Welcome to the online offerings owned or operated by Paideia SouthEast (“Paideia SouthEast”), including but not limited to paideiasoutheast.com (the “Service”), that post links to these Terms of Use (the “Terms”).

Please review these Terms carefully before using the Service. The Terms govern each user’s (“you” or “your”) use of and/or access to the Service.

By using or accessing the Service, you acknowledge and agree that you have read, understood and agree to be bound by these Terms. You also acknowledge that you have read and understood our data practices as described in the Privacy Policy (https://paideiasoutheast.com/privacy-policy, “Privacy Policy”) applicable to the Service and Content you use.

These Terms affect your legal rights, responsibilities and obligations, govern your use of the Service, are legally binding, limit Paideia SouthEast liability to you, and require you to indemnify us and to settle certain disputes through individual arbitration. Please note that nothing in these Terms affects your mandatory statutory rights under applicable law, to the extent that such rights apply to you and cannot be limited or excluded. If you do not wish to be bound by these Terms, and any applicable Additional Terms (defined below), you should cease use and access of the Service.

In some instances, you may be subject to different or additional terms and conditions, policies and guidelines (“Additional Terms”) that are applicable to certain parts of the Service. Those Additional Terms will be posted on the Service in connection with the relevant offering. In the event of a conflict between these Terms and the Additional Terms, the Additional Terms shall control.

These Terms and the Additional Terms are subject to change at any time, so we encourage you to periodically review all terms and conditions posted on the Service. If we make any material changes to these Terms or the applicable Additional Terms, we will post the updated version(s), along with an effective date, and notify you by means of a notice on the Service. In the event that you have these Terms cached on your browser, the Terms that apply to you are the most recent version of the Terms that appear on a non-cached browser.

If any changes to these Terms or Additional Terms are not acceptable to you, you must stop your access to and/or use of the Service.

A. Ownership; Your Rights to Use the Service and Content.

1. Ownership. The Service and all of its content (collectively, “Content”), including all copyrights, patents, trademarks, service marks, trade names and all other intellectual property rights therein (“Intellectual Property”), are owned or controlled by Paideia SouthEast. All right, title, and interest in and to the Content and Intellectual Property available via the Service is the property of Paideia SouthEast, and is protected by U.S. and international copyright, trademark, trade dress, patent and/or other Intellectual Property and unfair competition rights and laws to the fullest extent possible. Paideia SouthEast owns the copyright in the selection, compilation, assembly, arrangement, and enhancement of the Content on the Service.

2. Your Rights to Access and Use the Service and Content. Your right to access and use the Service and Content is subject to your strict compliance with these Terms and the applicable Additional Terms. Your right to access and use the Service and the Content shall automatically terminate upon any violations of these Terms. These rights are non-exclusive, limited, and revocable by us at any time in our sole discretion without advanced notice or liability. As your right to access and use the Service, you may neither assign nor transfer your right; any attempt to do so is void. You may, for your personal, non-commercial, lawful use only (collectively, the following are the “Licensed Elements”):

I. Display, view, use, and play the Content on a computer, mobile or other internet enabled or permitted device (“Device”) and/or print one copy of the Content (excluding source and object code in raw form or otherwise) as it is displayed to you;

II. Link to the Service from a website or other online service, so long as: (a) the links only incorporate text, and do not use any Paideia SouthEast names, logos, or images, (b) the links and the content on your website do not suggest any affiliation with Paideia SouthEast or cause any other confusion, and (c) the links and the content on your website do not portray Paideia SouthEast or its products or services in a false, misleading, derogatory, or otherwise offensive manner, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third-party or are otherwise objectionable to Paideia SouthEast. Paideia SouthEast reserves the right to suspend or prohibit linking to the Service for any reason, in its sole discretion, without advance notice or any liability of any kind to you or any third-party;

III. Stream the Content using any of the widgets and/or other digital streaming internet video players, if any, provided by the Service; and

IV. Use any other functionality expressly provided by Paideia SouthEast on or through the Service for use by users, subject to these Terms and any applicable Additional Terms.

3. Rights of Others. In using the Service, you must respect the Intellectual Property and rights of others and Paideia SouthEast. Your unauthorized use of Content may violate the rights of others and applicable laws and may result in your civil and criminal liability. If you believe that your work has been infringed via the Service, see Section 5 below.

4. Reservation of all Rights Not Granted as to Service and Content. These Terms and any applicable Additional Terms include only narrow, limited grants of rights to use and access the Service and Content. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU ARE RESERVED BY PAIDEIA SOUTHEAST. Any unauthorized use of any Content or the Service for any purpose is prohibited.

5. Third-Party Services. We are not responsible for third parties or their content, advertisement(s), apps, or sites (“Third-Party Services”). For instance, portions of the Service may be integrated into or linked to third-party sites, platforms and apps that we do not control. Similarly, we may make ads and third-party content or services, which we also may not control, available to you on or via our Service. This may include the ability to register or sign into our Service using third-party tools, and to post content on third-party sites and services using their plug-ins made available on our Service. Use caution when dealing with third parties and consult their terms of use and privacy policies. We take no responsibility for Third-Party Services and will not be liable for any damages caused by your use or reliance on Third-Party Services.

B. Using the Service; Service and Content Use Restrictions.

1. Purchases; Taxes. In order to access certain features of the Service, you may be required to make a purchase. Moreover, some aspects of the Service may allow you to place orders for products.

i. Any deal terms presented to you at the time of purchase, or other transaction you conduct on or initiate on the Service (“Transaction”) shall be considered Additional Terms. You agree to pay Paideia SouthEast all charges at the prices presented to you or your agent(s). You must provide, and you authorize Paideia SouthEast to charge, your chosen payment provider (your “Payment Method”) when you make a purchase. You agree to make payment using that selected Payment Method and will only provide us information about payment methods that you are authorized to use. If you initiate a chargeback dispute for any payment or transaction made on our site, Paideia SouthEast reserves the right to terminate the provision of services or delivery or products to you pending resolution of the chargeback dispute with the credit card issuer.

ii. Some Transactions may be subject to taxes in certain states. Depending on your state and the nature of the product or services you receive from us, this may be a rental tax, sales tax and/or use tax. Tax rates are different from state to state. You are responsible for paying all such taxes.

2. Services Use Restrictions. You agree that you will not: (i) use the Service for any unauthorized commercial purpose (including, without limitation, for purposes of advertising, soliciting funds, collecting product prices, and selling products); (ii) use any meta tags or any other “hidden text” utilizing any Intellectual Property; (iii) engage in any activities through or in connection with the Service that seek to attempt to or do harm any individuals or entities or are unlawful, offensive, obscene, lewd, lascivious, filthy, pornographic, violent, threatening, harassing, or abusive, or that violate any right of any third-party, or are otherwise objectionable to Paideia SouthEast; (iv) decompile, disassemble, reverse engineer, or attempt to reconstruct, identify, or discover any source code, underlying ideas, underlying user interface techniques, or algorithms of the Service by any means whatsoever or modify any Service source or object code or any Software or other products, services, or processes accessible through any portion of the Service; (v) engage in any activity that interferes with a user’s access to the Service or the proper operation of the Service, or otherwise causes harm to the Service, Paideia SouthEast, or other users of the Service; (vi) interfere with or circumvent any security feature (including any digital rights management mechanism, device or other content protection or access control measure) of the Service or any feature that restricts or enforces limitations on use of or access to the Service, the Content, or the UGC; (vii) scrape, extract, harvest, or otherwise collect or store any information (including personally identifiable information about other users of the Service, including names and email addresses); (viii) attempt to gain unauthorized access to the Service, other computer systems or networks connected to the Service, through password mining or any other means; or (ix) otherwise violate these Terms or any applicable Additional Terms.

3. Content Use Restrictions. You also agree that, in using the Service, you will: (i) not monitor, gather, copy, or distribute the Content (except as may be a result of standard search engine activity or use of a standard browser) on the Service by using any robot, rover, “bot”, spider, scraper, crawler, spyware, engine, device, software, extraction tool, or any other automatic device, utility, or manual process of any kind; (ii) not frame or utilize framing techniques to enclose any of the Content (including any images, text, or page layout); (iii) keep intact all trademark, copyright, and other Intellectual Property and other notices contained in the Content; (iv) not use the Content in a manner that suggests an unauthorized association with any of our or our licensors’ products, services, or brands; (v) not make any modifications to the Content (other than to the extent of your specifically permitted use of the Paideia SouthEast Licensed Elements, if applicable); (vi) not copy, modify, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate or transfer to any third-party or on any Third-Party Services, or otherwise use or exploit the Content in any way for any purpose except as specifically permitted by these Terms or any applicable Additional Terms, or with the prior written consent of an officer of Paideia SouthEast or, in the case of the Content from a licensor or owner of the Content; and (vii) not insert any code or product to manipulate the Content in any way that adversely affects any user experience or the Service.

4. Availability of Service and Content. Paideia SouthEast, in its sole discretion without advance notice or liability, may immediately suspend or terminate the availability of the Service and/or Content (and any elements and features of them), in whole or in part, for any reason, in Paideia SouthEast’s sole discretion, and without advance notice or liability.

5. Product Specifications; Pricing; Typographical Errors. We strive to accurately describe our products or services offered on the Service; however, we do not warrant that such specifications, pricing, or other content on the Service is complete, accurate, reliable, current, or error-free. As permitted by applicable law, Paideia SouthEast shall have the right to refuse or cancel any orders in its sole discretion. Your orders are offers to purchase subject to our acceptance, which we may reject or cancel subject to refund. If we charged your credit or other account prior to rejection or cancellation, we will reissue credit to your account. Additional Terms may apply. If a product you purchased or accepted from Paideia SouthEast is not as described, as permitted by applicable law, your sole remedy is to return it, to cancel the purchase and receive a credit for the purchase price.

6. Age of Users. Unless otherwise specifically noted in the features made available to you, the Service, Content and any products and services appearing or marketed on the Service are intended for and directed towards the purchase and use by those aged 18 years or above. Individuals over the age of 13 and under the age of 18 years may only use the Service with the supervision of a parent or legal guardian and should review these Terms with a parent or legal guardian to ensure that they understand them.

7. Internet Connectivity Charges. Internet connectivity is required to access the Service. Any access fees or charges applicable to your internet connectivity are solely your responsibility. Certain internet service providers, including wireless carriers, may charge fees for data connections based on the total amount of data you access. We are in no way responsible for the fees charged by or policies of internet service providers or others with whom you contract for such internet connectivity.

8. Wireless Features; Messages; Location-Based Features.

i. Wireless Features. The Service may offer certain features and services via your wireless Device. Features and services may include the ability to access the Service’s features and receive messages from the Service (collectively, “Wireless Features”). You agree to receive communications we may send through Wireless Features for which you are registered. Further, we may collect information related to your use of the Wireless Features. If you have registered via the Service for Wireless Features, then you agree to notify Paideia SouthEast of any changes to your wireless contact information. If the Service includes push notifications or other mobile communication capability, you hereby approve of our delivery of electronic communications directly to your mobile Device. These notifications, including badge, alert or pop-up messages, may be delivered to your Device even when the Service is running in the background. You may have the ability, and it is your responsibility, to adjust the notifications you do, or do not, receive via your Device through your Device and/or app settings. Standard message, data and other fees may be charged by your carrier, and carriers may deduct charges from pre-paid amounts or data allowances, for which you are responsible. Your carrier may prohibit or restrict certain Wireless Features and certain Wireless Features may be incompatible with your carrier or wireless Device. Contact your carrier with questions regarding these issues.

ii. Text and Email Messages. Certain services provided by Paideia SouthEast may offer text messaging programs. You may be given opportunities to subscribe to various text marketing or other text messaging programs and by doing so, you consent to receive ongoing text alerts (including by auto-dialers) from us related to our various businesses and affiliates, which may include co-promotions with or about other parties, except that if the scope of your consent for a particular subscription is limited, that subscription will be so limited. Such consent is not required to purchase any product or Service aside from the text subscription itself. Subsequent or different subscriptions will be unaffected by an opt-out. You consent to receive a text confirming any opt-out as well as non-marketing administrative or transactional messages.

By participating in any text messaging program offered through a Service, you are agreeing to receive recurring text messages for marketing purposes sent to the mobile number you provided when you opted into such Service’s text messaging program. Message frequency varies. Except for purchase of premium text programs to which you subscribe for a fee (to the extent such programs are offered), your consent to receive text messages is not a condition of any purchase, and no purchase is necessary. If you wish to opt-out of receiving further text messages from a Service, please reply STOP to any text message you received from the Service to unsubscribe. Standard carrier message and data rates may apply, and carriers may deduct charges from pre-paid amounts or data allowances, for which you are responsible. Carriers are not liable for delayed or undelivered messages. Contact your carrier for details.

Alerts auto-renew unless otherwise specified when you consented. You understand that we will send mobile text messages using automated technology. If you subscribe to text messages, you represent that you are 18 years of age or older or have obtained parental consent. If we are charging a premium rate for text messages, that will be explained in the applicable subscription consent. Not all phones and/or carriers are supported. We are the sponsor of our text messages and may be contacted regarding them at paideiasoutheast@gmail.com.

You may cancel or modify our email marketing communications you receive from us by following the instructions contained within our promotional emails. This will not affect subsequent subscriptions, and if your opt-out is limited to certain types of emails, the opt-out will be so limited. Please note that we reserve the right to send you certain communications relating to your account or use of our Service, such as administrative and service announcements, and these transactional account messages may be unaffected if you choose to opt-out from receiving our marketing communications.

C. Termination or Suspension.

1. Termination by Us. We may, upon notice to you, issue a warning, temporarily suspend, indefinitely suspend, or terminate your access to all or any part of the Service for any reason in our sole discretion. In certain cases, in our sole discretion, we may provide you with a written notice (a “Restriction Notice”) to inform you that: (i) your right to use or access any part of the Service has been terminated, including the right to use, access or create any account thereon; and (ii) we refuse to provide any Service to you. Other conditions may apply and shall be set forth in the Restriction Notice.

2. For You to Terminate. You may terminate these Terms by ceasing all use of the Service.

3. Effect of Termination or Suspension. Following termination (by us or by you) or suspension, you will not be permitted to use the Service. Any suspension or termination will not affect your obligations to Paideia SouthEast under these Terms or any applicable Additional Terms. Upon suspension or termination of your access to the Service, or upon notice from Paideia SouthEast, all rights granted to you under these Terms or any applicable Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Service. The provisions of these Terms and any applicable Additional Terms, which by their nature should survive your suspension or termination will survive, including the rights and licenses you grant to Paideia SouthEast in these Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.

D. Disclaimers; Exclusions and Limitations of Liability.

1. DISCLAIMER OF WARRANTIES AND CONDITIONS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PAIDEIA SOUTHEAST AND ITS PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, AND EACH OF THEIR RESPECTIVE EMPLOYEES, DIRECTORS, MEMBERS, MANAGERS, SHAREHOLDERS, AGENTS, VENDORS, LICENSORS, LICENSEES, CONTRACTORS, CUSTOMERS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, “PAIDEIA SOUTHEAST PARTIES”) PROVIDE THE SERVICE, CONTENT, PAIDEIA SOUTHEAST OR OTHER PAIDEIA SOUTHEAST PRODUCTS OR SERVICES ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY WHATSOEVER. THE USE OF THE SERVICE IS AT YOUR SOLE RISK. WITHOUT LIMITING THE FOREGOING, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PAIDEIA SOUTHEAST PARTIES (AS APPLICABLE) DO NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, THAT THE SERVICE, CONTENT OR OTHER PAIDEIA SOUTHEAST PRODUCTS OR SERVICES WILL: (I) BE UNINTERRUPTED OR SECURE; (II) BE FREE OF DEFECTS, INACCURACIES OR ERRORS; OR (III) OTHERWISE MEET YOUR REQUIREMENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PAIDEIA SOUTHEAST. PARTIES HEREBY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, LACK OF HIDDEN OR LATENT DEFECTS, SECURITY, MERCHANTABILITY, SATISFACTORY QUALITY, QUIET ENJOYMENT AND NON-INFRINGEMENT, OR ARISING BY REASON OF CUSTOM OR USAGE IN THE TRADE OR BY COURSE OF DEALING. NOTWITHSTANDING THE FOREGOING, THIS SECTION DOES NOT EXPAND OR LIMIT: (X) ANY EXPRESS, WRITTEN PRODUCT WARRANTY OR RELATED DISCLAIMERS THAT ARE PROVIDED BY PAIDEIA SOUTHEAST PARTIES OR THEIR SUPPLIERS WITH REGARD TO A PHYSICAL PRODUCT SOLD BY PAIDEIA SOUTHEAST PARTIES TO YOU, OR ANY WARRANTY ON A PHYSICAL PRODUCT TO THE EXTENT REQUIRED BY APPLICABLE LAW; (Y) PAIDEIA SOUTHEAST PARTIES’ LIABILITY FOR PERSONAL INJURY TO YOU CAUSED BY PAIDEIA SOUTHEAST PARTIES TO THE EXTENT NOT WAIVABLE OR CANNOT BE LIMITED UNDER APPLICABLE LAW; OR (Z) ANY CAUSE OF ACTION YOU MAY HAVE AGAINST PAIDEIA SOUTHEAST PARTIES THAT IS NOT WAIVABLE OR CANNOT BE LIMITED UNDER APPLICABLE LAW.

2. EXCLUSION OF DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PAIDEIA SOUTHEAST PARTIES WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST REVENUE, LOST OR CORRUPTED DATA, OR DAMAGE TO REPUTATION OR GOODWILL OR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE OR OTHER INDIRECT DAMAGES OR LOSSES ARISING FROM, RELATING TO OR CONNECTED WITH YOUR USE OF (OR INABILITY TO USE) THE SERVICE, CONTENT, OR OTHER PAIDEIA SOUTHEAST PRODUCTS OR SERVICES REGARDLESS OF THE CAUSE OF ACTION ON WHICH THE CLAIM IS BASED (INCLUDING NEGLIGENCE, TORT, CONTRACT, STRICT LIABILITY, PRODUCT DEFECT OR MISREPRESENTATION), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

3. LIMITATION OF LIABILITY. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL ANY PAIDEIA SOUTHEAST PARTIES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND, including personal injury or death or for any direct, indirect, economic, exemplary, special, punitive, incidental, or consequential losses or damages of any kind, including without limitation loss of profits, in connection with, or otherwise directly or indirectly related to the Service (including the Content), including without limitation:

i. your use of or inability to use the Service, or the performance of the Service;

ii. any action taken in connection with an investigation by Paideia SouthEast parties or law enforcement authorities regarding your access to or use of the Service;

iii. any action taken in connection with copyright or other Intellectual Property owners or other rights owners;

iv. any errors or omissions in the Service’s technical operation or security or other data or information; or

v. any damage to any user’s computer, hardware, software, or other equipment or technology, including damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line, or network failure or any other technical or other malfunction, including losses or damages in the form of lost profits, loss of goodwill, loss of data, work stoppage, accuracy of results, or equipment failure or malfunction. The foregoing limitations of liability will apply even if any of the foregoing events or circumstances were foreseeable and even if the Paideia SouthEast Parties were advised of or should have known of the possibility of such losses or damages, regardless of whether you bring an action based in contract, negligence, strict liability, or tort (including whether caused, in whole or in part, by negligence, acts of God, telecommunications failure, or destruction of the Service).

EXCEPT AS MAY BE PROVIDED IN ANY APPLICABLE ADDITIONAL TERMS, TO THE FULLEST EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL THE PAIDEIA SOUTHEAST PARTIES’ TOTAL LIABILITY TO YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE SERVICE AND YOUR RIGHTS UNDER THESE TERMS, EXCEED AN AMOUNT EQUAL TO THE AMOUNT YOU HAVE PAID PAIDEIA SOUTHEAST IN CONNECTION WITH THE TRANSACTION(S) THAT UNDERLIE THE CLAIM(S); PROVIDED, HOWEVER, THIS PROVISION WILL NOT APPLY IF A COURT OR TRIBUNAL WITH APPLICABLE JURISDICTION FINDS SUCH TO BE UNCONSCIONABLE. FOR PURPOSES OF CLARITY, THE PRIOR SENTENCE DOES NOT EXPAND OR LIMIT ANY EXPRESS, WRITTEN PRODUCT WARRANTY THAT IS PROVIDED BY PAIDEIA SOUTHEAST OR A MANUFACTURER OF A PHYSICAL PRODUCT.

The liability limitations in this Section are not intended to limit any express warranties by Paideia SouthEast that are included in applicable Additional Terms.

4. APPLICABLE JURISDICTIONAL LIMITS. CERTAIN JURISDICTIONS, SUCH AS NEW JERSEY, DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OF OR LIMITATION OF CERTAIN DAMAGES. AS SUCH, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

5. ESSENTIAL PURPOSE. UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS APPLY, EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

E. General Provisions.

1. Paideia SouthEast’s Consent or Approval. As to any provision in these Terms or any applicable Additional Terms that grants Paideia SouthEast a right of consent or approval or permits Paideia SouthEast to exercise a right in its “sole discretion,” Paideia SouthEast may exercise that right in its sole and absolute discretion. No Paideia SouthEast consent or approval may be deemed to have been granted by Paideia SouthEast without being in writing and signed by an officer of Paideia SouthEast.

2. Indemnity. As permitted by applicable law, you agree to, and you hereby, defend (if requested by Paideia SouthEast), indemnify, and hold the Paideia SouthEast Parties harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys’ fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought against any Paideia SouthEast Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with: (i) your use of the Service and your activities in connection with the Service; (ii) your breach or alleged breach of these Terms or any applicable Additional Terms; (iii) your violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Service or your activities in connection with the Service; (iv) information or material transmitted through your Device, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or entity; (v) any misrepresentation made by you; and (vi) the Paideia SouthEast parties’ use of the information that you submit to us subject to our Privacy Policy (all of the foregoing, “Claims and Losses”). You will cooperate as fully required by the Paideia SouthEast parties in the defense of any Claims and Losses. Notwithstanding the foregoing, the Paideia SouthEast Parties retain the exclusive right to settle, compromise, and pay any and all Claims and Losses. The Paideia SouthEast parties reserve the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of Paideia SouthEast. This section is not intended to limit any causes of action against us that you may have but are not waivable under applicable law.

3. Operation of the Service; Availability of Products and Services; International Issues. Paideia SouthEast controls and operates the Service from the U.S., and makes no representation that the Service are appropriate or available for use beyond the U.S. If you use the Service from other locations, you are doing so on your own initiative and responsible for compliance with applicable laws regarding your online conduct and acceptable content, if and to the extent laws apply.

4. Export Controls. You are responsible for complying with all applicable trade regulations and laws both foreign and domestic. Except as authorized by U.S. law, you agree and warrant not to export or re-export the software to any county, or to any person, entity, or end-user subject to U.S. export controls or sanctions.

5. Interpretation. Headings used in these Terms are for reference only and shall not affect the meaning of any terms. “Including” means “including, without limitation.” The singular includes the plural and vice versa. These Terms, and the applicable Additional Terms, are binding upon each party and its successors and permitted assigns.

6. Entire Agreement. Except for any Additional Terms that apply to your use of the Service as we may notify or make available to you, this is the entire understanding between you and us regarding the use of the Service, and supersedes all prior and contemporaneous agreements and understandings between you and us regarding this subject matter.

7. Severability. The provisions of these Terms are intended to be severable. If for any reason any provision of these Terms is held invalid or unenforceable in whole or in part in any applicable jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in that or any other jurisdiction.

8. Our Affiliates, Suppliers and Licensors. Our affiliates, suppliers, licensors and other Paideia SouthEast parties are intended third-party beneficiaries of these Terms.

9. No Waiver. Our failure or delay to exercise or enforce any right, remedy or provision of these Terms or by law will not operate as a waiver of such or any other right, remedy or provision.

10. Notices. Where we need to send you notices under these Terms or in connection with your use of the Service, you hereby consent to receive electronic notices from us, at the email address that you provide to us. To the maximum extent permitted by applicable law, you acknowledge and agree that any communication via email or by postings on the Service satisfies any legal requirement that such communications be made in writing.

11. Force Majeure. We will not be liable to you for failing to perform our obligations under or arising out of these Terms, or the applicable Additional Terms, or any applicable laws or regulations because of any event beyond our reasonable control, including a labor disturbance, an internet outage or interruption of service, a communications outage, failure by a service provider or any other third party to perform, acts of war or other action of military forces, terrorism, riot, civil commotion, sabotage, vandalism, accident, fire, flood, pandemic, acts of god, strike, lock-out or other industrial disputes (whether or not involving our employees or those of our affiliates, suppliers or licensors) or legislative or administrative interference (including those giving rise to currency changes or otherwise affecting our ability to operate or provide the service, whether in whole or in part).

12. Changes to Services and Amendments to these Terms. To the maximum extent permitted by applicable law, we may, in our sole discretion, change, modify, suspend, make improvements to or discontinue any aspect of the Service, temporarily or permanently, in whole or in part, at any time with or without notice to you, and we will not be liable for doing so. We reserve the right from time to time to modify these Terms in our sole discretion. Your use of the Service after any modification we make constitutes your acceptance of the most recent version of these Terms as modified.

13. Assignment. These Terms and all of your rights and obligations under it are not assignable or transferable by you without our prior written consent. We may freely assign, transfer, or delegate these Terms or any of our rights and obligations under it.

14. Contact Information. For help with the Service or if you have any questions regarding the Service or these Terms, please contact us at paideiasoutheast@gmail.com. You acknowledge that we have no obligation to provide you with customer support of any kind and that customer service personnel cannot change or waive these Terms or the applicable Additional Terms.