Bespoke Education, Inc.
PLEASE READ THIS AGREEMENT CAREFULLY. IT DESCRIBES IMPORTANT RIGHTS AND RESPONSIBILITIES ASSOCIATED WITH USING WWW.BESPOKEEDUCATION.COM, ITS RELATED SITES, OUR SERVICES AND OUR ONLINE INFORMATION
This Agreement was last updated on August 31, 2021
1. Introduction and Scope: Under this Agreement (this “Agreement”), Bespoke Education, Inc. (“Bespoke”, “we”, “our” or “us”) is making available to our users and registered accounts (“you” or “your”) our principal web site www.bespokeeducation.com and various of its sub-domains and related sites, including, but not limited to, accounts.bespokeeducation.com and td.bespokeeducation.com (collectively, our “Sites”). Through our Sites, you can access our various tutoring, mock testing, test preparation classes and other educational services, which can include, but are not limited to, learning about our services, registering for an account, tutoring sessions, mock tests and/or classes with us, accessing specific information relating to your use of our services, accessing other related information, and asking questions or otherwise contacting us (all of the foregoing, including your interactions with our services, collectively, our “Services”). By selecting the box next to “I agree to the Bespoke Education User Agreement” when registering, or if you otherwise use or access our Site or our Services, you acknowledge that you have read and understood this Agreement and agree to be bound by its terms.
If you do not agree with any of the provisions of this Agreement, please leave our Sites immediately and do not use or access any of our Services.
2. Registration Requirements: You represent to us that you are a custodial parent or legal guardian of the student listed in your registration statement (your “Student”) and acknowledge and agree that you are accessing our Sites (and thereby entering into this Agreement) on behalf of yourself and your Student. Students, unless they are legally responsible for themselves, should not register on our Sites without a named and responsible parent or legal guardian. If you have entered information for a Parent 2 in your registration statement, it is understood that you are also entering into this Agreement on their behalf and also binding them to its provisions. You agree to provide accurate and complete registration information and to advise us promptly of any changes. You agree not to use our Services for any unlawful purpose. Our Services are personal to you and your Student, and you may not assign your rights or obligations to anyone. Nor may you allow others (other than your Student) to use your registration, user name or password to use our Services.
When you register, you will choose a user name (which may be your email address) and password which may be assigned or that we may allow you to select. You may not select a user name which violates anyone’s rights or one which in our sole discretion we consider offensive, improper or inappropriate. We have the right to modify or delete any such user name.
3. Fees, Billing and Payments: You agree to provide valid and active credit card information, for which you are the account owner, at the time of any registration on any of our Sites that requires a credit card. All fees and charges for our Services that are incurred in connection with your user name or password will then be billed to this credit card unless and until you notify us otherwise, and you specifically authorize us to make such charges. You agree to provide us with your CSC (card security code) upon request if needed for valid charges. Credit card transactions are typically submitted by us to our bank two times per month (on or around the 15th and 30th of each month), unless a different billing timeline is agreed upon in writing by you and us beforehand. ALL FEES AND CHARGES ARE NONREFUNDABLE AND WILL NOT BE PRO-RATED FOR ANY PARTIAL USE OR TERMINATION.
We may change existing pricing plans and charges, or add new fees or charges, at any time, but no such changes will be applied to any mock testing, classes, tutoring appointments, or other services or purchases (any of the foregoing, a “Session”) for which you have already registered and paid. 2
For tutoring or certain classes, you may see a “Materials Fee” added to a statement, which reflects written studying or testing materials your tutor or instructor is using with you or your Student. If you or your Student study for multiple tests with us, you may see multiple materials fees.
You agree to pay or have paid all fees and charges incurred in connection with your user name or password at the rates in effect when the fees and charges were incurred. If we do not obtain full payment from your designated credit card, you agree to pay all amounts due upon our demand. If you want to designate a different credit card, or there is a change in your credit card validity, associated information or expiration date, or if you believe someone has accessed your Bespoke account using your user name and password without your authorization, you must promptly notify us as directed by selecting “Contact Us” at the bottom of the home page of our main www.bespokeeducation.com Site (a “Notice”). You are responsible for all use, activities and charges associated with or arising from your use of our Services, including any unauthorized charges or use under your user name and/or password occurring prior to our receipt from you of a Notice. You are also responsible for any charges incurred to access our Sites through an Internet access provider or other third party service. Taxes and other government charges or fees are also your responsibility and will be added, as we determine are applicable, and billed to your account (but any failure by us to do so will not relieve you of the responsibility).
4. Late Fees: We may charge reasonable late fees on overdue accounts, and you agree to pay and be liable for attorneys’ and collection fees we incur in collecting unpaid amounts you owe us. If your registration or access to our Services ends, you will immediately pay us any outstanding balances owed.
5. Billing Errors or Discrepancies: You will receive a statement from us by email (or, if not available, by regular mail) for any of our Services used by you or your Student. If you do not notify us of errors or discrepancies within 15 calendar days after they first appear on our statement, you will be considered to have accepted the stated amounts as being correct. We may refer to such acceptance if we receive any inquiries from you or relating to your account, and you hereby release us from all liability and claims of loss resulting from any error or discrepancy that is not so reported to us within 15 calendar days.
6. Cancellations or Rescheduling: Cancellations or rescheduling of mock testing or tutoring appointments should be made by emailing or calling us directly. All cancellations or rescheduling must be made no later than 24 hours before the scheduled start time or you will be charged in full. If you have a testing package, this means you will lose one of the package tests. The one exception is for mock testing weekend registrations where you may reschedule until 6 p.m. on the Friday immediately preceding the weekend. We will allow, but charge you an additional $25 fee, if you reschedule a weekend mock test after 6 p.m. on Friday. We will also charge you an additional $25 fee if you or your Student arrives for any mock test on a day or time other than those for which you have registered or without a registration at all.
7. No-Shows or Lateness: There will be no refunds given if you or your Student fails to show for any scheduled class, mock test, tutoring appointment or other Session. Similarly there will be no pro rata refunds given if you or your Student arrives late for a Session (or has to leave it early). The missed time is lost and will not be made up by prolonging the Session past its original end time (or starting it early) or otherwise. In other words, you will be charged for the full scheduled Session for any no-show or lateness, regardless of the actual time used.
8. Remote Sessions: For safety (e.g., during COVID-19) or for convenience, Sessions may at times be held by video remote connections, such as Zoom. If you or your Student has a remote Session scheduled, it is your responsibility to have a stable internet connection and to have tested the software and equipment you are using beforehand. No refunds will be given for remote Sessions that are shortened or missed because of technical issues on your end.
9. Session Changes: Unfortunately, there may be occasions where we need to cancel, terminate early or reschedule a Session (including one being held remotely) because of tutor or proctor availability, enrollment numbers, technical reasons, weather or other factors. We reserve the right to do so at any time, for any reason, without liability to you, but will always do our best to give you reasonable prior notice under the circumstances.
10. Pick-up/Drop-off of your Student: We are not responsible for monitoring your Student at any time outside of the scheduled Session time or at any place off of our premises. You agree that we have no responsibility or liability
for the welfare of your Student in travelling to or from our premises or for periods in which they are at our premises outside of the scheduled Session time (i.e., after an early drop-off or prior to a late pick-up). We cannot monitor them during those periods, nor can we monitor or have responsibility for any decision by your Student to arrive at or leave the premises without you.
11. COVID-19 and Masking Protocols: We presently require all employees who are conducting any in-person Sessions to be vaccinated. But this is no guarantee that you or your Student will not be exposed to or contract COVID-19 in connection with using our Services. By you or your Student attending any Session in-person (as opposed to remotely), you are thereby agreeing (on both your and their behalf) to accept the attendant risk, even with vaccinated personnel, that you or your Student may be exposed to or contract COVID-19. You further are agreeing that you and your Student, while in the presence of any Bespoke personnel participating in any in-person Session, will be fully masked (covering both nose and mouth) UNLESS all Bespoke personnel present consent otherwise (which they are under no obligation to do), and that the Bespoke personnel may stop the Session and leave (with you still being fully charged for the Session) if this masking protocol is not followed.
12. Information: Our Sites and our Services present or provide access to (or may from time to time present or provide access to) information, data, lesson plans, programs, video, audio and other materials, services, communications, transmissions, items or content, which are collectively herein referred to as the “Information.” The Information available through our Sites and our Services is the property of Bespoke or our licensors (or of other third parties accessed through our Services) and is protected by copyright and other intellectual property laws. You have no rights in or to the Information and you agree that neither you nor your Student will use, copy or redistribute the Information, or permit anyone else to use the Information, except with our consent or as needed or otherwise required in connection with the use of our Sites or our Services by you or your Student. However, the term “Information” does not include your or your Student’s test scores or other results reported or otherwise made available through your account.
13. No Direct Compensation: It is a violation of this Agreement and your contractual relationship with Bespoke for you to establish a commercial tutoring relationship with any tutor Bespoke employs and introduces to you, unless you do so through our Services. Bespoke’s tutors are strictly forbidden from receiving compensation directly from clients, including “bonuses” or additional payments for tutoring services provided away from Bespoke. You hereby agree not to circumvent, or attempt to circumvent such prohibition or otherwise assist or abet in any such circumvention.
14. Personal Information: “Personal information” means any information relating to your registration and use of our Sites or our Services that specifically identifies you or your account, which might include items such as your full name, email address(es), mailing address, phone number(s) and, if applicable, credit card number(s). We may store and use your personal information for the internal purposes of ourselves and our affiliates, including, but not limited to, for purposes of administering our Sites, registering your account, otherwise enabling your use of our Services, and processing any inquiries, transactions, registrations or applications you submit. Please see our Privacy Policy, accessible at the bottom of the home page of our main www.bespokeeducation.com Site, to learn more about the information we collect as a result of your use of our Sites and our Services and how we use such information.
15. No Guarantees; Disclaimers: You acknowledge that we cannot guarantee (and we specifically disclaim) you or your Student achieving any particular outcome, test score improvement or other result from our Services. IN THE EVENT YOU OR YOUR STUDENT ARE DISSATISFIED IN ANY RESPECT, YOU AGREE THAT YOUR SOLE RIGHT AND EXCLUSIVE REMEDY SHALL BE TO TERMINATE USING OUR SERVICES, AND NO REFUNDS SHALL BE PROVIDED UNLESS WE, IN OUR SOLE DISCRETION, SEPARATELY AGREE IN WRITING TO DO SO.
YOUR ACCESS TO AND USE OF OUR SERVICES AND THE INFORMATION, IS AT YOUR SOLE RISK AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO OUR SERVICES OR THE INFORMATION, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 4
16. LIMITATION OF LIABILITY: YOU AGREE, ON BEHALF OF YOURSELF, YOUR STUDENT AND ANY OTHER PARENT OR LEGAL GUARDIAN OF YOUR STUDENT (OTHER “ADULT”), THAT BESPOKE AND ITS AFFILIATES, AND THE RESPECTIVE OWNERS, OFFICERS, EMPLOYEES, MEMBERS, VOLUNTEERS, INTERNS, AGENTS AND OTHER REPRESENTATIVES OF BESPOKE AND ITS AFFILIATES (THE “OTHER RELEASEES”), SHALL HAVE NO LIABILITY TO YOU, YOUR STUDENT OR ANY OTHER ADULT FOR ANY AND ALL CLAIMS, DAMAGES, LIABILITIES, INJURIES, COSTS AND EXPENSES, INCLUDING LEGAL FEES AND COSTS, RELATING TO OR ARISING IN ANY MANNER FROM YOUR OR YOUR STUDENT’S USE OF OUR SITES OR OUR SERVICES, INCLUDING BUT NOT LIMITED TO, FROM ANY SECURITY BREACHES OR IMPROPER ACCESS TO YOUR OR YOUR STUDENT’S PERSONAL INFORMATION, ANY NON-COMPLIANCE WITH OUR PRIVACY POLICY, ANY COVID-19 EXPOSURE OR CONTRACTION RELATED TO IN-PERSON PARTICIPATION IN ANY SESSIONS, ANY INJURIES INCURRED IN TRAVEL TO AND FROM ANY SUCH SESSIONS, OR ACCESS TO OR USE OF THE INFORMATION. THIS LIMITATION OF LIABILITY APPLIES TO ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES, AND DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION OR TO GOODWILL OR REPUTATION, OR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, CAUSED IN WHOLE OR IN PART BY A FAILURE OR OMISSION OF BESPOKE (OR SUCH OTHER RELEASEEES) OF ANY KIND, WHETHER ARISING IN BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. HOWEVER, THIS LIMITATION OF LIABILITY SHALL NOT AFFECT LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, WHICH, INSTEAD, WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY SUCH LAW OR, IF PERMISSIBLE AND A LESSER AMOUNT, THE AGGREGATE AMOUNTS PAID BY YOU OR ON YOUR BEHALF TO BESPOKE OVER THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
17. Termination: Nothing in this Agreement obligates you to access initially, or to continue to access, any of our Sites or our Services. You may terminate this Agreement (and your account and your registrations with us) at any time, for any or no reason. We expressly reserve the right to discontinue or change our Sites and/or our Services in any manner, at any time, for any or no reason. We also expressly reserve the right to discontinue the availability of our Services to you or your Student on an individual basis, at any time and for any reason we deem appropriate, including by terminating this Agreement, your account and registrations with us, and your and your Student’s access to our Services (subject, however, to our refunding to you any prepayments you have made for Sessions that have not been used or forfeited, assuming you do not owe us any other monies and your account is otherwise paid up and current).
18. Waiver and Severability: No failure or delay in enforcing any right or obligation under this Agreement shall be a waiver of that or any other right or obligation, and no waiver of a right or obligation in one or more instances shall be interpreted or deemed to constitute a waiver of such right or obligation in subsequent instances. If any term of this Agreement is held invalid, illegal or unenforceable, the remaining portions will continue in full force and effect and not be affected.
19. Governing Law, Severability, Jurisdiction, etc.: THIS AGREEMENT, YOUR REGISTRATION WITH US AND YOUR USE OF OUR SERVICES SHALL BE GOVERNED BY THE LAWS OF THE UNITED STATES OF AMERICA AND THE STATE OF NEW YORK, AS IF THE AGREEMENT WERE A CONTRACT WHOLLY ENTERED INTO AND PERFORMED WITHIN THE STATE OF NEW YORK. You agree that the federal or state courts located in New York County in the State of New York have exclusive jurisdiction with respect to any claim, action or dispute under this Agreement. Solely for purposes of this Agreement, you also agree and expressly consent to the exercise of personal jurisdiction over you by any such federal or state court located in New York County in the State of New York.
20. Updates: We may change this Agreement at any time, which changes will appear in this Agreement and be indicated by a revised “last updated” line above. If the changes are material, we will also use reasonable efforts to highlight them via an online posting and/or an email to our users. Changes will take effect immediately. If any change is not acceptable, you may terminate your access to our Sites and our Services, but using our Sites or our Services after we have made or posted any such change means that you accept the change.
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