GOJI - Terms and Conditions


IMPORTANT - If you are under the age of 18, you must get your parent or guardian to read the Terms of Service below and agree to them for you, before using GOJI or provide any information to us. Please review the Terms of Service carefully with your parent or guardian to understand our services and the applicable restrictions when using GOJI. Otherwise, we are sorry but we cannot allow you to use GOJI. If you are under the age of 13, you are not permitted to use GOJI. EFFECTIVE: JANUARY 24, 2017 Welcome! Terms of Service The agreement (the Agreement) you are reading is our Terms of Use (the Terms). Though we’ve tried hard to make our Terms easily readable, you should know that they still form a legally-binding contract between you and GOJINET INC. (Us, We, Our, GOJI). By using the information, programs, software, features and functionality including content, updates and news releases (the Services) whether via http://gojinet.com (the Website) or our mobile device application (the App), you acknowledge that you have read these Terms, that you agree with them, and that you have the capacity to enter into a binding contract with us. We encourage you to read these Terms and if you don’t agree with any of them, not to use the Services. We especially highlight that by using the services, you are agreeing to: a) The method by which you subscribed and pay for our Services (see: “Accessing the Services” at section 2); b) Rules concerning what content and information you can bring to the Services (see: “Using the Services Properly” at section 3); c) GOJI getting certain rights to use content related to the Services to improve the Services (see: “Rights in the Services” at section 4); and d) A binding mandatory arbitration clause and other dispute resolution details (see: “Dispute Resolution” at section 11). On certain pages of our website, we might ask you to agree to extra terms (the Additional Terms). If any Additional Terms conflict with these Terms, the Additional Terms will prevail. 1. Privacy Your privacy is extremely important to us! These terms include our privacy policy (the Privacy Policy), which outlines how we handle your information. You should read our Privacy Policy carefully before using the Services because by using the Services, you agree that we can collect, use, and share your information (but only in ways consistent with the Privacy Policy). We also want you to know that if these Terms conflict in any way with the Privacy Policy, then these Terms will prevail. 2. Accessing the Services Your Account You need an account on our App to access our Services. Using our Services requires data network access. You are solely responsible for all fees charged by your wireless service carrier related to your use of the Service (e.g., data usage fees). You shall also be responsible for acquiring and updating the equipment necessary to access our Services. Only those who are 18 years of age or older are allowed to use or access the Services or create an account. If you are not legally an adult based on your local laws, you need to get a parent or guardian to agree to these Terms on your behalf. We try to make our Services as accessible as possible, but we know that there is always room for improvement! If you have any trouble accessing the Services, please contact us at: support@gojinet.com. You are solely responsible for the security, maintenance, and all other aspects of your GOJI account. By using the Services you agree that the account information you provide us is accurate. We suggest that you take precautions to safeguard your account, including selecting a strong password. By using the Services, you also agree not to do the following with respect to your account: a) share your password or account or buy, sell, rent, or lease your username or account; b) access or attempt to access your account using a proxy, client, or third-party app; or c) create multiple accounts or a new account after your original account has been banned or disabled by GOJI. While you are free to choose any username that complies with these Terms, be aware that we can reclaim your username at our discretion. Any issues with account access or security can be addressed to: support@gojinet.com. Contact our support team right away if you know or have reason to believe that your account has been accessed without your permission. Tutors The Service allows users of GOJI’s Websites or App (the Student) to arrange and schedule a live video or audio chat session (the Session) with a native English speaker (the Tutor). The Tutors are not employees or agents of GOJI. Rather, all Tutors are independent contractors offering their services to the Students through the technology platform provided by GOJI. Payments will be made to Tutors through direct deposits to their Stripe account. In order to receive payments, Tutors will need to provide their Stripe account information, social insurance number and chequing account information when registering a GOJI account. From time to time, GOJI will publish the profiles of selected Tutors on the Website along with their degree certificates, certifications (e.g., TESL/TESOL), a video clip of the Tutors, and their availabilities, if the selected Tutors consent. You acknowledge that GOJI has no duty to verify any stated credentials, experience or qualifications of any Tutor. If you wish to file a complaint regarding any Tutor, please contact GOJI at support@gojinet.com. Paying for the Services Our Services are provided to the Students with a fee based on the duration of the Session. The minute fee of each Session is set by the Tutor and can vary depending on the particular Tutor. The applicable fee to the Session will be listed in the Website or App at the time the Session begins. After each Session, GOJI will facilitate the Student’s payment using the preferred payment method designated in his or her GOJI account. The charge starts after the first minute of the Session. If a Session is terminated within 59 seconds of beginning the Session, the Student will not be charged for that Session. All fees paid are final and non-refundable, unless otherwise determined by GOJI. We currently only accept Alipay, Visa and MasterCard for payments. The Student will be asked to provide at least on valid payment method when registering a GOJI account and designate a preferred payment method. If the preferred method of payment has the potential to become unavailable at any time in the future (for example, credit card), we encourage you to keep the payment information you provide to us up-to-date. If you do not do so, you authorize us to continue using that payment information to bill for the Services until we receive notice that it is no longer valid. Please read the “Ending or Changing the Services” section below for details on the renewal or cancelation of Services and charges. We use third-party processors (such as Alipay and Stripe) to process payments made using the Service. The third parties collect the data and personal information you submit when a payment is made. By submitting personal information to a third-party processor, you consent to such collection and storage. The third party processors may be located in countries other than Canada, such as the United States. Please review section 5 below, entitled “Rights of Third Parties” for additional information on the relationship of Third-Parties to the Services. You may be charged local sales tax or VAT, if applicable. International Access We are aware that our Website and App may be accessed from countries other than Canada. Nothing on our website stands to represent or warrant that any Services are or will be available outside of Canada. If you access and use our website or any of the Services outside Canada, you are responsible for complying with your local laws and regulations. 3. Using the Services Properly We want to make sure that the Services provide a respectful environment for all of our users. That is why in order to use the Services, you must agree: a) that the Services are for your personal use only and that you will not use the Services for commercial purposes; b) that you are solely responsible for the safety of your passwords and content, including backing up your content; c) not to store, post, comment on, upload, send or submit any content to the Services that: (i) constitutes spamming, solicitation, or phishing for user information; (ii) infringes or violates any third-party or intellectual-property right; (iii) constitutes bullying, threats, abuse, or harassment; (iv) is illegal, that you know to be false, that promotes activity that is illegal, or that is disparaging or defamatory to anyone, including GOJI; (v) involves any graphic violence, nudity, or pornography or that is racist or discriminatory or promotes racism or discrimination against any individual or group of individuals; or (vi) that GOJI deems to interfere with other users’ use and enjoyment of the Services; (d) not to use the Services for any purpose that is illegal or prohibited in these Terms; (e) not to sell, make available, publish, or deep-link any aspect of the Services; (f) not to create derivative works from or exploit the Services or the content provided by the Services in any way; (g) not to use or misuse any GOJI trade-marks contained in the Services without prior written permission; (h) not to upload or distribute any viruses, worms, other malicious code, any software intended to damage or alter a computer system or data, or in any way compromise the security of the Services; (i) not to use robots, spiders, crawlers, scrapers or the like to obtain user information from the Services; (j) not to reverse engineer, decompile, copy, modify, distribute, transmit, license, sublicense, display, revise, perform, or transfer any aspect of the Services; (k) not to mine passwords or otherwise attempt to gain unauthorized access to the Services, servers, or networks connected to the Services; (l) not to perform any action that interferes with the performance of the Services, its network, or its servers, such as a denial of Service attack; (m) not to make use of designs, logos, branding, photographs, videos, or any other materials used in the Services without our written consent; (n) not to represent or suggest that we endorse any other business, product, or service; and (o) not to perform any other action that GOJI deems to interfere with other users’ use and enjoyment of the Services. 4. Rights in the Services Your Rights Agreeing to these Terms grants you a license to use and access the Services. You have to use your license in a way that complies with these Terms. Your license is personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable and non- sublicensable. Whenever you send, receive, store, create, upload or post content using the Services, you keep the rights of ownership to your content that you had before posting, sending, receiving, storing, uploading, or creating the content. However, you do grant us some right by doing so, which we will explain below. Our Rights Whenever you make content available using the Services, you grant GOJI a non-exclusive, worldwide, royalty-free and fully paid, sublicensable, and transferable license. This license allows us the right to use your content to operate the Services and make them better. Some of the ways we can use your content include hosting, editing, reproducing, publishing, and displaying. Of course, our use of your content must be in line with our Privacy Policy. We can also review, screen, or delete your content at our discretion or if we decide that it violates these Terms. When you register an account with us, you agree that we may send you certain communications in connection with the Website or the App. For example, you may receive updates and notifications regarding your account by email or via the App. You may also receive instant messages from other GOJI users, or study materials (e.g., homework assignments, practice exams and course materials) from the Tutors. While we appreciate any feedback you have for us, you should know that you are not entitled to compensation for any ideas you provide us. GOJI reserves all rights not expressly granted to you in these Terms. 5. Rights of Third Parties While the majority of the Services is developed and owned by us, some of it will belong to or will be provided by other companies, groups, or agencies (the Third Parties). Third Parties and the services they provide will be subject to their own set of terms, which might be very different from these ones, so make sure you read them before using any Third Party services, features, products, or functionality. We at GOJI do not take responsibility or liability, directly or indirectly, for the Third Party services or terms, nor are we responsible or liable, directly or indirectly, for any Third Party content that fails to conform to these Terms or our other policies or any damage or loss which is caused or alleged to have been caused in connection with the Third Party’s services. Some of the content on our Services is made available by publishers, users, and other Third Parties. These Terms do not create or confer any Third Party beneficiary rights. 6. Copyright We respect the intellectual property rights of others, and we expect you to do the same. Copyright owners may contact us to request the removal of any infringing content. Know that, in certain circumstances, we may terminate users of our Services who infringe the copyright(s), or other intellectual property rights, of others. If you believe that any material on our Services infringes a copyright that you own or control, you may file a notice with our copyright agent: Lucas Porter-Bakker 中国浙江省 杭州市 西湖区 山水人家 清水湾 5 幢 3 单元 601, 310000 Room 601, Unit 3, Block 5, Qingshuiwan, Shan Shui Ren Jia, Tianmushan Lu, Hangzhou, Zhejiang, China, 310000 Your notice must contain: a) your physical or electronic signature; b) identification of the copyrighted work(s) claimed to have been infringed; c) identification of the material claimed to be infringing and that request us to remove; d) reasonably sufficient information to permit us to locate this material; e) your physical address, telephone number, and email address; f) a personal statement that you have a good-faith belief that use of the objectionable material in the fashion complained of is not authorized by the copyright owner, its agent, or the law; and g) a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. 7. Ending or Changing the Services You may notice that parts of the Services change over time. This is all part of our pledge to deliver the best service to our users. To make that happen, we may update, change, remove, replace, stop or suspend the Services or any part of the Services at any time, without notice. If you are unhappy with the Services, or decide that you no longer want to be bound by these terms, you can terminate your Agreement with us by cancelling your GOJI account. We can also terminate the Agreement for a number of reasons, like if we decide that you have breached these Terms or if your account has been inactive for a prolonged period of time. Any outstanding balance on your GOJI account becomes immediately due and payable upon termination of the Agreement for any reason. Even after this Agreement is terminated, you and GOJI will both still be bound be sections 5, 6, and 8- 18 of these Terms. Additionally, we accept no liability relating to the termination of this Agreement, the termination of your account, or any content that may be deleted along with your account. If we need to contact you about these Terms, you: (i) agree to receive electronic messages from us; and (ii) agree that all terms and conditions, notices, disclosures, agreements, and other messages we send you electronically satisfy all legal requirements as if they were in writing. 8. Limitation of Liability IN NO EVENT SHALL GOJI AND ITS EMPLOYEES, OFFICERS, AGENTS, DIRECTORS, LICENSORS, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING, ANY DIRECT, SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (AND INCLUDING TO ANY LOSS OR DAMAGES IN THE NATURE OF OR RELATING TO INTELLECTUAL PROPERTY RIGHTS OR THIRD-PARTY RIGHTS INFRINGEMENT, PROPERTY DAMAGE, IDENTITY THEFT, LOSS OF PRIVACY, LOSS OF DATA, LOSS OF PROPERTY, LOSS OF GOODWILL, LOSS OF PROFITS, OR ANY OTHER LOSS INCURRED IN CONNECTION WITH YOU USE, MISUSE, OR RELIANCE UPON THE SERVICES, OR YOUR INABILITY TO USE THE SERVICES, REGARDLESS OF THE CAUSE AND WHETHER ARISING IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE. THE FOREGOING LIMITATION SHALL APPLY EVEN IF GOJI KNEW OR OUGHT TO HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE TOTAL AND AGGREGATE LIABILITY OF GOJI AND ITS EMPLOYEES, OFFICERS, AGENTS, DIRECTORS, LICENSORS, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS TO YOU FOR ANY AND ALL CLAIMS RELATING TO YOUR USE, MISUSE, INABILITY TO USE, OR RELIANCE ON THE SERVICES OR ANY CONTENT THEREIN EXCEED THE AMOUNT PAID, IF ANY, BY YOU TO GOJI FOR THE SERVICES DURING THE TWELVE (12) MONTHS PERIOD PRIOR TO THE CLAIM. GOJI IS ONLY RESPONSIBLE FOR THE SECURITY OF THE COMPUTER SYSTEMS IT OWNS AND OPERATES. GOJI IS NOT LIABLE FOR YOUR INFORMATION STORED OR RECORDED BY ANY COMPUTER, TABLET, MOBILE DEVICE OR ANY NETWORK, WHETHER PUBLIC OR PRIVATE, THAT YOU MAY USE TO ACCESS OR MAKE USE OF THE SERVICES. SOME JURISDICTIONS DO NO ALLOW THE EXCLUSIONS OR LIMITATIONS DESCRIBED ABOVE. THUS, PORTIONS OR ALL OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU. 9. Disclaimers WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT THE SERVICES WILL BE SUITABLE FOR EVERY PERSON IN EVERY CASE. IT IS YOUR SOLE RESPONSIBILITY TO DETERMINE WHETHER ANY INFORMATION YOU RECEIVE AS PART OF THE SERVICE IS APPLICABLE FOR ANY PARTICULAR PURPOSE. WE HAVE MADE ALL REASONABLE EFFORTS TO PROVIDE ACCURATE INFORMATION ON THIS WEBSITE AND APP. HOWEVER, WE CANNOT AND DO NOT GUARANTEE, REPRESENT, OR WARRANT THE ACCURACY, COMPLETENESS, TIMELINESS, VALIDATION, STABILITY AND AVAILABILITY OF THE SERVICES (INCLUDING ANY TEXT, GRAPHICS, MATERIALS, LINKS, EXPLANATIONS OR OTHER ITEMS IN THE CONTENT CONTAINED WITHIN THE SERVICES). ALL WARRANTIES AND REPRESENTATIONS ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. THE SERVICES AND CONTENT THEREIN ARE PROVIDED ON AN "AS IS" BASIS. NOTHING IN THE SERVICES CONSTITUTES ADVICE, NOR SHOULD THE SERVICES, OR ANY PART THEREOF, BE RELIED UPON IN MAKING, OR REFRAINING FROM MAKING, ANY DECISION. WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED OR THAT THE SERVICES WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER HARMFUL COMPONENTS OR SECURITY INTRUSIONS, AND WE DISCLAIM ANY LIABILITY RELATING THERETO. USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. TO THE EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL LIABILITY (HOWSOEVER ARISING) IN CONNECTION WITH ANY LOSS OR DAMAGE, ARISING OUT OF OR IN CONNECTION WITH ACCESS TO, THE USE OF, OR THE INABILITY TO USE, ALL OR ANY PART OF THE SERVICES OR THE CONTENT THEREIN, OR ANY ACTION TAKEN (OR REFRAINED FROM BEING TAKEN) AS A RESULT OF USING ANY OF THE FOREGOING. 10. Indemnity You agree to indemnify, defend, and hold harmless GOJI, our directors, officers, employees, suppliers, affiliates, agents, and their respective successors and assigns against any and all complaints, losses, damages, suits, charges, claims, costs, liabilities, and expenses, including, legal fees and disbursements, resulting from, arising from, or relating to, directly or indirectly: (1) your use of, misuse of, reliance upon, or access to, the Services; (2) your content; or (3) your breach of these Terms. GOJI reserves the right, if it so chooses, to assume the exclusive defense and control of any matter that you are required to indemnify at your expense. You agree to cooperate with our defense of any such claim, including foregoing acceptance of any offers to settle and refraining from making any such offers without the consent of GOJI. We will make a reasonable effort to notify you of any claim that is captured by this section. 11. Dispute Resolution Arbitration Agreement In these terms, “Arbitration Agreement” refers to section 11 (Dispute Resolution). (1) Mandatory Arbitration. Any disputes or claims arising out of or relating to these Terms or the Services (except those that can be resolved in small claims court) will be resolved exclusively through binding, confidential, and individual arbitration conducted in Toronto, Ontario, Canada. The arbitration will be held before a single arbitrator and in accordance with the applicable Ontario arbitration statute. No portion of the arbitration proceeding will be open to the public or the media. All evidence submitted or discovered in the process of the arbitration proceeding will be deemed confidential and may not be publicly disclosed, except as needed to enforce an arbitral award or to seek further injunctive or equitable remedies. Non-appearance arbitration is available for any claims where the amount sought is under $10,000 CAD. Claims seeking an award greater this amount may involve a hearing, subject to the rules of arbitration. In the absence of an arbitrator’s decision to the contrary, each party will be responsible for their own costs, including legal expenses, fees, and disbursements. The authority of the arbitrator will mirror that of a judge in a court of law. The arbitrator will decide what liabilities, if any, have been incurred by either party and has the authority to dispose of the issue by granting any remedy available to an Ontario court. The decision of the arbitrator is final, non-appealable, enforceable at a court of competent jurisdiction, and binding on you and GOJI. (2) Waiver of Jury Trials. BY ENTERING THIS AGREEMENT, YOU AND GOJI WAIVE ANY STATUTORY, CONSTITUTIONAL, OR OTHER RIGHTS TO BRING AN ACTION OR APPLICATION AT COURT AND YOUR RIGHTS TO A TRIAL BEFORE A JUDGE OR A JURY, WITH THE EXCEPTION OF A QUALIFYING CLAIM IN AN ONTARIO SMALL CLAIMS COURT. You instead elect that this Arbitration Agreement will govern the resolution of all claims and disputes. In the event that either party moves to vacate or enforce an arbitration decision made as between the parties, YOU AND GOJI WAIVE ALL RIGHTS TO A JURY TRIAL. You instead elect that the dispute be resolved by a judge or panel of judges. (3) Waiver of Class or Consolidated Actions. YOU AND GOJI AGREE THAT ALL ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT AS A CONSOLIDATED ACTION, CLASS ACTION, OR REPRESENTATIVE ACTION. AN ARBITRATOR PRESIDING OVER A PROCEEDING UNDER THIS AGREEMENT MAY NOT JOIN OR CONSOLIDATE THE CLAIMS OF MORE THAN ONE INDIVIDUAL OR PRESIDE OVER A CLASS OR REPRESENTATIVE PROCEEDING. THIS AGREEMENT PROHIBITS AN ARBITRATOR FROM AWARDING RELIEF OR REMEDIES ON A CLASS OR REPRESENTATIVE BASIS. (4) Small Claims Court. Where possible, claims should be resolved in the small claims court of Toronto, Ontario, Canada. (5) Opt Out. You may opt out of this Arbitration Agreement by sending written notice of your decision to opt out, postmarked within 30 days of the date this Agreement, to GOJI. Your written notice must include your name, address, GOJI username and the email address you used to create your GOJI account. If you send written notice, then the mandatory arbitration provisions in this Agreement will not apply to you or GOJI. FAILURE TO PROVIDE WRITTEN NOTICE WILL CONSTITUTE AGREEMENT TO BE BOUND BY THE THIS ARBITRATION AGREEMENT. (6) Survival. This Arbitration Agreement will survive the termination of these Terms and your relationship with GOJI. 12. Governing Law These Terms, and any disputes arising out of or relating to these Terms, are governed by the laws of Ontario and the laws of Canada applicable therein, excluding any conflict of laws which would lead to the application of other laws or principles. By accessing or using the Services, you agree that any action or proceeding arising directly, indirectly, or otherwise in connection with, out of, related to, or from, the Services shall be resolved, whether by arbitration or otherwise, exclusively within Ontario, Canada. Additionally, you consent and submit to the exclusive jurisdiction of the courts, tribunals, and arbitrators located within Ontario, Canada. You further agree that any such action or proceeding brought to enforce any right, assert any claim, or obtain any relief whatsoever in connection with the Services will be commenced exclusively in Ontario, Canada. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. 13. Language We may translate these Terms into other languages for your convenience. Nevertheless, it is the express will of GOJI that these Terms and the Services are provided in English. 14. Severability The validity and enforceability of these Terms as a whole will not be affected by any part of these Terms being found unenforceable or invalid. If such a situation arises, the invalid or unenforceable part will be severed from these Terms. 15. Non-Assignment These Terms are not assignable, transferable, or to be sub-licensed by you except with GOJI’s prior written consent. GOJI may assign, transfer, or delegate any of its rights and obligations hereunder without your consent. 16. Miscellaneous GOJI’s decision not to enforce a provision in these Terms will not constitute a waiver of that term. Throughout these Terms, the word “including” will mean “including without limitation”. 17. Entire Agreement These Terms constitute the final, exclusive, and entire agreement between you and GOJI. Any prior agreement you may have had with GOJI is superseded by these Terms. Contact Us GOJI welcomes comments, questions, or suggestions. Please send your feedback to: Lucas Porter-Bakker 中国浙江省 杭州市 西湖区 山水人家 清水湾 5 幢 3 单元 601, 310000 Room 601, Unit 3, Block 5, Qingshuiwan, Shan Shui Ren Jia, Tianmushan Lu, Hangzhou, Zhejiang, China, 310000