Last updated: January 2018

The following are the terms of use (“Terms”) under which you may use the Degreed.com (“Site”). Please also read our Privacy Policy, which can be found at https://degreed.com/about/privacy.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, REGARDLESS OF WHETHER YOU HAVE REGISTERED WITH THE SITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. The terms “you” and “your” as used herein refer to all individuals and/or entities accessing this Site for any reason.

Degreed, Inc. (“Degreed”) may revise these terms and conditions at any time by updating these Terms as they are displayed on this Site. We are not required to contact you prior to making any change to these Terms; therefore, we encourage you to visit this page frequently so that you are aware of any changes.

Use of Degreed and the Site Content
Degreed authorises you to view and access the Site solely for your personal, non-commercial use. You shall not copy or adapt the underlying HTML code with respect to any portion of the Site or the content appearing therein.

The contents of this Site, including all text, images, graphics, logos, video, audio, links, button icons, software and other content (collectively, “Site Content”), are protected under both United States and international copyright, trademark, patent, trade secret and other intellectual property laws. All Site Content is the sole and exclusive property of Degreed, its content suppliers or clients. The compilation (meaning the selection, collection, arrangement and assembly) of all content on this Site is the exclusive property of Degreed and is also protected by applicable intellectual property laws. Unauthorised copying or use of the Site Content (including its use on any other website) may violate intellectual property rights and/or other laws. You may not use, reproduce, modify, transmit, display, publish, sell, create derivative works of or distribute by any means, method or process whatsoever, now known or hereafter developed, any of the Site Content. You are prohibited from using the Site in violation of any applicable foreign, national or regional laws, rules or regulations or in a manner that will infringe Degreed’s or any third party’s intellectual property rights or otherwise violate the privacy, publicity or other personal rights of others. The use of defamatory, threatening, hateful, obscene or abusive language, images or postings on the Degreed Sites are strictly prohibited.

Permitted Uses
Degreed may only be used for lawful purposes by individuals seeking to use the Degreed service (“Service”) as described on this Site. Degreed specifically prohibits any other use of the Site. By using the Site, you agree not to take any of the following actions: (a) using any device, software or routine to interfere or attempt to interfere with the proper working of any Degreed Site or any activity being conducted on the Site; (b) Use or attempt to use any engine, software, tool, agent or other device or mechanism (including, without limitation, customised browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and software available from Degreed on the Site and other than generally available third-party web browsers such as Microsoft Internet Explorer is strictly prohibited; (c) attempt to decipher, decompile, disassemble or reverse-engineer any of the software comprising or in any way making up a part of the Site; (d) taking any action that imposes an unreasonable or disproportionately large load on the Site’s infrastructure, including, without limitation, denial of service attacks; and (e) aggregating, copying or duplicating in any manner any of the Site Content or information available from the Site.

Posting and Conduct Restrictions
When you create your own personalised account, you may be able to provide User content (“User Content”). You are solely responsible for the User Content that you post, upload, link to or otherwise make available on the Site. You agree that Degreed is only acting as a passive conduit for your online distribution and publication of your User Content. Degreed reserves the right to remove or alter any User Content from the Site at its sole discretion. The following rules pertain to User Content. By transmitting and submitting any User Content while using the Site, you agree that you: (i) are solely responsible for your account and the activity that occurs while signed in to or while using your account; (ii) will not post information that is malicious, false or inaccurate; (iii) will not submit content that is subject to third-party proprietary rights, including privacy, publicity, trade secret, copyright or trademark, unless you are the owner of such rights or have the appropriate permission from its rightful owner. Degreed does not, and cannot, pre-screen or monitor all User Content. However, at its discretion, Degreed may monitor and/or record your interactions with the Site.

Digital Millennium Copyright Act
Degreed takes claims of copyright infringement seriously. If you believe that any materials on the Site infringe your copyright, please inform Degreed by sending written notice by post to Degreed at 445 Bryant St., San Francisco, CA 94107, US, or by email to support@degreed.com. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), your written notice must include substantially the following:

• A reasonably detailed description of the copyrighted work(s) or other intellectual property or properties that you claim has/have been infringed, or, if the claim involves multiple works, a representative list of such works;
• Identification of the specific material that you believe infringes upon our rights and sufficient information to enable Degreed to locate the specific material. The DMCA only authorises Degreed to remove or disable access to specific infringing materials. We are not authorised to generally disable access to non-infringing materials;
• The following statements or equivalent:

1. 1. “I swear, under penalty of perjury, that the information contained in this notification is accurate and that I am the copyright owner or am authorised to act on behalf of the owner of an exclusive right that is allegedly infringed; and
   2. I have a good faith belief that use of the copyrighted materials described above on the allegedly infringing web pages is not authorised by the copyright owner, its agent or the law.”

• Your company name (if any), your legal name (printed), postal address and phone number, and, if available, an email address; and
• A physical or electronic signature of a person authorised to act on behalf of the owner of the right that is allegedly violated or infringed, and the present date.

If you fail to comply with all of the requirements of § 512(c)(3) of the DMCA, your notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages (including costs and legal fees) under § 512(f) of the DMCA.

Upon Degreed’s receipt of a valid and complete takedown notice, Degreed shall (i) remove or disable access to the specific allegedly infringing material identified in the notice, and (ii) take reasonable steps to contact the author(s) or other sources of the material.

If Degreed removes or disables access to material as a result of a takedown notice, the person or entity supplying such material may instruct Degreed to restore such material by providing a counter-notification to Degreed. Upon receipt of a counter-notification, Degreed shall send a copy of the counter-notification to the original complaining party and inform such party that Degreed shall replace or restore access to the material within no less than 10 but no more than 14 days unless Degreed receives official notice from the complaining party that it has filed an action seeking a court order.

User Information
When you register for the Site, you will be asked to provide Degreed with certain information including, without limitation, a valid email address. In addition, if you elect to use the Service, you will be required to open an account. You must complete the registration process by providing Degreed with current, complete and accurate information as prompted by the applicable registration form. You will also choose a password and a username. If you register with Degreed using an enterprise account and later leave that enterprise, you may retrieve your account by emailing info@degreed.com. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify Degreed immediately of any unauthorised use of your account or any other breach of security. Degreed will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Degreed or another party due to someone else using your account or password. You may not use anyone else’s account at any time, without the permission of the account holder. You are responsible for maintaining the confidentiality of your password and login. Degreed reserves the right, at its sole discretion, to terminate your access to the Site with or without notice.

In addition to the terms and conditions that may be set forth in Degreed’s Privacy Policy on this Site, you understand and agree that Degreed may disclose to third parties, on an anonymous basis, certain aggregate information based on the information that you provide to Degreed and your usage of the Site. Degreed will not disclose to any third party your personally identifiable information without your prior consent, except to the extent necessary or appropriate to comply with applicable laws, subpoena or other legally compelled disclosure. Please see Degreed’s Privacy Policy for further details regarding the use of your personally identifiable information.

Children Under the Age of 13
The safety and privacy of children is very important to us. We are committed to comply with the requirements of all federal and state law, including the Children’s Online Privacy Protection Act of 1998 (“COPPA”). For more information about COPPA, please visit the Federal Trade Commission’s website at COPPA Website.

This Site is not intended for children under the age of 13. Degreed will not knowingly register or otherwise collect personally identifiable information from persons who identify themselves as being under the age of 13 during the registration process.

Termination and Account Cancellation
Degreed reserves the right to revoke your access to and use of the Site at any time, with or without cause. If you breach any of these Terms, Degreed will have the right to suspend or disable your account, at its sole discretion and without prior notice to you. You may cancel your Account at any time by accessing the Personal section of your Profile Settings. Once you are in your Profile Settings, you can select “Delete Profile” and then “yes” to confirm that you would like to delete your account. If you are connected to an enterprise account, you cannot delete your individual account.

Disclaimers
YOUR USE OF THE SITE AND SITE CONTENT, AND ANY USE OF THE SERVICE OR ITEMS OBTAINED THROUGH THE SITE ARE AT YOUR OWN RISK. THE SITE, THE SITE CONTENT AND ANY USE OF THE SERVICE OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, DEGREED EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. DEGREED MAKES NO WARRANTY THAT THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE OR ERROR-FREE BASIS. DEGREED MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SERVICE OR SITE CONTENT OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY SITE CONTENT OBTAINED THROUGH THE SITE OR THE SERVICE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM DEGREED OR THROUGH THE SITE OR SITE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES. YOU UNDERSTAND THAT DEGREED DOES NOT SCREEN OR ENQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SITE, NOR DOES DEGREED MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE OR THE SERVICE. DEGREED MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR THE SERVICE OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.

Indemnity
You agree to defend, indemnify and hold Degreed, its officers, directors, employees, licensors, service providers and agents harmless from and against any claims, liabilities, damages, losses and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site or your violation of these Terms including, without limitation, any use of the Site Content or the Service, or your use of any information obtained from the Site.

Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, THE SERVICE AND SITE CONTENT REMAINS WITH YOU. NEITHER DEGREED NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE OR THE SERVICE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE OR SITE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, OR THE SERVICE OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER DEGREED HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED IN ITS ESSENTIAL PURPOSE. IN NO EVENT WILL DEGREED’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE OR SITE CONTENT EXCEED ONE HUNDRED US DOLLARS ($100). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN DEGREED AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of Degreed used herein are trademarks or registered trademarks of Degreed. Any other trademarks, service marks, logos and trade names, and any other proprietary designations, are the trademarks or registered trademarks of their respective parties.

Controlling Law and Jurisdiction
These Terms and any action related thereto will be governed by the laws of the US State of Utah, without regard to its conflicts of law provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms will be the state and federal courts located in District of Utah, and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

Entire Agreement
These Terms and the Privacy Policy constitute the entire and exclusive understanding and agreement between Degreed and you regarding use of the Site, the Service and/or the Site Content and these Terms supersede and replace any and all prior oral or written understandings or agreements between Degreed and you regarding the Site.

Assignment
These Terms are personal to you and your use of the Site and may not be transferred or assigned to anyone. Degreed may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Degreed (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

Links to Other Websites
The Site may contain links to other websites operated by third parties. Such links are provided for your convenience only, and if you access any other websites linked to the Site, you do so at your own risk. We are not responsible for the content of any such websites, or the products and services sold on them, nor are we responsible or liable for any loss or damage that may arise from your use of such websites. When you visit a linked website, you should read the terms of use and privacy policy that govern that particular website. Links to other websites do not imply our endorsement of any content, advertising, products, services or other materials on or available through such websites.

General
The failure of Degreed to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorised representative of Degreed. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting Degreed
If you have any questions about these Terms or any questions, complaints or claims, please contact us at:

Address: 4305 Hacienda Drive
Suite 300
Pleasanton, CA 94588, US
Phone: +1 800-311-7061