CC English Terms of Service

Effective on May 1, 2021
We have included brief summaries at the beginning of each section to make it easier for you to read and understand this Agreement. The summaries do not replace the text of each section, and you should still read each section in its entirety.

1. INTRODUCTION

By accessing or using the CC English Platform, you agree to be bound by this Agreement, including our Privacy Policy, so it is important that you read this Agreement carefully before you create an account. We may update this Agreement from time to time, so you should check this page regularly for updates. Please make sure you also read our Safety Tips.

This Terms of Service (this “Agreement”) is agreed to between Intercambio de Comunidades, Inc., including any affiliates or subsidiaries (“Intercambio,” “us,” “we,” or “our”) and you, or if you represent an entity or other organization, that entity or organization (in either case, “you,” or “your”). Intercambio offers an English language learning platform called CC English (the “CC English Platform”). You may access the CC English Platform through the website located at ccenglish.org and through various other websites operated by Intercambio (each, a “Website“) or using mobile and online applications provided by and on behalf of Intercambio (each, an “App,” and each Website and App treated as a part of the “CC English Platform” for purposes of this Agreement).

The CC English Platform provides students seeking English language learning related services (“Students“) with the ability to connect with teachers of English language lessons (“Teachers,” collectively with Students, “Users”); access and use information, lesson plans, educational materials, and other content (“Content“); and access and use communication, course management, or other education services through the Platform (collectively, the “Services”).

By accessing or using Content or Services through the CC English Platform you agree to, and are bound by, this Agreement. This Agreement applies to anyone who accesses or uses the CC English Platform, or the Content or Services available through the CC English Platform, regardless of registration or subscription status.

Your use of our CC English Platform is also subject to our Privacy Policy, located at Privacy Policy, (the “Privacy Policy”), our Payment Policy, located at Payment Policy, (the “Payment Policy”), and Safety Tips, located at Safety Tips, (the “Safety Tips”), relating to the CC English Platform. If you do not wish to be bound by this Agreement, do not use our CC English Platform.

We reserve the right to modify, amend, or change this Agreement at any time. Notice of any material change will be posted on this page with an updated effective date. In certain circumstances, we may notify you of a change to this Agreement via email or other means, as appropriate under the circumstances; however, you are responsible for regularly checking this page for notice of any changes. Your continued use of the CC English Platform constitutes your acceptance of any change, and you will be legally bound by the updated Agreement. If you do not accept a change to the terms, you should stop using the CC English Platform immediately. Please make sure you also read our Safety Tips.

2. ACCOUNT ELIGIBILITY; YOUR RESPONSIBILITIES

Before you create an account on the CC English Platform, make sure you are eligible to use our Content and Services. This section also details what you can and can’t do when using the Content and Services, as well as the rights you grant Intercambio.

Account. By using the CC English Platform, you represent and warrant that:

a) You are at least 18 years old;
b) You are legally qualified to enter a binding contract with Intercambio;
c) You are not prohibited by law from using the CC English Platform;
d) You have not been convicted of or pled no contest to a violent offense (such as assault, stalking or harrassment), a sex offense, fraud or theft-related crimes.
e) You have not previously been removed from the CC English Platform by us, unless you have our express written permission to create a new account.

If at any time you cease to meet these requirements, you must immediately cancel your account.

3. PARTICIPATING IN THE CC ENGLISH PROGRAM IF YOU ARE A TEACHER

Students pay to access and use the CC English Platform, and therefore are expecting a certain level of engagement from their volunteer Teachers. In return for your voluntary service, Intercambio agrees to support your Teaching efforts.

3.1 Teacher Obligations. As a volunteer Teacher you agree to:
a) Conduct classes with your Student regularly, as agreed upon by you and the Student.
b) Work with your Student for a minimum of one curriculum level, or as otherwise arranged.
c) Directly notify your Student if you cannot attend a scheduled class session.
d) Make a good faith effort and do your best to:
i. Be patient, enthusiastic, and encouraging; offer corrections; and let your Student do most of the talking.
ii. Be proactive about issues by contacting CC English support staff or resolving problems on your own, as appropriate.
iii. Promptly respond to CC English staff when contacted (within 3 business days).
e) Contact CC English staff if:
iv. You need to stop teaching;
v. Your Student has missed several classes;
vi. You have any questions or problems; or
vii. A new Student would like to join your class.
f) Hold all information about your Student or Student’s family in strict confidentiality beyond CC English staff.
g) Refrain from helping your Student with any legal issues—this includes applications for legal residency or citizenship. Always refer your Student to an attorney for legal issues.
h) If you feel uncomfortable in your class for any reason at any time, you should communicate with a CC English staff person immediately.

3.2 Teacher Support. Intercambio through the CC English program agrees to provide volunteer Teacher support. We will:
a) Assess each Student’s language capabilities and assign them to the appropriate student level.
b) Provide access to practical, user-friendly teaching materials.
c) Offer teaching support, including resources, materials, and optional training opportunities

4. PARTICIPATING IN THE CC ENGLISH PROGRAM IF YOU ARE A STUDENT

4.1 Student Obligations. In addition to the other obligations set out in this Agreement, the Student agrees that the Student will:
a) Attend classes with your Teacher regularly, as agreed upon by you and your Teacher.
b) Work with your Teacher for a minimum of one curriculum level, or as otherwise arranged.
c) Directly notify your Teacher if you cannot attend a scheduled class session.
d) Make a good faith effort and do your best to:
I. Prepare for class.
II. Do your homework.
III. Promptly respond to Intercambio staff when contacted (within 3 business days).
e) Contact CC English staff if:
I. You need to stop scheduled classes;
II. You have missed several classes; or
III. You have any questions or problems.
f) Hold all information about your Teacher in strict confidentiality beyond CC English staff.
g) Refrain from helping your Teacher with any legal issues—this includes applications for legal residency or citizenship. Always refer your Teacher to an attorney for legal issues.
h) If you feel uncomfortable in your class for any reason at any time, you should communicate with a CC English staff person immediately.

4.2 CC English’s Obligations. CC English will serve in an advisory capacity for the Student, and will:
a) Assess your language capabilities and match you to an appropriate level of instruction.
b) Provide you with the appropriate Confidence and Connections book, and when you successfully complete a level, send you the next book.
c) Provide the CC English Platform which will:
I. Match you with a Teacher, based on your gender and availability.
II. Allow you and your Teacher to send messages to each other.
III. Allow your Teacher to schedule your agreed-upon class times.
IV. Allow you and your Teacher to meet in a video chat for instruction.
V. Provide additional learning resources for both you and the Teacher.

5. USING THE CC ENGLISH PLATFORM

You will be meeting for classes and sending messages through the CC English Platform.

5.1 Access and Use of the CC English Platform.
You agree to:

a) Comply with this Agreement, and check this page from time to time to ensure you are aware of any changes;
b) Comply with all applicable laws, including without limitation, privacy laws, intellectual property laws, anti- spam laws, and regulatory requirements;
c) Use the latest version of the Website and/or App;
d) Treat other Users in a courteous and respectful manner, both on and off the CC English Platform;
e) Be respectful when communicating with any of our employees;
f) Review the Privacy Policy and Safety Tips;
g) Maintain a strong password and take reasonable measures to protect the security of your login information.

You agree that you will not:

a) Misrepresent your identity, age, or affiliations with a person or entity;
b) Use the Content or Services in a way that damages the Content or Services or prevents their use by other Users;
c) Use the CC English Platform in a way to interfere with, disrupt or negatively affect the platform, the servers, or our networks;
d) Use the CC English Platform for any harmful, illegal, or nefarious purpose;
e) Harass, bully, stalk, intimidate, assault, defame, harm or otherwise mistreat any User;
f) post or share Prohibited Content (see below);
g) Solicit passwords for any purpose, or personal information for commercial or unlawful purposes from other Users or disseminate another person’s personal information without his or her permission;
h) Solicit money or other items of value from another User, whether as a gift, loan, or form of compensation;
i) Use another User’s account;
j) Use the CC English Platform in relation to fraud, a pyramid scheme, or other similar practice;
k) Violate the terms of the license granted to you by Intercambio (see Section 6 below);
l) Disclose private or proprietary information that you do not have the right to disclose;
m) Copy, modify, transmit, distribute, or create any derivative works from, any User Content or Our Content, or any copyrighted material, images, trademarks, trade names, service marks, or other intellectual property, content or proprietary information accessible through the CC English Platform without Intercambio’s prior written consent;
n) Express or imply that any statements you make are endorsed by CC English or Intercambio;
o) Use any robot, crawler, site search/retrieval application, proxy or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Services or Content;
p) Upload viruses or other malicious code or otherwise compromise the security of the CC English Platform;
q) Forge headers or otherwise manipulate identifiers to disguise the origin of any information transmitted to or through the CC English Platform;
r) “Frame” or “mirror” any part of the CC English Platform without Intercambio’s prior written authorization;
s) Use meta tags or code or other devices containing any reference to Intercambio or the CC English Platform (or any trademark, trade name, service mark, logo or slogan of CC English or Intercambio) to direct any person to any other website for any purpose;
t) Modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the CC English Platform, or cause others to do so;
u) Use or develop any third-party applications that interact with the Services or Content without our written consent;
v) Use, access, or publish the CC English application programming interface without our written consent;
w) Probe, scan, or test the vulnerability of the CC English Platform or any Intercambio system or network; or
x) Encourage, promote, or agree to engage in any activity that violates this Agreement.

5.2 Prohibited Content. Intercambio prohibits uploading or sharing Content that:

a) Is likely to be deemed offensive or to harass, upset, embarrass, alarm, or annoy any other person;
b) Is obscene, pornographic, violent or otherwise may offend human dignity, or contains nudity;
c) Is abusive, insulting or threatening, discriminatory or that promotes or encourages racism, sexism, hatred or bigotry;
d) Encourages or facilitates any illegal activity including, without limitation, terrorism, inciting racial hatred or the submission of which in itself constitutes committing a criminal offense;
e) Is defamatory, libelous, or untrue;
f) Relates to commercial activities (including, without limitation, sales, competitions, promotions, and advertising, solicitation for services, links to other websites or premium line telephone numbers);
g) Involves the transmission of “junk” mail or “spam”;
h) Contains any spyware, adware, viruses, corrupt files, worm programs or other malicious code designed to interrupt, damage, or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept or expropriate any data or personal information whether from Intercambio or otherwise;
i) Infringes upon any third party’s rights (including, without limitation, intellectual property rights and privacy rights);
j) Was not written by you or was automatically generated, unless expressly authorized by Intercambio;
k) Includes the image or likeness of another person without that person’s consent (or in the case of a minor, the minor’s parent or guardian), or is an image or likeness or a minor unaccompanied by the minor’s parent or guardian;
l) Is inconsistent with the intended use of the CC English Platform; or
m) May harm the reputation of Intercambio.

The uploading or sharing of Content that violates these terms (“Prohibited Content”) may result in the immediate suspension or termination of your account.

6. CONTENT

It is important that you understand your rights and responsibilities with regard to the Content on the CC English Platform, including any Content you provide or post. You are expressly prohibited from posting inappropriate Content.

While using the CC English Platform, you will have access to:
a) Content that you upload or provide while using the CC English Platform (“Your Content”);
b) Content that other Users upload or provide while using the CC English Platform (“User Content”); and
c) Content that Intercambio provides on and through the CC English Platform (“Our Content”). In this Agreement, “Content” includes, without limitation, all text, images, video, audio, or other material on the CC English Platform.

6.1 Your Content

You are responsible for Your Content. Don’t share anything that you wouldn’t want others to see, that would violate this Agreement, or that may expose you or us to legal liability.

You are solely responsible and liable for Your Content, and, therefore, you agree to indemnify, defend, release, and hold us harmless from any claims made in connection with Your Content.

You represent and warrant to us that the information you provide to us or any other User is accurate, and that you will update your account information as necessary to ensure its accuracy.

Your Content included on your individual profile should be relevant to the intended use of the CC English Platform. You may not display any banking information, whether in relation to you or any other person. If you choose to reveal any personal information about yourself to other Users, you do so at your own risk. We encourage you to use caution in disclosing any personal information online.

The profile you create will be visible to CC English and Intercambio staff. You acknowledge and agree that Your Content may be viewed by staff. Some items in your individual profile will also be visible to your Teacher or Student, including your name, the city and state where you live, your availability to meet for class, any homework you assign or complete through the CC English Platform, and any additional resources you upload to share with your Teacher or Student. You acknowledge and agree that Your Content may be viewed by your Teacher or Student. You will also be able to send messages to your Teacher, Student, CC English staff, and other teachers and students. By uploading Your Content, you represent and warrant to us that you have all necessary rights and licenses to do so.

You understand and agree that we may monitor or review Your Content, and we have the right to remove, delete, edit, limit, or block or prevent access to any of Your Content at any time in our sole discretion. Furthermore, you understand agree that we have no obligation to display or review Your Content.

6.2 User Content

While you will have access to certain Content created by others, it is not yours and you may not copy or use Content created by others for any purpose except as contemplated by this Agreement.

Other Users will share User Content on the CC English Platform—such as (but not limited to) messages, resources, homework assignments, and Student and Teacher profiles. User Content belongs to the User who created the Content and is stored on our servers.

You do not have any rights in relation to User Content, and you may only use such User Content to the extent that your use is consistent with the CC English Platform’s purpose of teaching and learning English and allowing you to communicate with other Users. You may not copy User Content or use User Content for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your account if you misuse any User Content.

6.3 Our Content

Intercambio owns all other Content on the CC English Platform.

Any other Content, including text, content, graphics, user interfaces, trademarks, logos, sounds, artwork, images, and other intellectual property appearing on the CC English Platform shall be considered Our Content and is owned, controlled or licensed by us and protected by copyright, trademark and other intellectual property law rights. All rights, title, and interest in and to Our Content remains with us at all times.

We grant you a limited license to access and use Our Content as provided under Section 6 below, and we reserve all other rights.

7. INAPPROPRIATE CONTENT AND MISCONDUCT; REPORTING

Intercambio does not tolerate Prohibited Content or behavior on the CC English Platform.

We are committed to maintaining a positive and respectful CC English community, and we do not tolerate any Prohibited Content or misconduct, whether on or off of the CC English Platform. We encourage you to report any Prohibited Content or misconduct by other Users. You can report a User by emailing support@ccenglish.org.

8. PRIVACY

Privacy is important to us. We have a separate Privacy Policy about it that you should read.

For information about how Intercambio collects, uses, and shares your personal information, please read our Privacy Policy. By using the CC English Platform, you agree that we may use your personal information in accordance with our Privacy Policy.

9. RIGHTS YOU ARE GRANTED BY INTERCAMBIO

Intercambio grants you the right to use and enjoy our Services, subject to these Terms.

For as long as you comply with these Terms, Intercambio grants you a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use our Services for purposes as intended by Intercambio and permitted by these Terms and applicable laws.

10. RIGHTS YOU GRANT INTERCAMBIO

You own all of Your Content, but you also grant us the right to use Your Content as provided in this Agreement.

You retain ownership of Your Content. However, in addition to the rights granted to Intercambio under the Privacy Policy, by providing or generating Your Content through the CC English Platform, you grant Intercambio a nonexclusive, royalty-free, perpetual, irrevocable, and sublicensable (including, without limitation, to other Users) right to use, copy, store, reproduce, modify, display, adapt, publish, translate, create derivative works from, distribute, and display (“Use“) Your Content throughout the world in any form, media, software or technology of any kind. In addition, you waive all moral rights in Your Content or warrant that all moral rights applicable to Your Content have been waived. You also grant Intercambio the right to use your name in connection with the reproduction or distribution of any of Your Content. You agree that you have all right, title, interest, and consent in Your Content necessary to allow Intercambio to Use Your Content as set forth in the rights and licenses you grant to Intercambio under this Agreement. You are solely responsible for Your Content. You assume all risks associated with use of Your Content, including any reliance on its accuracy, completeness, or usefulness by other Users, or any disclosure of Your Content that makes you or any third party personally identifiable. Intercambio is not obligated to take any action with regard to use of Your Content by other Users or third parties.

By submitting suggestions or feedback to Intercambio regarding the CC English Platform, you agree that Intercambio may use and share such feedback for any purpose without compensating you.

You agree that Intercambio may access, preserve, and disclose your account information, including Your Content, if required to do so by law or upon a good faith belief that such access, preservation, or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of any Intercambio or any other person.

11. PAYMENT POLICY

For the most updated version of our Payment Policy, please follow this link: CC English Payment Policy

12. ACCOUNT TERMINATION

If you no longer wish to use the CC English Platform, or if we terminate your account for any reason, here’s what you need to know.

You can delete your account at any time by logging in to your account and going to the Payment section of your Profile.

Intercambio reserves the right to investigate and, if appropriate, suspend or terminate your account without a refund if you have violated this Agreement, misused the Content or Services, or behaved in a way that Intercambio regards as inappropriate or unlawful, on or off the CC English Platform. We reserve the right to make use of any personal, technological, legal, or other means available to enforce this Agreement, at any time without liability and without the obligation to give you prior notice, including, but not limited to, preventing you from accessing the CC English Platform.

13. NO CRIMINAL BACKGROUND OR IDENTITY VERIFICATION CHECKS

Intercambio does not conduct criminal background or identity verification checks on its Users. Use your best judgment when interacting with others and check out our Safety Tips.

YOU UNDERSTAND THAT INTERCAMBIO DOES NOT CONDUCT CRIMINAL BACKGROUND OR IDENTITY VERIFICATION CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OF ITS USERS. INTERCAMBIO MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT, IDENTITY, INTENTIONS, LEGITIMACY, OR VERACITY OF USERS. INTERCAMBIO RESERVES THE RIGHT TO CONDUCT—AND YOU AUTHORIZE INTERCAMBIO TO CONDUCT—ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS AT ANY TIME USING AVAILABLE PUBLIC RECORDS, AND YOU AGREE THAT ANY INFORMATION YOU PROVIDE MAY BE USED FOR THAT PURPOSE.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. PUBLIC RECORD SEARCHES AND OTHER TOOLS DO NOT GUARANTEE YOUR SAFETY AND ARE NOT A SUBSTITUTE FOR FOLLOWING THE SAFETY TIPS AND OTHER SENSIBLE SAFETY PRECAUTIONS. ALWAYS USE YOUR BEST JUDGMENT AND TAKE APPROPRIATE SAFETY PRECAUTIONS WHEN COMMUNICATING WITH OR MEETING NEW PEOPLE. COMMUNICATIONS RECEIVED THROUGH THE CC ENGLISH PLATFORM, INCLUDING AUTOMATIC NOTIFICATIONS SENT BY INTERCAMBIO, MAY RESULT FROM USERS ENGAGING WITH THE CC ENGLISH PLATFORM FOR IMPROPER PURPOSES, INCLUDING FRAUD, ABUSE, HARASSMENT, OR OTHER SUCH IMPROPER BEHAVIOR.

Though Intercambio strives to encourage a respectful user experience, it is not responsible for the conduct of any User on or off the CC English Platform. You agree to use caution in all interactions with other Users, particularly if you decide to communicate off the CC English Platform or meet in person.

14. DISCLAIMER

The CC English Platform is provided “as is” and we do not make, and cannot make, any representations about the content or features of our Services.

INTERCAMBIO PROVIDES THE CC ENGLISH PLATFORM ON AN “AS IS” AND “AS AVAILABLE” BASIS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE CC ENGLISH PLATFORM (INCLUDING ANY CONTENT AND SERVICES CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. INTERCAMBIO DOES NOT REPRESENT OR WARRANT THAT (A) THE CC ENGLISH PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE, (B) ANY DEFECTS OR ERRORS IN THE CC ENGLISH PLATFORM WILL BE CORRECTED.

INTERCAMBIO TAKES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER USER OR THIRD PARTY POSTS, SENDS, OR RECEIVES THROUGH OUR SERVICES NOR DOES INTERCAMBIO TAKE ANY RESPONSIBILITY FOR THE IDENTITY, INTENTIONS, LEGITIMACY, OR VERACITY OF ANY USERS WITH WHOM YOU MAY COMMUNICATE THROUGH THE CC ENGLISH PROGRAM. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK. INTERCAMBIO IS NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, BUT WITHOUT LIMITATION, 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.

15. LIMITATION OF LIABILITY

Intercambio’s liability is limited to the maximum extent permitted by applicable law.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL INTERCAMBIO, ITS AFFILIATES, EMPLOYEES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE CC ENGLISH PLATFORM; (B) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON, THROUGH, OR FOLLOWING USE OF THE SERVICES; OR (C) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT, EVEN IF INTERCAMBIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL INTERCAMBIO’S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE CCENGLISH PLATFORM EXCEED THE GREATER OF THE AMOUNT PAID, IF ANY, BY YOU TO INTERCAMBIO FOR ACCESS TO CONTENT OR SERVICES WHILE YOU HAVE AN ACCOUNT; OR $100.00.

THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 15 SHALL APPLY EVEN IF YOUR REMEDIES UNDER THIS AGREEMENT FAIL WITH RESPECT TO THEIR ESSENTIAL PURPOSE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

16. OWNERSHIP

We own all right, title, and interest in the CC English Platform and our trademarks.

Intercambio retains all right, title and interest, including, without limitation, all intellectual property rights, in and to the CC English Platform and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the CC English Platform and you are not granted any right or license to use the CC English Platform itself, apart from your ability to access and use the CC English Platform, Content, and Services under this Agreement. The Intercambio name, logo, and all product and service names associated with the CC English Platform, Content, and Services are trademarks of Intercambio and its licensors and providers and you are granted no right or license to use them.

17. INDEMNITY

You agree to indemnify Intercambio if a claim is made against Intercambio due to your actions.

You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless Intercambio, our affiliates, and their and our respective officers, directors, agents, and employees from and against any and all complaints, demands, claims, damages, losses, costs, liabilities, and expenses, including attorney’s fees, due to, arising out of, or relating in any way to your access to or use of the CC English Platform, Your Content, Your conduct toward other Users, or your breach of this Agreement.

18. GOVERNING LAW AND VENUE

The interpretation of the rights and obligations of the parties under this Agreement, and any negotiations, arbitrations, or other legal proceedings hereunder, will be governed in all respects exclusively by the laws of the State of Colorado. Each party agrees that it will bring any action or proceeding arising from or relating to this Agreement exclusively in a federal or state court in Denver, Colorado. You irrevocably submit to the personal jurisdiction and venue of any such court in any such action or proceeding or in any action or proceeding brought in such courts by either party.

19. ACCEPTANCE OF TERMS

By using the CC English Platform, or the Content or Services available through the CC English Platform, you accept the terms of this Agreement.

By using the CC English Platform, or the Content or Services available through the CC English Platform, whether through the App or Website, you agree to be bound by (a) this Agreement, which we may amend from time to time, (b) the Privacy Policy and Safety Tips, and (c) any additional terms upon purchase presented to you when purchasing a Subscription. If you do not accept and agree to be bound by all of the terms of this Agreement, please do not use the CC English Platform.

The section headings and summaries contained herein are inserted for convenience only and shall not be considered in interpreting any term or provision hereof. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural as the identity of the entities or persons referred to any require. Any word both capitalized and uncapitalized will be deemed to have the same meaning.

20. ENTIRE AGREEMENT

This Agreement supersedes any previous agreements or representations.

This Agreement, with the Privacy Policy, Safety Tips, and any additional terms upon purchase, contain the entire agreement between you and Intercambio regarding the use of the CC English Platform. This Agreement supersede all previous agreements, representations, and arrangements between us, written or oral. If any provision of this Agreement is held invalid, illegal, or otherwise unenforceable, the remainder of this Agreement shall continue in full force and effect. The failure of either party to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. You agree that your account is non-transferable and all of your rights to your account and its content terminate upon your death, unless otherwise provided by law. Any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. The parties hereto are independent contractors, and no agency, partnership, joint venture, fiduciary, or other special relationship or employment is created as a result of this Agreement, and you may not make any representations on behalf of or bind Intercambio in any manner.



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