Effective May 28th, 2018
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
IF YOU ARE A USER LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND OR UNITED KINGDOM, THE DATA PROCESSING ADDENDUM ACCOMPANIES THESE TERMS AND SETS FORTH OTHER TERMS OF OUR AGREEMENT THAT APPLY SOLELY TO THE EXTENT ANY INFORMATION YOU PROVIDE TO ESL PASSPORT INCLUDES PERSONAL DATA OF INDIVIDUALS LOCATED IN THE EUROPEAN ECONOMIC AREA, SWITZERLAND AND THE UNITED KINGDOM.
You agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND ESL PASSPORT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury.
1. ESL Passport Service Overview
The Service provides a hub of resources and information for the international English as a Second Language industry, in addition to a platform of job postings, review boards and user profiles.
2. User Accounts & Registration
(2.2) Eligibility: You must be at least  years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least  years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and references to you herein (and all of your obligations hereunder) will refer to such entity and any individual using the Service on such entity’s behalf.
4. General Payment Terms
Premium features of the Service will require you to pay fees upon registering for the applicable premium service. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable. Fees vary based on the plan, with different pricing schemes for individual users and organizations.
(4.1) Price: ESL Passport reserves the right to determine pricing for the Service. ESL Passport will make reasonable efforts to keep pricing information published on the website up to date. We encourage you to check our website periodically for current pricing information, located here: https://eslpassport.com/pricing. ESL Passport may change the fees for any feature of the Service, including additional fees or charges, if ESL Passport gives you advance notice of changes before they apply. ESL Passport, at its sole discretion, may make promotional offers with different features and different pricing to any of ESL Passport’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.
(4.3) Subscriptions: The Service may include automatically recurring payments for periodic charges (“Subscription Service”). You agree to pay all applicable fees related to your use of this Website and the Platform which are described fully on our pricing page. By providing a payment method, you expressly authorize us to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on your particular membership and utilized services. The subscription period for Paid Accounts can be month-to-month, yearly, or another duration described more fully on our pricing page. For Free Accounts, the subscription period is month-to-month unless earlier terminated as provided in these Terms.
(4.5) Delinquent Accounts: ESL Passport may suspend or terminate access to the Service for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees. ESL Passport reserves the right to terminate any Free Accounts set up that have been inactive over 6 months.
(5.1) ESL Passport Content: Without formal permission from the ESL Passport CEO, ESL Passport's logos, domain names, or other brand features are protected under copyright laws. The information, materials (including, without limitation, HTML, text, audio, video, white papers, press releases, data sheets, product descriptions, software and FAQs and other content) available on the Site and/or the Service, excluding Third Party Content (collectively, “ESL Passport Content”), are the copyrighted works of ESL Passport.
(5.2) Third Party Links & Services: Our Website may contain links to third-party websites. These links are provided by other users and solely as a convenience to you. By linking to these websites, we do not create or have an affiliation with or sponsor such third party websites. The inclusion of links within our Website does not constitute any endorsement, guarantee, warranty, or recommendation of such third party websites. ESL Passport has no control over the legal documents and privacy practices of third party websites; as such, you access any such third party websites at your own risk.
(5.3) Ownership; Proprietary Rights: The Service is owned and operated by ESL Passport. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, templates, and all other elements of the Service (“Materials”) provided by ESL Passport are protected by intellectual property and other laws. All Materials included in the Service are the property of ESL Passport or its third party licensors. Except as expressly authorized by ESL Passport, you may not make use of the Materials. ESL Passport reserves all rights to the Materials not granted expressly in these Terms.
(5.4) Trademarks: All trademarks, service marks and logos included on the Site (“Marks”) are the property of ESL Passport or third parties, and you may not use such Marks without the express, prior written consent of ESL Passport or the applicable third party
(5.5) Monitoring of Site: ESL Passport reserves the right, but does not undertake the obligation, to monitor use of the Site and/or the Service, and to investigate and take appropriate legal action against any party that uses the Site in violation of these Terms of Service or applicable law. ESL Passport reserves the right to accept, reject or modify any Site Content or User Content, but assumes no liability based on its acceptance, rejection, modification or failure to modify any Site Content or User Content.
6. YOUR USE OF THE SITE & SERVICE
(6.1) Use of Service: Subject to your complete and ongoing compliance with these Terms, ESL Passport grants you limited, non-transferable, non-sublicensable, revocable permission to access and use the Service for your personal, internal use during the Term at the level of service for which you have paid all applicable Fees. You are responsible for your own communications, including the upload, transmission, and posting of information, and are responsible for the consequences of their posting on or through the Service.
(6.2) Refunds: Refunds are processed according to our fair refund policy.
(6.3) Cancellation and Termination by You: An ESL Passport account ends when your Account is closed for whatever reason, except that this Agreement survives termination to the extent and for so long as we require to deal with the closure of your Account and to comply with applicable laws and regulations. You are solely responsible for properly canceling your User Account. An email or phone request to cancel your User Account is not considered cancellation. You can cancel your User Account at any time by clicking on the account management icon inside your Administrator dashboard. You will receive a cancelation confirmation email to the email on the account being canceled. If you cancel your User Account before the end of your current annual payment period, your cancellation will take effect immediately and all of your uploaded data will be promptly removed. Your reviews will stay intact while your responses also disappear. You will not be charged again in the following year. Please note that we do not provide refunds for unused time in the last billing cycle.
(6.4) Termination and Suspension by ESL Passport: We reserve the right to suspend or end the Services at any time, with or without cause and with or without notice. For example, we may suspend or terminate your use if you are not complying with these Terms or use the Services in any way that would cause us legal liability or disrupt others’ use of the Services. If we suspend or terminate your use, we will try to let you know in advance and help you retrieve data, though there may be some cases where we may suspend immediately. When your Account is closed, we may keep your Account information in our database for the purpose of fulfilling our legal obligations. If we terminate your User Account without cause, we will refund a prorated portion of your annual membership costs. We will not refund or reimburse you if we terminate your User Account for cause, including (without limitation) for a violation of these Terms of Service. If you are the legal representative of an incapacitated or deceased Account holder, please contact us for assistance.
(6.5) Restrictions: Except and solely to the extent such a restriction is impermissible under applicable law, you may not:
(a) reproduce, distribute, publicly display, or publicly perform the Service;
(b) make modifications to the Service; or
(c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it. You may not use the Service on behalf of any third party, or in a service bureau or similar capacity.
(6.8) Feedback: If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant ESL Passport an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
(6.9) Aggregated and/or Anonymized Data: ESL Passport will have the right to collect and analyze data and other information relating to the provision, use or performance of the Site and/or Service and related systems and technologies (including information concerning User Data and data derived therefrom), and to aggregate and/or anonymize all such data and information. ESL Passport will be free at any time to (i) use such information and data to improve and enhance ESL Passport’s offerings; and (ii) disclose such data in aggregate or another de-identified form in connection with its business.
(6.10) Electronic Communications: By using the Website, you consent to receive electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to this Website. These electronic communications are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
7. User Content
Certain features of the Service may permit users to upload content to the Service, including reviews, photos, video, images, data, text, and other types of works (“User Content”) and to publish User Content on the Service.
(7.1) Limited License Grant to ESL Passport: By providing User Content to or via the Service, you grant ESL Passport a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any media formats, in company-wide promotions, team development, big data, corporate presentations and through any media channels now known or hereafter developed.
(7.2) Limited License Grant to Other Users: By providing User Content to or via the Service to other users of the Service, you grant those users a non-exclusive license to access and use that User Content. Please always keep in mind what you post, is considered public information.
(7.3) Representations and Warranties: ESL Passport disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that:
- a) you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize ESL Passport and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by ESL Passport, the Service, and these Terms;
- b) your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause ESL Passport to violate any law or regulation; and
- c) your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
- d) your User Content does not and will not contain Hateful Content, a Threat of Physical Harm, or Harassment
The following serves as a guide to help illustrate generally the types of content that fall within the scope of ESL Passport’s policy on Hateful Content, Threats of Physical Harm, and Harassment but is not exhaustive. This Section 7.3 (d) does not limit any of our other rights or remedies provided herein. For the avoidance of doubt, your User Content may not include, and ESL Passport may remove or refuse to publish or promote any User Content that violates the terms or policies of any third party platform with which ESL Passport’s Services integrate or interoperate.
Hateful Content includes:
Any statement, image, photograph, or other content that in our sole judgment could be reasonably perceived to harm, threaten, demean, promote the harassment of, promote the intimidation of, or promote the abuse of others for any reason, including by reason of race, gender or gender identity, national origin, sexual orientation, religion, or otherwise.
A Threat of Physical Harm includes:
Any statement, photograph, advertisement, or other content that in our sole judgment could be reasonably perceived to threaten, advocate, or incite physical harm to or violence against others, including references to current or historical figures or groups that are known for purporting such content, such as the Ku Klux Klan, Nazi Party, and the like.
Revealing someone’s personal information, also known as “doxxing”.
Online stalking, and bullying.
Wishes for physical harm directed at a person or persons.
Incitement of others to any of the previous items.
We reserve the right to suspend or terminate accounts and remove individual posts which contain Hateful Content, a Threat of Physical Harm, or Harassment.
We also may suspend or terminate your account if we determine, in our sole discretion, that you are either:
An organization which has publicly stated or acknowledged that its goals, objectives, positions, or founding tenets include statements or principles that could be reasonably perceived to advocate, encourage, or sponsor Hateful Content, Harassment, or A Threat of Physical Harm.
A person or organization that has acted in such a way as could be reasonably perceived to support, condone, encourage, or represent Hateful Content, Harassment, or A Threat of Physical Harm.
Notwithstanding the foregoing, we reserve the right to screen, remove, edit, or block any User Content we find in violation of the Terms or that we find, in our sole discretion to be otherwise objectionable, at our sole discretion.
(7.4) User Content Disclaimer: We are under no obligation to edit or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. ESL Passport may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive and do waive, any legal or equitable right or remedy you have or may have against ESL Passport with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, ESL Passport does not permit copyright-infringing activities on the Service.
(7.6) Prohibited Content: BY USING THE SERVICE YOU AGREE NOT TO: use the Service for any illegal purpose or in violation of any local, state, national, or international law;
violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
interfere with security-related features of the Service, including by:
(i) disabling or circumventing features that prevent or limit use or copying of any content;
(ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law; or
(iii) hacking, password “mining” or using any other illegitimate means of interference;
modify or create derivatives of any part of the Service;
interfere with the operation of the Service or any user’s enjoyment of the Service, including by:
(i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code;
(ii) making any unsolicited offer or advertisement to another user of the Service;
(iii) collecting personal information about another user or third party without consent; or
(iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
take action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service of ESL Passport’s systems or networks, or any systems or networks connected to the Service or ESL Passport;
sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or
attempt to do any of the acts described in this Section 7 or assist or permit any person in engaging in any of the acts described in this Section 7.
8. Digital Millennium Copyright Act
(8.1) DMCA Notification: We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on the Service, you may contact our Designated Agent at the following address:
ESL PassportATTN: Legal Department (Copyright Notification)
PO Box 591491, San Antonio, TX, 78259, United States
Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of the material that you claim is infringing and where it is located on the Service;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
(8.2) Repeat Infringers: It is ESL Passport’s policy to promptly terminate the accounts of users that are determined by ESL Passport to be repeat infringers.
You alone are responsible for any violation of these Terms by you. You agree to indemnify and hold ESL Passport, its parents, subsidiaries, affiliates, officers, agents, employees, resellers or other partners and licensors harmless from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your Data, or the use thereof, including but not limited to allegations that any processing of your Data by ESL Passport and/or you under this Agreement violates any applicable law or regulation, or infringes the privacy or intellectual property rights of a third party, your User Content, your use of the ESL Passport Properties, your violation of these terms, or your violation of any law.
10. Modification of Terms
We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. Modifications will become effective upon the earlier of (a) your acceptance of the modified Terms, (b) your use of the Service with actual knowledge of the modified Terms, or (c) thirty (30) days following our publication of the modified Terms through the Service. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
11. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ESL PASSPORT SHALL NOT BE LIABLE TO YOU FOR ANY (A) INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY OR STATUTORY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OR PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF CREDIBILITY, LOSS OF TRUST, LOSS OF CLIENTELE, LOSS OF GOODWILL, OR ANY OTHER INTANGIBLE LOSS).
12. Disclaimers; No Warranties
THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. ESL PASSPORT DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE. ESL PASSPORT DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND ESL Passport DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ESL PASSPORT ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE ESL PASSPORT ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT. ESL Passport does not have control of reviews made nor will assume responsibility for damaged credibility as a result of our posted reviews. We also do not guarantee clients will not be cheated by account holders, or that job posters will receive top applicants or will experience positive business growth as a result of their membership. Please note that there are risks in being in a transparent space.
ESL Passport is an online global English as a Second Language (ESL) service provider and is a registered American company located at the address of PO# 591491 San Antonio, TX 78259. Our servers and offices are internationally located to better serve our growing global community.
14. Governing Law
These Terms are governed by the State of Texas without regard to conflict of law principles. ESL Passport’s failure to enforce a provision is not a waiver of its right to do so later. Neither ESL Passport nor Customer will be liable for inadequate performance to the extent caused by a condition that was beyond the party’s reasonable control.
9600 Gaylord Pkwy #1204, Frisco, Texas, 75035, United States