copyright laws of the United States and other countries.

Intellectual Property Rights of Others

We respect the intellectual property rights of others, and we request that our visitors do the same. If you think your work has been copied in a manner that constitutes copyright infringement, you may notify our copyright agent, who can be reached at:

 

Intellus Learning, Inc.

c/o Macmillan Learning

One New York Plaza, New York, NY 10004

Attention: General Counsel

e-mail: Copyrightagent@macmillanusa.com

 

Please include all of the following in your notification:

  • A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive copyright that is allegedly infringed;
  • a description of the copyrighted work you claim has been infringed;
  • a description of where the material you claim is infringing is located on the site;
  • your address, telephone number, email address and all other information reasonably sufficient to permit us to contact you;
  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
  • a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Monitoring and Termination; Repeat Infringers

We may, but are not obligated to, monitor any or all activity and/or content on this Site. If we determine, in our sole discretion, that any activity of, or content submitted by, a user violates this policy or is otherwise objectionable, we may take any action we deem appropriate, including without limitation, removing content or terminating accounts. Without limiting the foregoing, it is our policy to terminate the account of any user whom we determine to be a repeat infringer of these Terms of Use or any third-party rights. Nothing in this section in any way limits our right to terminate accounts, as provided in the section entitled “Personal Registration for Subscription Services,” above.

DISCLAIMERS

YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. INTELLUS LEARNING EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT MATERIALS ON THE SITE ARE NONINFRINGING; THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE SITE WILL BE SECURE; THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE WILL BE VIRUS-FREE; OR THAT INFORMATION ON THE SITE WILL BE COMPLETE, ACCURATE OR TIMELY. IF YOU DOWNLOAD ANY MATERIALS FROM THIS SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIALS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INTELLUS LEARNING OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY OF ANY KIND. INTELLUS LEARNING DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS ON THIS SITE IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE.

IN CERTAIN JURISDICTIONS, THE LAW MAY NOT PERMIT THE DISCLAIMER OF CERTAIN WARRANTIES, SO THE ABOVE DISCLAIMER MAY, IN WHOLE OR IN PART, NOT APPLY TO YOU.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT NEITHER INTELLUS LEARNING NOR ANY OF ITS AFFILIATES OR THIRD PARTY CONTENT OR TECHNOLOGY PROVIDERS SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE OR ANY OTHER DAMAGES OR LOST PROFITS RELATING TO OR RESULTING FROM YOUR USE OF OR INABILITY TO USE THIS SITE OR ANY OTHER SITE YOU ACCESS THROUGH A LINK FROM THIS SITE OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF EMAIL MESSAGES YOU SEND US. THESE INCLUDE DAMAGES FOR ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS, COMPUTER VIRUSES, YOUR LOSS OF PROFITS, LOSS OF DATA, UNAUTHORIZED ACCESS TO AND ALTERATION OF YOUR TRANSMISSIONS AND DATA, AND OTHER TANGIBLE AND INTANGIBLE LOSSES.

UNDER NO CIRCUMSTANCES WILL INTELLUS LEARNING OR ANY OF ITS AFFILIATES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT IT RECEIVED FOR YOUR SUBSCRIPTION TO THIS SITE. THIS LIMITATION APPLIES REGARDLESS OF WHETHER THE DAMAGES ARE CLAIMED UNDER THE TERMS OF A CONTRACT, AS THE RESULT OF NEGLIGENCE OR OTHERWISE ARISE OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR PERFORMANCE OF THE INFORMATION, SERVICES, PRODUCTS OR MATERIALS AVAILABLE FROM THIS SITE, AND EVEN IF WE OR OUR REPRESENTATIVES HAVE BEEN NEGLIGENT OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, ALL OR A PORTION OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend and hold harmless Intellus Learning, its affiliates and licensors and licensees, and its and their officers, directors, members, employees, contractors, other agents and customers from any loss, damage, payment, settlement, judgment or other expense (including reasonable attorneys’ fees and disbursements) arising out of or resulting from (i) any violation of these Terms of Use, (ii) any claim that you have violated any third-party right or that any material submitted by you caused harm or damage to a third party. If you cause a technical disruption of the site or the systems transmitting the site to you or others, you agree to be responsible for any and all loss, damage, payment, settlement, judgment or other expense (including reasonable attorneys’ fees and disbursements) arising out of or resulting from that disruption.

Links

Whether as part of the Intellus Open Course or your standalone use of the Intellus Platform, you will be accessing a majority of your content outside of this Site through links to other websites. We have not necessarily reviewed all the information on those other sites and are not responsible for the content of those or any other sites or any products or services that may be offered through other sites including without limitation the accuracy, readability, accessibility, rendering, or DRM use thereof. Your use of such materials are subject to the terms and conditions of the license applicable to such material and the terms and conditions of the third party site where such materials are hosted. Inclusion of links to other sites should not be viewed as an endorsement of the content of linked sites. Different terms and conditions may apply to your use of any linked sites.

Jurisdiction

Intellus Learning, Inc. is organized under the laws of the State of Delaware in the United States of America, and this site is operated in the United States. The laws of the State of New York, without reference to the principles of conflicts of law thereof, govern these Terms of Use and your use of the Site, and you irrevocably consent to the exclusive jurisdiction of the courts located in the City and State of New York for any action to enforce these Terms of Use. By using this Site, you agree you have waived trial by jury in any action or proceeding arising out of or related to the use of this Site. We recognize that it is possible for you to obtain access to this Site from any jurisdiction in the world, but we have no practical ability to prevent such access. This site has been designed to comply with the laws of the State of New York and of the United States. If any material on this Site, or your use of the Site, is contrary to the laws of the place where you are when you access it, the Site is not intended for you, and we ask you not to use the Site. You are responsible for informing yourself of the laws of your jurisdiction and complying with them.

Changes to These Terms of Use

We reserve the right, in our sole discretion, to change these Terms of Use at any time by posting revised terms on the Site. It is your responsibility to check periodically for any changes we may make to these Terms of Use. Your continued use of this Site following the posting of changes to these terms or other policies means you accept the changes.

Miscellaneous

If any provision of this agreement is unlawful, void or unenforceable, the remaining provisions of the agreement will remain in place. These Terms of Use constitute the entire agreement and understanding between you and Intellus Learning with respect to use of the Site and the contents thereof, superseding all prior or contemporaneous communications. A printed version of these Terms of Use shall be admissible in judicial or administrative proceedings based on or relating to use of the Site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

How to Contact Us

If you have any questions or comments about these Terms of Use or want to report a violation of these Terms of Use, please click here or write to us at:

Intellus Learning, Inc.

c/o Macmillan
175 Fifth Avenue

New York, NY 10010
Attention: Legal Department