Terms of Service

Last Updated: June 28, 2017

Welcome to Localized™!

At Localized™, we want to help our users share knowledge no matter where they live or what language they speak. These terms of service (“Terms of Service”) apply to your access to and use of Localized.world (the “Site”), our mobile applications and other services provided by us and our related organizations (the “Services”). The Site and Services are owned and operated by Localized, Inc. and our related organizations (“Localized”, “we” or “us”). These Terms of Service are a binding agreement between you and Localized, so please read this page carefully. By visiting the Site or using any of our Services, you are agreeing to these Terms of Services and our Privacy Policy located at https://www.localized.world/privacy and any other legal notices we post on our Services, as may be updated from time to time.

If you are administering the account on behalf of your institution, your institutional account will be subject to these Terms of Service and other posted policies regarding institutional and user-level accounts.

Also note that our Services are not intended to be used by children younger than 13 years of age. If you are younger than 13, you may not use our Services. In addition, you must be the age of majority in your place of residence in order to use our Services. If you are at least 13 years of age but under than the age of majority in your place of residence, you may use the Services only with the permission and supervision of your parent or legal guardian. Your parent or legal guardian will be responsible for your activities using the Services and agreeing to these Terms of Services on your behalf.

1. Privacy

When you register for an account on our Services, you will be able to interact with other users and institutions, exchange knowledge, skills and insights, share content and learn about opportunities. Some of the content available on our Services is visible to any person that visits our Site and some content is available only if you register for a user account for our Services. Your privacy is very important to us and we take steps to protect personal information you share with us while using the Services. Please read our Privacy Policy, which is a part of these Terms of Service, and explains how your information is collected and used when you use our Services.

2. Sharing Your Content and Information

You are responsible for any content that you submit or post on our Services (“User Submissions”), including feedback on our Services, posts on our channels (“Channels”) or other public areas of the Site or in private messages. You agree that you will not submit or post any User Submission that is abusive, threatening, hate speech, defamatory, obscene or in violation of any part of these Terms of Service. We do not guarantee confidentiality with published or unpublished User Submissions. Please exercise caution when you submit or post any User Submissions.

By submitting or posting User Submissions, you grant us a non-exclusive, worldwide, irrevocable, royalty-free, sub-licensable perpetual, license to use, reproduce, modify, distribute, display, store, transmit and create derivative works of your User Submissions and consent to the display and publication of your User Submissions on the Site and for our related online and offline promotional uses. You represent and warrant that your User Submissions are either your original content or that you have all necessary rights to your User Submissions, including the right to authorize us to use your User Submissions as set forth in these Terms of Service. Our Site and all the content on our Services are protected by international copyright and trademark laws and other proprietary rights of Localized, our affiliates and/or our third-party content providers.

We do not endorse nor assume any liability to you or any third party for the use or display of any User Submission. While we generally do not monitor or edit User Submissions, we and our representatives may remove any User Submission or other content that we believe does not comply with these Terms of Service, our other posted policies or applicable laws, violates the rights of others, or is otherwise unacceptable, in our discretion. If you infringe other people's intellectual property rights, we reserve the right to suspend or terminate your access to our Services as we deem appropriate.

3. Safety

Your safety is important to us and we need your help to keep the Services safe. Although we hope you will have a safe and enjoyable experience using our Services, we cannot guarantee the safety of our Services and are not responsible for the actions of the mentors on our Services (our “Mentors”), other users and third parties or the activity on Channels. We will cooperate fully with investigations of violations of our Services, other systems or network security at other sites, including cooperating with law enforcement authorities in investigating suspected criminal violations.

Please be aware that we do not have anti-virus scanning technology on our Services, and it is your responsibility to implement sufficient procedures and virus checks, and to download content posted on our Services with caution.

Also note that if you register for a user account on our Services, you will be responsible for all user activity associated with your account. You must be a human to register for a user account (and you agree not to register for any account using “bots” or other automated methods). In order to protect the safety of yourself and other users, you agree to notify us immediately of any authorized access to or use of your email and password, or any other breach of security.

4. Using Channels

If you enroll to participate in any Channels available on our Services, you understand and agree to the following:

  • Public Channels are available to users logged into our Services. If the Channel is set to “private,” any invited user can see its contents, as can Localized employees and third parties to whom we have granted access.
  • You will follow all reasonable rules stated by a Mentor with respect to a Channel, and you will not take any actions to interfere with the Mentor or any other users in the Channel.
  • You may access Channel content (including the User Submissions of others available on the Channel) for your information and personal use only.
  • You will not copy any materials or techniques for purposes of your own or others’ Channels, or for interfering with any Channel or the Mentor’s ongoing relationship with any learners participating in such Channel.
  • We have the right to reject, cancel, interrupt, remove, or suspend any Channel, comment, or other posted comment at any time and for any reason.;
  • We may share your user account name and profile with the Mentor of the Channel for the purpose of providing you our Services, including coaching services.
  • We will exclusively own any audio or audiovisual materials that we film or create in connection with any Channel and may use, edit, adapt or remove these materials in our sole discretion.
  • We may, but are under no obligation, to delete the listing of any Channel or any Content available on any Channel at any time and for any reason.
  • If you remove your User Submissions from your Channel, you understand that we will continue to have the rights to use your User Submissions as described in these Terms of Service, including making the User Submissions available to Channel participants.
5. Channel Mentors

If you choose to become a Mentor on our Services through offering guidance, career suggestions, or otherwise sharing knowledge, you understand and agree to the following:

  • You will be able to invite users of your choice to join your Channels, but you will not discriminate against users, and you will not refuse to let certain users join or refuse to invite certain users to your Channels on discriminatory grounds.
  • You will respect the privacy of users of our Services and will not use any personal information shared by users except only for the purpose for which it was shared.
  • You will not use any personal information shared by users for sending unsolicited commercial messages or unauthorized transactions, without first obtaining the user’s express written consent;
  • You understand that we have the right to place advertisements on or in connection with your User Submissions or Channels that you participate in at our sole discretion.
  • You represent and warrant to Localized that you will at all times conduct yourself in a professional manner and in compliance with all applicable laws, these Terms of Service and our other posted policies.
  • If you lead a Channel, the Channel participants may have the ability to post a review of the Channel and we do not have responsibility for or control over the content of participant reviews.
  • We may remove a Mentor from any Channel or from our Services at any time, without prior notice, at our sole discretion.
6. Improper Use

We want all of our users to have a positive experience using our Services, and accordingly we ask our users to not engage in certain conduct. By using any of our Services, you understand and agree that you will not:

  • upload or send any spam, junk mail, chain letters, unauthorized advertising or promotional communications using our Services;
  • “data mine,” “screen scrape” or otherwise use our services to obtain user lists, data from databases, or other information from our Services;
  • impersonate any person or entity, including any of our personnel, or misrepresent your identity or affiliation with any person or organization;
  • provide any false personal information on our Services, or create an account for anyone other than yourself or your institution without permission;
  • bully, intimidate, or harass any user;
  • use our Services to do anything unlawful, misleading, malicious, or discriminatory;
  • do anything that could disable, overburden, damage, or impair the proper working or appearance of any parts of our Services or any other party’s use of our Services, such as interfering through a denial of service attack;
  • provide material support or resources to any organization that the United States government has designated as a foreign terrorist organization under section 219 of the Immigration and Nationality Act or other laws and regulations relating to national security or terrorism;
  • violate anyone else’s rights or any federal, state, local, or international law or regulation;
  • assist or encourage any violations of our Terms of Service or Privacy Policy;
  • solicit login information or access an account belonging to someone else;
  • create another account without our permission if we have suspended or terminated your account;
  • engage in any commercial transactions with other users via the Services; or
  • share your email and password, allow anyone else to access your account or otherwise jeopardize the security of your account.

We reserve the right to suspend your use of our Services or terminate your user account or other affiliation with our Services if we believe that you may be in breach of these Terms of Service, our posted policies, or applicable law.

7. Disclaimer of Warranties

We want to provide you with an enjoyable experience on our Services. However, if you choose to use our Services or participate in Channels, you agree that you do o at your sole risk. Our Services are provided “as is” without warranty of any kind, either express or implied (including but not limited to, warranties of merchantability, fitness for a particular purpose or non-infringement.

We make no warranty that our Services will be uninterrupted, timely or secure or that our Services, Channels or any other products, information or results via our Services (a) will meet your expectations or requirements, (b) will be safe, effective, accurate or reliable, or (c) will be free from mistakes, errors or defects. We are not responsible for timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings in connection with our Services.

Our Services and Content available on the Services could include technical or other mistakes, inaccuracies or typographical errors, and may be out of date. You understand and agree that temporary interruptions of the Services may occur and we have no control over any third-party networks in connection with our Services or any delays or disruptions of network transmissions.

We may make changes to our Services and any of the content or features on it, including the prices and access rules for any functionality, at any time without notice. We do not endorse, nor are we responsible for the accuracy or reliability of, any Content, opinion, advice, or statement posted or made anyone other than an authorized Localized spokesperson. Content available on our services may be provided by third parties, and such Content represents the opinions of those third parties, not Localized.

We do not generally monitor or supervise Channels and we are not responsible for the actions of the users in any Channel or for changes made to a Channel by a Mentor. Please exercise caution and good judgment when participating in Channels.

You acknowledge and agree that you are not permitted to engage in any commercial transactions with other users via our Services, and any such transactions are not authorized by us and we are not responsible for, and do not make any warranties regarding, any such transactions.

Some states or jurisdictions do not allow the exclusion of certain warranties, so some of the above limitations may not apply to you.

8. Limitation of Liability

Your use of the Services is at your sole risk and you agree that neither we or any Localized party will be liable to you or any third party for any damages or loss of data resulting from your use of the Services or downloading or using any Content or other materials through our Services. You agree that neither we nor any Localized party will be liable in connection with you participation in any event, your use of any Channel, any Content available on any Channel, third party goods and services offered through our Services or any commercial transactions with other users of our Services (including any transaction between a learner and mentor).

You agree that we will not be liable to you or any third party for any special, punitive, incidental, indirect or consequential damages of any kind, or any damages whatsoever, including without limitation, damages resulting from loss of use, data or profits, whether or not advised of the possibility of such damages, and on any theory of liability, arising out of or in connection with the use of our Services, Content made available on our Services or of any Web site referenced or linked to from our Services.

Some jurisdictions prohibit or limit the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you.

9. Indemnification

You agree to defend, indemnify, and hold us and any other Localized party harmless from all liabilities, claims, and expenses, including attorneys’ fees, which arise from your violation of these Terms of Service, the Privacy Policy or other posted policies on our Services, or other negligent or wrongful conduct, to the fullest extent permitted by applicable law. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

10. Copyright Infringement

We respect the intellectual property rights of others. You agree that you will not upload any copyrighted, trademarked, or proprietary materials on our Services without the express permission of the owner, or post any content that infringes on any patent, trademark, trade secret, copyright, right of publicity, or other intellectual property or proprietary right of any party.

If you are a copyright owner and would like to submit a notification of alleged copyright infringement, you may submit a notification under the Digital Millennium Copyright Act (“DMCA”) to us by sending a written communication to help@localized.world, to the attention of “DMCA Infringement Notification Dept.” that includes the information specified by the DMCA (see http://www.copyright.gov/title17/92chap5.html#512). Please see our Copyright (DMCA) Policy at https://www.localized.world/dmca for detailed instructions on reporting claims of copyright infringement, counter-notification procedures, and repeat infringers.

11. Dispute resolution

You agree that our Services will be deemed a passive interactive service based solely in the District of Columbia of the United States and will not give rise to personal jurisdiction over Localized, either specific or general, in jurisdictions other than the District of Columbia. Additionally, these Terms of Service, together with the Privacy Policy and the other Governing Documents, will all be governed and construed in accordance with the laws of the State of New York, without regard to conflicts of law principles. You agree that any legal action or proceeding between Localized and you for any purpose regarding these Terms of Service, the Privacy Policy, our other posted policies or your use of our Service will be brought exclusively in a federal or state court of competent jurisdiction sitting in the District of Columbia.

Any cause of action or claim you may have with respect to any of the foregoing matters must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred.

You and Localized agree that any dispute or claim arising from or relating to the Terms shall be finally settled by arbitration, using the English language, administered by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules then in effect (those rules are deemed to be incorporated by reference into this section). Our arbitration will be handled by a sole arbitrator in accordance with those rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under the Terms will take place on an individual basis: class arbitrations and class actions are not permitted. You understand that by agreeing to the Terms, you and Localized are each waiving the right to trial by jury or to participate in a class action. Notwithstanding the foregoing, each party shall have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator.

If you are a California resident, you agree to waive California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

12. Changes

We may change our Terms of Service, Privacy Policy or other posted policies at any time, for any reason, by posting the changes to our Site. By using our Services after the date of such changes, you are acknowledging that you understand and agree to the changes. If you do not agree to the changes, you may no longer use our Services.

13. Other

These Terms of Service, the Privacy Policy and the other posted policies on our Services, are together the entire agreement between you and Localized relating to our Services. If a court of competent jurisdiction finds any of the terms or conditions of the Terms of Service, Privacy Policy or other posted policies to be invalid, the other terms and conditions of the Terms of Service, Privacy Policy and other posted policies will continue to be in full force and effect. Localized's failure to insist upon or enforce strict performance of any provision of these Terms of Service, the Privacy Policy or any of the other posted policies is not a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice will act to modify any provision of these Terms of Service.

Localized may assign its rights and duties under these Terms of Service, the Privacy Policy or any of the posted policies to any party at any time without notice to you. Any rights of Localized not expressly granted herein are reserved.

14. Interpretation

In this Privacy Policy, the words “including”, “includes” and similar terms will mean “including without limitation” or “includes without limitation” (etc.), “or” is not exclusive and headings are for reference purposes only.

10. Contact Us

If you have any questions about this policy, here’s how you can reach us: help@localized.world.

© Localized, Inc. 2017