SP Applications Holdings DBA SolidProfessor Terms of Use Version 01.07.2024
In force effective July 1, 2024
1. SolidProfessor Terms and Conditions
By using the solidprofessor.com websites (“Service”), a service of SP Applications Holding, you are agreeing to be bound by the following terms of use (“Terms of Use”) and you agree that SP Applications Holding may share any information you provide to us with the vendor from whom you purchased the Services. You also agree that you have reviewed and agree to our practices as described in our Privacy Notice available here: https://solidprofessor.com/privacy/. SP Applications Holding reserves the right to update and change the Terms of Use from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, will be subject to the Terms of Use. Except as set forth in a Country-Specific Addendum, continued use of the Service after any such changes shall constitute your consent to such changes. A “Country Specific Addendum” is an addendum, found at the end of these Terms of Use, whose terms apply to a specific country or countries. You can review the most current version of the Terms of Use at any time at: https://www.solidprofessor.com/terms-and-conditions/. Violation of any of the terms below may result in the termination of your account. While SP Applications Holding prohibits such conduct and content on the Service, SP Applications Holding cannot be responsible for the content posted on the Service to the extent permitted by law, and you nonetheless may be exposed to such materials. You agree to use the Service at your own risk.
2. Account Terms
| 2.1 | You must be a human. Accounts registered by “bots” or other automated methods are not permitted. |
| 2.2 | You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process. |
| 2.3 | Your login may only be used by one person; a single login shared by multiple people is not permitted. You must register a separate login for each user that requires access to the Service. The sole exception is when a login is shared to gain access to administrative tools used to manage SolidProfessor for Teams or SolidProfessor for Schools accounts. |
| 2.4 | You are responsible for maintaining the security of your account and password. SP Applications Holding cannot and will not be liable for any loss or damage incurred as a result of your failure to comply with this security obligation. |
| 2.5 | You are responsible for any-and-all activity and content posted under your account (even when content is posted by others who have accounts under your account). |
| 2.6 | If you are using a free account, you are not permitted to block ads. |
| 2.7 | One person or legal entity may not maintain more than one free account. |
| 2.8 | You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws). |
3. Payment, Refunds, Upgrading, and Downgrading Terms
| 3.1 | A valid credit card or other form of payment is required for paid accounts. Free accounts are not required to provide a credit card number. |
| 3.2 | Any of our offered services are billed in advance on a monthly or yearly basis and are non-refundable. There will be no refunds or credits for partial months of such service, for price changes from upgrades or downgrades, or for months unused with an open account. In order to treat everyone equally, no exceptions will be made. |
| 3.3 | All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. You are responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes. |
| 3.4 | For any upgrade in membership plan, the credit card you previously provided will automatically be charged the pro-rated price difference between your current plan and the plan you are upgrading to. The full new rate will be charged on your next billing cycle. |
| 3.5 | For any downgrade in membership plan, your current plan will remain unchanged through the end of your paid term. At the end of your paid term your plan will be downgraded, and the new rate will be charged on your next billing cycle. |
| 3.6 | Downgrading the Service may result in the loss of content, features, or capacity of your account. SP Applications Holding does not accept any liability for such loss. |
4. Cancellation and Termination
| 4.1 | You are solely responsible for properly canceling your account. To cancel accounts that use recurring billing, log in and access the My Account page. This page provides a My Membership section which contains a cancellation link for each of your active plans. |
| 4.2 | Accounts without recurring billing that are not renewed upon expiration will be canceled at the discretion of SP Applications Holding. |
| 4.3 | All of your content will be immediately deleted from the Service upon cancellation. How your personal data is deleted is stipulated in our Privacy Policy. This information cannot be recovered once your account is canceled. |
| 4.4 | If you cancel any of our offered services before the end of your current paid term, your cancellation will take effect at the end of your paid term. You will not be charged again. |
| 4.5 | SP Applications Holding, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other SP Applications Holding service, to the extent permitted by law. Once the account is terminated, you will be denied access to your account, and you forfeit and relinquish all content in your account. Your account may also be deleted or deactivated. SP Applications Holding reserves the right to refuse service to anyone for any reason at any time. |
5. Modifications to the Service and Prices
| 5.1 | SP Applications Holding reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice, at any time. |
| 5.2 | Except as set forth in the applicable Country Specific Addendum, after the initial term of this Agreement, the prices SP Applications Holding charges you for its Services, including but not limited to monthly subscription plan fees, are subject to change upon 30 days’ prior written notice Such notice may be provided at any time by posting the changes to the service website or in the Service itself to the extent permitted by law. |
| 5.3 | SP Applications Holding will not be liable to you or to any third party for any modification, price change, suspension, or discontinuance of the Service to the extent permitted by law. |
6. Copyright and Content Ownership
| 6.1 | All content posted on the Service must comply with applicable copyright law. |
| 6.2 | We claim no intellectual property rights over the material you provide to the Service. Your profile and materials uploaded remain yours. |
| 6.3 | SP Applications Holding does not pre-screen content, but SP Applications Holding and its designees have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. |
| 6.4 | The user interface of the Service is copyrighted by SP Applications Holding, all rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements without expressed written permission from SP Applications Holding. |
| 6.5 | The content authored and distributed via the Service by SP Applications Holding or its partners is copyrighted and cannot be redistributed outside of the Service without explicit written authorization. |
7. Staffing Partners
SolidProfessor grants Staffing Partner Members expanded license privileges for multiple users to access our full library of content at the staffing agency’s physical location(s) as specified by an IP range. Associated users may also access baseline testing both on-site and remotely with the activation of a SolidProfessor Assessment Account.
8. General Conditions
| 8.1 | Your use of the Service is at your sole risk to the extent permitted by law. The service is provided on an “as is” and “as available” basis. |
| 8.2 | Technical support is only provided to paying account holders and is available via phone or email. |
| 8.3 | You understand that SP Applications Holding uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service. |
| 8.4 | You must not modify, adapt, or hack the Service or modify another website so as to falsely imply that it is associated with the Service, SP Applications Holding, or any other SP Applications Holding service. |
| 8.5 | You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service, use of the Service, or access to the Service without the expressed written permission by SP Applications Holding. |
| 8.6 | We may, but have no obligation to, remove content and accounts containing content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable. We also hold the authority to remove content or accounts containing content that violates any party’s intellectual property or these Terms of Use. |
| 8.7 | Verbal, physical, written, or other abuse (including threats of abuse or retribution) of any SP Applications Holding customer, employee, member, or officer will result in immediate account termination. |
| 8.8 | You must not upload, post, host, or transmit unsolicited email, SMSs, or “spam” messages. |
| 8.9 | You must not transmit any worms, viruses, or code of a destructive nature. |
| 8.10 | If your bandwidth usage significantly exceeds the average bandwidth usage (as determined solely by SP Applications Holding) of other Service users, we reserve the right to immediately disable your account or throttle your file hosting until you reduce your bandwidth consumption. |
| 8.11 | SP Applications Holding does not warrant that (i) the Service will meet your specific requirements, (ii) the Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, and (v) any errors in the Service will be corrected. |
| 8.12 | The following clause does not apply in the event of intentional misconduct, gross negligence, culpable injury to life, limb or health, defects fraudulently concealed by us or defects, the absence of which we have guaranteed, as well as under the respective product liability law – if applicable – for bodily injury or tangible damage to privately used objects pursuant to the statutory provisions: You expressly understand and agree that SP Applications Holding will not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if SP Applications Holding has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information, services purchased or obtained, messages received, or transactions entered into through or from the Service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the Service; (v) or any other matter relating to the Service. |
| 8.13 | The failure of SP Applications Holding to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of such right or provision. The Terms of Use constitutes the entire agreement between you and SP Applications Holding and govern your use of the Service, superseding any prior agreements between you and SP Applications Holding (including, but not limited to, any prior versions of the Terms of Use). These Terms of Use take precedence over other terms and conditions. |
| 8.14 | SP Applications Holding is not responsible for any undesired consequences resulting from your usage of any software or software APIs referenced in our training materials, including but not limited to damaging, deleting, and disorganizing documents on a hard-drive or network, or changing any software or system settings to the extent permitted by law. It is your responsibility to back up your files and settings properly before using any software or software APIs referenced in our training materials. |
| 8.15 | Any provided data including files and source code is presented “as is” meaning that you receive the contents of SP Applications Holding’ training programs in their current condition, including any faults present, whether known or unknown. |
| 8.16 | Questions about the Terms of Use should be sent to support@solidprofessor.com. |
| 8.17 | Except as set forth in the applicable Country Specific Addendum, the Terms of Use are governed by the laws of California without giving effect to its conflicts of laws rules. The Uniform Computer Information Transaction Act (“UCITA”) and The United Nations Convention on Contracts for the International Sale of Goods (“CISG”) are expressly excluded. You agree to the exclusive jurisdiction of the courts of the State of California for claims between you and SP Applications Holding under these Terms of Use. |
Country Specific Addenda
Country Specific Addendum for all countries within the European Union:
The following Country Specific Addendum will apply to all users purchasing Services for use in the European Union. This addendum will not apply to user purchasing Services in other countries.
-
The following sentence is removed in its entirety from Section 1 of the Terms of Use.
Continued use of the Service after any such changes shall constitute your consent to such changes.
-
If you are a consumer and not a trader, Section 5.2 of the Terms of Use is deleted and replace in its entirety with the following:
5.2 The prices SP Applications Holding charges you for its Services, including but not limited to monthly subscription plan fees may be increased under the following conditions: (i) we have notified you three months in advance of the of the date of the increase and the amount of the adjustment and, (ii) the increase may be made no earlier than after the conclusion of the initial term of the agreement or the then-current term of the Agreement. You have the right to terminate the Agreement with immediate effect for six months after you receive notification from us about any increase. Such notice may be provided at any time by posting the changes to the service website or in the Service itself to the extent permitted by law.
-
Section 8.17 is deleted in its entirety and replaced with the following:
If you purchase the Services for use in the European Union, the Terms of Use are governed by the laws of Ireland without giving effect to its conflicts of laws rules. The United Nations Convention on Contracts for the International Sale of Goods (“CISG”) is expressly excluded. You agree to the exclusive jurisdiction of the courts of the Dublin, Ireland for claims between you and SP Applications Holding under these Terms of Use.