Welcome to TESOL activities Ltd! (otherwise referred to in these Terms of Service as “TESOL activities”, “us”, “we”, or “our”). TESOL activities has adopted the following Terms of Service which govern your relationship with TESOL activities and provide important information about your legal rights.

The following Terms of Service explain the rules you are required to follow when you visit our marketplace located at tesolactivities.com and related subdomains (together, the “TESOL activities Marketplace”), any affiliated web pages we may host and any other services we might offer (together termed as “Services”).

The TESOL activities Marketplace offers an open platform for educators and creators to discover, buy, sell, and share their original content for teaching and learning and supplies for creating such works (“Resources”). Resources may include electronically delivered files, digital products, streaming video and audio, and other product types. TESOL activities may modify, add, discontinue support for, or limit the availability of any product type at any time. A Resource, together with the Resource title, description, and other listing information make up a “Resource Listing.” TESOL activities at no time owns or sells Resources for or on behalf of our Sellers.

Users of the TESOL activities Marketplace include members who have registered for a TESOL activities account (“Account”) (“Members”) and visitors who browse the marketplace without registering for an Account (“Visitors”).

By using our Services as a Visitor, Member, or in any other manner, you agree to follow these Terms of Service, including the terms of our Copyright Policy, Community Guidelines, Earning Money With Us, and any other terms or policies which are incorporated as part of these Terms of Service.

1. Membership

A. ELIGIBILITY

To use many functions of our Services, you’ll be asked to become a Member. Only individuals who are 18 years of age or older are eligible to become Members. By registering for an Account or using our Services, you represent and warrant that you are at least 18 years old.

We may ask for proof of your age or identity at any time in order to verify your Account and we may close or suspend access to your Account if you violate this rule or if we are unable to verify your age or identity.

When you create an Account, the information you provide needs to be true and accurate. Don’t provide fake or false information, don’t provide information that violates someone else’s rights, and don’t impersonate someone else.

If you’re a school, organization, government, business, or other entity, the person whose email address is associated with the Account must have authority to bind the entity to this Terms of Service agreement.

If your Account has been closed by TESOL activities, you are no longer eligible to be a Member of our community.  


B. USERNAME & PASSWORD

You’ll be asked to pick a username for your Account. Your username has to be unique and can’t be inappropriate, offensive, or violate the rights of someone else.

You’ll also be asked to pick a password to protect your Account. Together this information is used to access your Account. It’s your responsibility to keep your login information confidential and you’re responsible for any and all activity that happens under your Account whether or not you authorized it. If you believe that an unauthorized person has accessed your Account, please contact TESOL activities as quickly as possible at info@tesolactivities.com so we can help.


C. MEMBERSHIP TYPES

Member. You can join TESOL activities as a Member to use our Services for purchasing and downloading Resources (“Member”). A Member Account is owned by the individual whose name and email address is listed on the Account profile. As a Member, you’ll be able to make purchases, download free and purchased Resources, post feedback, questions, comments, requests, or other public messages (“Communications”), connect with other Members, and enjoy other features and services we may offer.

Creator. You can enjoy additional capabilities that allow you to offer and sell Resources through our Services as a Creator. Creators include individuals offering their own authored works (“Teacher-Creators”) and organizations or entities offering materials produced by one or more employees or commissioned authors (“Publishers”). Creators have all the same features of a Member Membership plus the ability to upload and sell Resources, access sales data, purchase promotional space, access marketing features and tools, and access additional information and communication features.


D. MEMBERSHIPS & FEES 

Purchases, TESOL activities, and fees. You are responsible for paying any amounts due, including any applicable to TESOL activities, when you make purchases on TESOL activities. When you purchase on TESOL activities, you will be charged (in U.S. Dollars) the list price for each item as well as any fees associated with your order. By placing an order, you represent and warrant that the billing information you’ve provided is accurate. TESOL activities is not responsible for the information provided by our Creators.

Members. Joining as a Member is free. Members may, at any time, and after paying any applicable fees, upgrade to a Creator Membership.

Creators. “Creator Payout Rate” is defined as the percentage of the sale price you earn for each Resource you sell through the TESOL activities Marketplace. Creator Payout Rates may vary depending on the type of Resource. The applicable Creator Payout Rate is applied only to the sale price of each Resource at the time sold, before any Transaction Fees are applied. The remaining amount of the sale price is retained by TESOL activities as a service fee. See Section 5 for additional information on Marketplace Earnings and Payouts.

The Fees and Creator Payout Rates for Creators are defined in our (Earning Money With Us) which is incorporated as part of these Terms of Service.

We may, at our discretion, make changes to the privileges and features available to Creator Membership, as well as the Fees and Creator Payout Rates associated with this at any time.

In advance of any Fee increase or change in Creator Payout Rates, we’ll notify all affected Users at the email address associated with the account in accordance with these Terms of Service. Changes in Creator Payout Rates will be applied to all affected Creators as of the stated effective date of the change, irrespective of any individual Creator’s joining or renewal date.

Creators are responsible for any other fees or costs they may incur and for paying any applicable income, sales, or other taxes they may be subject to as a result of using our Services.


E. RELATIONSHIP

These Terms of Service are the entire agreement between you and TESOL activities, and they govern your relationship with TESOL activities. Becoming a Member of our Services does not create an agency, employment, or partnership relationship between you and TESOL activities. TESOL activities is not the employer of and does not act as an agent for any Member.  


F. ACCOUNT CLOSURE

Closure by TESOL activities.  We may, at our discretion, close or suspend the Account of any Member at any time for any reason, with or without notice.

Closure by You.  You have the right to close your TESOL activities account at any time, without notice to us. You can close your Account by contacting us for assistance.

Effect of Account Closure.  After your account is closed, you’ll no longer have access to your Account information, past purchases, uploaded Resources, and many of the features of our Services that require an Account. If you close your Account on your own, you can reopen your Account anytime by logging in again. If you’d like for TESOL activities to close your Account so that it cannot be reopened upon login, please write to us.

Communications you’ve posted on the TESOL activities site will not be removed if your Account is closed. You may be able to remove or edit some Communications at your discretion before you close your account. For more information about your Account information and our data retention practices, take a look at our Privacy Policy.

If you’re a Creator, any Resources you’ve posted will no longer be searchable and your Resource pages will not be available to Users, however your paid Resources remain accessible to the Accounts of Members who have previously purchased them.

Discontinue Services.  We may change, suspend, or discontinue offering our Services at any time. Any suspension or discontinuation in our Services may mean that that your Account, including any Resources or other materials you may have purchased from our Services, and any Resources or Communications (collectively “Content“) you may have uploaded to our Services, may not be available to you or to other Users. We are not liable to you for any impact a change, suspension, or discontinuation of our Services may have, including the loss of access to any Resources that you’ve purchased, or loss of income from your temporary or permanent inability to sell Resources through our Services.

2. TESOL activities Community

A. COMMUNITY GUIDELINES

As a User of our Services, you are required to follow our Community Guidelines which are incorporated as part of these Terms of Service. We may modify or add to these rules at our discretion. If you violate any of these rules, we may take action against your Account, such as removing Content you’ve posted, removing Resources from your Account, suspending or terminating your Account, removing Resources from your buyer, issuing a refund to your buyer, or any additional action that we deem necessary.


B. COMMENTS, RATINGS & REVIEWS

You may have the option to provide a review of a Resource you’ve purchased or downloaded for free by providing a rating and a comment (“Feedback”). Any Feedback you choose to leave should reflect your honest experience using the Resource for its intended purpose and must comply with our Community Guidelines. We may, at any time, set additional requirements or limitations for leaving Feedback such as a minimum or maximum characters, time-based restrictions, or other requirements. Creators may not leave Feedback on their own Resources or otherwise attempt to undermine the integrity of our Feedback system. We may remove Feedback for any reason, at any time, without notice and we may ban a Member from leaving future Feedback.


C. MONITORING CONTENT

TESOL activities has the right, but not the obligation, to monitor any activity and content associated with our Services. We may investigate any complaints or reported violations of our policies and take any action that we deem appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of your Membership, denying access, and/or removal of any content on the site, including Resource Listings.

3. Resource Licensing Policy


A. IN GENERAL

License. TESOL activities Creators own and maintain the intellectual property rights in their Resources and grant Members licenses to use such Resources for limited use as described in this section. When you purchase a Resource, you’re purchasing a license to use the Resource in accordance with the terms of this Resource Licensing Policy. All downloadable digital Resources can only be used in accordance with an “Individual License” license.

Your use of any Resource, regardless of license type and whether the license is purchased by you, transferred to you by your Organization, or purchased for you as a gift or on your behalf by your school or other entity, is subject to this Resource Licensing Policy and other terms set forth in these Terms of Service. You agree to comply with the terms of this Resource Licensing Policy as well as any additional terms the Creator provides in the Resource Listing, to the extent that such terms do not conflict with these Terms of Service. In the event of any conflict between this Resource Licensing Policy and a Creator’s terms, this Resource Licensing Policy will govern, except that Creators may grant certain additional rights to their Resources.

B. INDIVIDUAL LICENSE

An Individual License is a license that may only be assigned to a single specific individual user (“Assignee”) (e.g. one specific teacher) for that Assignee’s lifetime use. Individual Licenses are non-transferable and may not be used by or reallocated to a different Assignee (for example, a teacher who purchases an Individual License can use such Resource, in accordance with this section, for her or his lifetime but cannot transfer use of such Resource to another teacher after her or his retirement).  

Except as otherwise stated in these Terms of Service (such as in the “Limitations on Access” section set forth below), with an Individual License, the Creator grants to the purchasing Member, for use by one Assignee, a non-exclusive, perpetual, irrevocable, non-transferable, non-sublicensable, worldwide, limited license to use the Resource for the purposes and under the conditions described below. The Creator may grant additional rights at their discretion.

If you purchase an Individual License, the Creator permits you to:

  • Assign use of the Resource to one Assignee. Once an Assignee has been designated, the license cannot be used by any other individual, but you can purchase additional licenses as needed. For clarity, you can purchase an Individual License for yourself, as a gift for another person, or as an Organization purchasing on behalf of a teacher. In such cases, a single “transfer” of the Resource to the intended recipient Assignee is permitted, but you may not reallocate an Individual License from one Assignee to another or share the Resource with additional users unless you purchase additional licenses for each additional Assignee.

As an Assignee of an Individual License, the Creator permits you to:

  • Use the Resource for personal, educational, and instructional use only (“Personal Use”). This means you can use Resources for your own personal purposes, for your individual study, and to teach your students.
  • Print and make copies of downloadable Resources as necessary for Personal Use. Copies may be made and provided to your students, classroom aides, and substitute teachers as necessary. Copies may also be made for students’ parents, classroom observers, supervisors, or school administrators for review purposes only. Hard goods and video resources may not be copied, shared, or otherwise reproduced.
  • Deliver Resources electronically as needed by using features available through the Services or by other secure means that enable access to Resources by only your students (and as needed, their parent/caregiver) (“Permitted Recipients”). You may not upload Resources to websites, applications, shared drives or other sites or services in a way that enables access by anyone other than Permitted Recipients.

Unless otherwise expressly permitted by the Creator:

  • You may not use the Resource, in part or in whole, for commercial purposes. This means you can’t sell it, use it for advertising or marketing purposes, or use it in any other way in connection with a business or profit-making activity.
  • Except as permitted above to deliver Resources electronically to Permitted Recipients, you may not post or otherwise make the Resource available on any website, application, shared drive or other sites or services.
  • You may not share, send, sell, sublicense, or transfer the Resource to someone else for their own Personal Use unless you purchase an additional license for each additional educator you will share it with. Each Individual License is for use by one specific educator only.

C. LIMITATIONS ON ACCESS

Downloadable Resources.  TESOL activities cannot guarantee continuous access to any Resource through our Service. For example, if at any time, TESOL activities stops hosting a Resource for any reason or terminates, suspends, downgrades, or otherwise limits your Account or access to TESOL activities’ Services, your ability to access the Resource through our Services may be terminated. It’s your responsibility to maintain and store a copy of downloadable Resources on your device to ensure future access.

Digital and Video Resources.  If you purchase access to a Resource in the format of streaming video or other non-downloadable formats, your license will expire if you or TESOL activities closes your account, or if TESOL activities stops hosting the Resource for any reason.

4. Intellectual Property

 
A. THE SERVICES AND THE SITE CONTENT

Except for Content uploaded or posted by Members, all other aspects of the Site and the Apps you find within our Services is owned or controlled by us. This includes, but is not limited to, all text, graphics, photographs, logos, and other imagery, videos, user interfaces, trademarks, computer code, and other content of our Site or Apps (collectively, “Site Assets”). This also includes the design, structure, coordination, arrangement, expression, and the “look and feel” of Site Assets. Site Assets are protected by copyright, trademarks, trade dress, trade secret, and other intellectual property rights.

You may not use, reproduce, copy, modify, republish, perform, display, disassemble, reverse engineer, translate, or distribute Site Assets in any way to any person, computer, server, website, or other entity for any commercial purpose without our explicit permission. By commercial purpose, we mean that you can’t sell, license, rent, use in your own business or website, incorporate into marketing materials or presentations, or make other commercial use of our Site Assets.

B. YOUR CONTENT

Rights you grant to TESOL activities.  Some parts of our Services allow you to upload or post Content. You retain any intellectual property rights that you hold in that Content. TESOL activities does not take or claim any ownership (copyright, trademark, or otherwise) over your Content. When you post or upload Content to our Services, you grant to us limited rights to store, use, display, and provide access to the Content you post as necessary to provide our Services, including Digital Services (defined and as further detailed below), such as to display your Resource in your store and in search results, to make your Resources available for download, and to display and promote your Resources through our Services, through email, and ads on other sites or search engines, and through other marketing campaigns. For these purposes, you grant to us a nonexclusive, irrevocable, perpetual (except as otherwise provided herein), worldwide, sublicensable license to exercise any copyright, trademark rights, or other rights in and to your Content necessary to provide our Services to you and our other Users.

Additionally, when you post or upload Resources to our Services, you grant TESOL activities, in its sole discretion, the right, to make your Resources available for use with digital (device-based and/or online) tools and features, as are now or hereafter, made available or enabled through the Services, such as any interactive resource tool that allows Resources to be turned into device-based interactive activities where tools and features are “Digital Services” and the Resources are “Digital Resources”. Digital Resources can be used by Members of the TESOL activities Marketplace.

  • TESOL activities may designate Resources as Digital Resources throughout the Services.
  • TESOL activities may store, use, display, provide access to, and promote Digital Resources as needed to enable use of Digital Services, including for example — adjusting, reformatting, and modifying Digital Resources for technical purposes (for example to convert them to a digitizable format and to secure the underlying content), and reproducing, displaying, and distributing Digital Resources (for example to enable Digital Users to view and use them within Digital Services and in order to make unique copies available to students as needed). For purposes of this subparagraph, TESOL activities will only use your Digital Resources for purposes related to preparing them for use with Digital Services and delivering them to Digital Users (e.g. the technical steps we need to take in the background), and as otherwise permitted by this Section.
  • TESOL activities may make Digital Resources available to and facilitate use of Digital Resources by Digital Users as further described herein.

(For the avoidance of doubt, TESOL activities does not take or claim any ownership (copyright, trademark, or otherwise) in or to Digital Resources, and Creators maintain the ownership they otherwise have in accordance with these Terms of Service).

Rights you grant to others. When a Member purchases a license to use your Resource or downloads free Resources from you, you allow them to use your Resource as described in Section 3 of these Terms of Service above, in accordance with the license type purchased by such Member and any other terms you expressly set forth in writing in connection with such Resources (as long as any additional terms do not conflict with these Terms of Service). For clarity, you may, at your discretion and in accordance with these Terms of Service and any other policies set forth by TESOL activities, grant additional rights to purchasers of your Resources, but you may not enforce limitations on such use that are inconsistent with the rights granted in Section 3.

Finally, you grant Digital Users the following additional rights with respect to Digital Resources notwithstanding anything to the contrary elsewhere in these Terms of Service:

  • Digital Users may customize (“Digitize”) Digital Resources using functionality, as available, through Digital Services such as, but not limited to, selecting, combining and rearranging pages from Digital Resources, adding layered content on top of Digital Resources such as layered text or overwriting, interactive elements, layered images, drawings, video or audio files, and creating and appending answer keys to enable grading. Customized elements of Digital Resources, as described in this subparagraph, are digitized content (“Digitized Content”).  Digitizing does not permit a Digital User to extract the underlying content within the individual pages of the original Resource.
  • Digital Users may use Digital Resources and Digitized Content for Personal Use in accordance with available Digital Services functionality and integrations, including to share or assign Digital Resources and/or Digitized Content to enable student access and use. Digital Resources (and Digitized Content to the extent Digitized by the Seller) remain the intellectual property of the Seller.

Effect of account closure or Resource deactivation.  If you or TESOL activities closes, suspends, or otherwise limits your Account or access to the Services, or downgrades your Account to a regular member account, we’ll no longer display your store page or your Resource Listings, and your Resources, including Digital Resources, will no longer be available for purchase, download, or access by Members who haven’t previously purchased, downloaded, or accessed them. If you or TESOL activities deletes, deactivates, or disables (as available), a single Resource Listing, that Resource, including Digital Resources, will not be available for purchase, download, or access by Members who have not previously purchased, downloaded, or accessed the Resource, and the Resource will no longer be displayed in your store or in search results. If any of the above situations takes place, TESOL activities will continue to store your Resource, including any Digital Resources as applicable, on our servers and will continue to make it available for download, access, or use by Members, including Digital Users, who have previously purchased, accessed or used the Resource, subject to other limitations set forth in these Terms of Service. TESOL activities will continue to display your Communications unless you remove them from the Services before you go. If you do remove them, we’ll no longer display them on our Services, but we may continue to store a copy of them in our databases.

C. REPORTING INTELLECTUAL PROPERTY VIOLATIONS

We respect the intellectual property rights of others and expect the same from all of our Members. No Member may post any material, information, communication, or anything else that infringes on the copyrights, trademarks, or patent rights of someone else.

It’s our policy to close the Accounts of Members who repeatedly or egregiously violate this policy.

We comply very closely with the Digital Millennium Copyright Act (DMCA) and other laws governing the use of intellectual property. Our Copyright Policy explains our policy and process for receiving notification and removing potentially infringing material from our Services. That policy is incorporated as part of these Terms of Service.

5. Payment, Marketplace Earnings, & Payouts


A. PURCHASING TERMS & REFUNDS

Refund Policy.  When you list a Resource or make a purchase on TESOL activities, you agree to our refund policy. Except as provided in our Refund Policy, all sales are considered final and non-refundable once an order is submitted. We may, in our sole discretion, modify our Refund Policy or, on a case-by-case basis, issue a refund for a reason that falls outside of our Refund Policy. Creators can view a refund and any applicable refund note in their Sales report. Creators may authorize a full or partial refund for any reason by contacting us.

Payment methods and currency.  We may offer a variety of payment methods to pay for purchases, such as a credit and debit card, PayPal Account. We accept payments in United States Dollars (USD). Cash payments and payments in other currencies will not be accepted. We may change or add to our accepted payment methods at any time and we are not obligated to accept payment by any means other than those accepted at the time of your purchase.

Promise to pay.  When you buy something on TESOL activities (including Resources, promotional, marketing or other services which may be available), you represent and warrant that you’re authorized to make the purchase and to use the payment method and billing information you’ve provided. You further agree that TESOL activities may charge your payment method the amount due, which will be in U.S. Dollars. We are not responsible for any additional fees you may be charged by your financial institution such as international transaction fees or overdraft fees.

Failure to pay and payment disputes.  Failure to pay as promised may result in late fees being charged, Resources being removed from your Account, Account suspension or closure, or any other action we deem necessary. If we receive notice that you’ve disputed a charge related to a purchase made from your TESOL activities Account, we may, at our discretion, offer proof to challenge the dispute. Pending resolution of the dispute, we may remove the purchased Resources from your Account temporarily, or, if a refund is ultimately issued, permanently. At our discretion, we may take further action against your Account.

B. MARKETPLACE EARNINGS & PAYOUTS

Creator Earnings.  For each sale through the TESOL activities Marketplace, Creators earn the applicable Marketplace Payout Rate (“Marketplace Earnings”). Marketplace Earnings are reduced by the full amount of any Transaction Fees that apply. Marketplace Earnings are paid to Creators within 48 hours of each individual sale being made.

Payout Account.  To issue Payouts, we work with third party companies which process and transfer funds between us and our Creators (“Payment Services”). To receive Payouts, Creators must have an active PayPal account capable of receiving payments (“Payout Account”). If you have questions about the status of your Payout Account, please reach out directly to PayPal. We make no guarantees about the services offered by any third-party companies including the current or any future Payment Services we may support, and we are not responsible for any payment delays or other complications caused by Payment Services. We may, at our discretion, modify the list of supported Payment Services at any time, discontinue support for an existing Payout Service, or make additional Payout options available.

Schedule.  We issue Payouts to Creators within 48 hours of each individual sale being made. We may, at our sole discretion, withhold or delay a Payout due to any Creator who we believe to be in violation of any of our Terms of Service. After the matter is resolved, we will either refund the associated sale(s) or complete the Payout.

Payment Service Fees.  Payment Services may assess transaction fees when we transfer your Payouts to you. We will deduct from your Payout an amount equal to or less than the transaction fee charged to us by the Payment Services. These transaction fees are subject to change at the discretion of the Payment Services. We are not responsible for any additional fees or taxes you may incur from other third parties related to receiving or accessing your Payouts.

C. SALES TAX


Except in the case of Marketplace Collection (as defined below), you may have and are responsible for the collection and/or payment of any sales tax (including where applicable, goods and services TESOL activities or other similar sales use, or value added taxes) you may owe (collectively “Sales Tax”).

Creator Obligations.  By operating as a Creator on TESOL activities, you hereby agree to the following:

  • Registration. You represent and warrant that you will use the Services only to calculate and collect Sales Tax in jurisdictions where you are registered to collect Sales Tax.
  • Remittance.   You represent and warrant that you will remit any collected Sales Tax that TESOL activities provides to you to the appropriate tax authorities in accordance with applicable laws.
  • Product tax codes.  You acknowledge and agree that you are responsible for designating the appropriate Tax codes for your Resources.
  • Accurate information.  You represent and warrant that the information you provide for the calculation and collection of Sales Tax, including but not limited to your street address, is accurate and up to date.
  • No warranties.  You acknowledge and agree that TESOL activities is not responsible for and cannot and does not guarantee the accuracy or availability of the Tax Services or any other service you use to calculate or collect taxes or to determine the taxability or non-taxability of any transactions.
  • Indemnification. You agree to indemnify, defend, and hold harmless TESOL activities, its employees, officers, directors, agents, and affiliates from and against all costs, expenses, damages, judgments, and liabilities (including reasonable attorneys’ fees) resulting from allegations, threats, claims, suits, or other proceedings (i) brought by third parties related to your use or misuse of Tax Services; and (ii) brought by any taxing authority, related to your failure to properly remit any taxes which are owed by you in in connection with your use of the Services

6. Your Privacy

 
A. OUR PRIVACY POLICY

The privacy and security of your data and the personally identifiable information you give us is important to us. Our Privacy Policy explains the data we collect from you and how we use it. By using TESOL activities Services, you agree that we may use such data in accordance with our privacy policies.

B. HOSTED CONTENT

We don’t control and aren’t responsible for the Content posted by our Users, including any disclosures of personal information by our Users. However, it’s important to us that our Users respect the privacy rights of others. If you believe that Content on our Services violates your personal privacy rights, email us at info@tesolactivities.com or use the contact form.

7. Indemnity


You agree to indemnify, defend, and hold harmless TESOL activities, its employees, officers, directors, agents, and affiliates from and against all costs, expenses, damages, judgments, and liabilities (including reasonable attorneys’ fees) resulting from allegations, threats, claims, suits, or other proceedings brought by third parties related to your use or misuse of our Services, including but not limited to any breach of these Terms of Service, violation of any law, and infringement of someone else’s intellectual property, privacy, publicity, or other rights.

8. Limitation of Liability & Warranty Disclaimer

Our Services. We work hard to ensure that our Services are always available and working properly, but disruptions do occur from time to time and we can’t guarantee that any or all features will always work, or that our Services will be continuously available.

TESOL activities is constantly working to improve our Services for all of our community Users, Members, and Creators. We may update or change available functionality at any time. We make no guarantees to Creators or other Members respecting the findability or searchability of any Resource Listing offered through our Services. We make no guarantees about how much any Creator may earn or whether the level at which a Creator is earning is likely to continue into the future.

YOU AGREE THAT THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TESOL ACTIVITIES (INCLUDING ITS EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, AND AFFILIATES) DISCLAIMS ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO YOUR USE OF THE SERVICES. WE MAKE NO GUARANTEES RESPECTING THE AVAILABILITY OF THE SERVICES, THE SECURITY OF THE SERVICES AT ANY PARTICULAR TIME OR FROM ANY PARTICULAR LOCATION, THE CORRECTION OF ANY DEFECTS OR ERRORS, EXISTENCE OF ANY VIRUSES OR OTHER HARMFUL MATERIALS, OR ANY OTHER GUARANTEES.

YOU AGREE THAT TESOL ACTIVITIES (INCLUDING ITS EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, AND AFFILIATES)  SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, REPUTATION, USE, DATA, OR OTHER INTANGIBLE  LOSSES, RESULTING FROM: (I) THE ACCESS TO, USE, OR THE INABILITY TO ACCESS OR USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR 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; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE.

SOME REGIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. TESOL ACTIVITIES’ LIABILITY TO YOU OR ANY THIRD PARTY SHALL BE LIMITED TO (A) THE TOTAL AMOUNT PAID BY YOU TO TESOL ACTIVITIES DURING THE TWELVE (12) MONTHS PRIOR TO THE CLAIM OR ACTION ALLEGEDLY GIVING RISE TO SUCH LIABILITY, OR (B) ONE HUNDRED DOLLARS ($100.00 USD), WHICHEVER IS THE LESSER AMOUNT.

Content.  The Resources and Communications on our Services are uploaded or posted by our Members and Creators. TESOL activities does not produce, approve, post, or upload Resources or Communications. The Content you see on our site and any views, opinions, or assertions presented are those of the Members and Creators who posted the Content and do not reflect the opinions, or the official policy or position of TESOL activities. TESOL activities makes no representations or warranties as to the quality, accuracy, effectiveness, legality, appropriateness, or other aspects of any Content.

Interactions with other Members. You may have the ability to communicate, interact, or otherwise connect with other Members through our Service. It’s your responsibility to take precautions when sharing any information about yourself with another User or anyone else, and you release TESOL activities from any liability that may arise out of your interactions with another User of our Service.

Third Party Content. As you use our Services, there may be links, ads, or other ways for you to visit other websites not owned or controlled by TESOL activities. When you access third party websites, you do so at your own risk. TESOL activities cannot and does not make any representations or warranties about other websites or services.


Third Party Services. The Services may permit you to link to other websites, or use other services or resources on the Internet in conjunction with our Service (“Third Party Services”). When you access Third Party Services, you do so at your own risk. Third Party Services are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Third Party Services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such Third-Party Service.

9. Changes to these Terms of Service

We may make changes to these Terms of Service from time to time. Whenever the changes we’re making are material to you, we’ll attempt to notify you before those changes go into effect so that you can choose whether or not to continue using our Services. To notify you, we may send a message to the email address we have for your Account, we may post notifications around our Services, or we may use other communication methods to reach you.

This includes periodic changes to our Privacy Policy, Copyright & Trademark Policy, Community Guidelines, Creator Payout Rates Policy, and any other policies which are incorporated as part of these Terms of Service.

The notice will include the date on which the changes will be effective. Continuing to use our Services after the changes go into effect serves as your acceptance of the changes.  


10. Other Terms of Service 

A. DISPUTES WITH TESOL ACTIVITIES

In the case of a dispute between you and TESOL activities arising out of these Terms of Service or your use of our Services, the following rules will apply. PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.

Binding Arbitration.  You and TESOL activities agree that any dispute arising out of or relating to these Terms of Service or your use of our Services will be settled through binding arbitration, conducted by the London Court of International Arbitration (LCIA) and in accordance with their Commercial Arbitration Rules. Your responsibility to pay any filing, administrative, or arbitrator fees will be solely as set forth in the LCIA rules. To the extent permitted under LCIA rules, the arbitrator may award costs, fees, and expenses, including reasonable attorney’s fees, to the prevailing party. A decision reached by arbitration will be final and binding and may be entered as a judgment by any court having jurisdiction. You understand that there is no judge or jury in arbitration, and that other procedural rights such as discovery and appeal are not available in an arbitration. YOU AND TESOL ACTIVITIES EACH KNOWINGLY AND VOLUNTARILY AGREE TO WAIVE YOUR RESPECTIVE RIGHTS TO A TRIAL BY JUDGE OR JURY AND TO HAVE YOUR CASE HEARD IN A COURT OF LAW.

Disputes will be settled on an individual basis. YOU AND TESOL ACTIVITIES EACH KNOWINGLY AND VOLUNTARILY AGREE TO WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION OR ARBITRATION. Notwithstanding this clause, each party may seek injunctive or other equitable relief in a court of competent jurisdiction in London, United Kingdom to protect the party’s intellectual property rights pending completion of the arbitration.

Governing Law.  These Terms of Service are governed by the laws of the United Kingdom without regard to principles of conflict of law, and regardless of where you are located in the world.

Venue.  TESOL activities is headquartered in London, in the United Kingdom. Any dispute subject to Binding Arbitration will take place in London. For any other judicial action that may arise between you and TESOL activities, or for which our Binding Arbitration clause is found not to apply, both you and TESOL activities agree to submit to the venue and personal jurisdiction of the courts located in London, United Kingdom.

B. NO WAIVER

Any failure by TESOL activities to enforce any right or provision of these Terms of Service does not constitute a waiver of that right or provision and will not limit our right to act or enforce these Terms of Service against subsequent or similar breaches.

C. SEVERABILITY

If any part of these Terms of Service is deemed invalid, unenforceable, or illegal, that part which is unenforceable is severed from the Terms of Service, and will have no impact on the enforceability of the remainder of these Terms of Service.


11. Survival of Terms of Service

The following provisions survive if you cease using our Services or your Account is closed by you or by TESOL activities for any reason:

  • Visitors. If you continue to access our Services as a Visitor, any Terms of Service that apply to Visitors still apply to you.
  • Intellectual Property Rights.  You still have to respect our intellectual property rights as described in Section 4.A of these Terms of Service, and if you’ve posted Content, you’re bound by Section 4.B.
  • Rules for Listing Resources.  If you’ve sold Resources, our rules requiring continued access to your Resources for Members who have previously purchased or downloaded them still apply. This means, if you’re hosting any Resource content through a third party, access through that third party host must be maintained.
  • Rules for Purchasing and Downloading Resources.  After your Account is closed, you have to follow the licensing rules about how you can use Resources you’ve purchased or downloaded and who you can share them with, our Refund Policy, and our Payment Disputes policy.
  • Privacy Policy. Section 6 of these Terms of Service and the terms of our Privacy Policy continue to apply, including data we collect from Visitors if you continue to visit our Site, how we treat and use your Account information after your Account is closed, and how you can report Content that you believe violates your privacy rights.
  • Earnings and Payouts. Any final Payouts due to you are subject to these Terms of Service and will be paid in accordance with Section 5.
  • Disputes with TESOL activities.  Any legal action that might arise between you and TESOL activities related to your use of TESOL activities is governed by the provisions of Section 10.A of these Terms of Service.
  • Warranty Disclaimer, Limitation of Liability, and Indemnity (Section 7 and Section 8). TESOL activities’ warranty disclaimer remains in effect, you can’t hold TESOL activities liable for losses or damages due to your use of TESOL activities, and you still have to defend TESOL activities against legal action arising from your use of the Services.

12. How to Contact Us

You can reach us by emailing info@tesolactivities.com, or by submitting a message using our Contact Us form.

To submit a notice pursuant to copyright and trademark infringement, follow the instructions in our Copyright Policy found here.

Last updated: February 4, 2024