THIS AGREEMENT CONSTITUTES A BINDING CONTRACT ON YOU AND GOVERNS YOUR USE OF AND ACCESS TO THE SERVICES BY YOU, SUBSCRIBERS, INSTRUCTORS AND ATTENDEES WHETHER IN CONNECTION WITH A PAID OR FREE TRIAL SUBSCRIPTION TO THE SERVICES.
By accepting this Agreement, either by accessing or using a Service, or authorizing or permitting any Subscribers, Instructors or Attendees to access or use a Service, You agree to be bound by this Agreement. If You are entering into this Agreement on behalf of a company, organization or another legal entity (an “Entity”), You are agreeing to this Agreement for that Entity and representing to Blue File® that You have the authority to bind such Entity and its Affiliates to this Agreement, in which case the terms “Subscriber,” “You,” “Your” or a related capitalized term herein shall refer to such Entity and its Affiliates. If You do not have such authority, or if You do not agree with this Agreement, You must not accept this Agreement and may not use any of the Services.
Blue File® is a registration platform dedicated to help you manage all aspects of your Blue File®. Through our platform and services, we enable users to create, discover, share and register for Blue File®.
Blue File®’s websites and domains, including www.bluefile.com, and all of the webpages, subdomains (collectively, our “Site”), all of the services available on or through the Site or otherwise provided by us (including our application programming interfaces) are offered, maintained and provided by Blue File®. We refer to all of these as our “Services.”
Through the Services, Blue File® provides a simple and quick means for free trial and registered users who create paid accounts (“Subscribers”) to input, organize, and track personal, professional, and continuing education data (“Data”). We also provide resources to fulfill, or partially fulfill requirements to keep expiring credentials current. We refer to free trail users and Subscribers collectively as “Users” or “you.”
Blue File® is not the owner of the Data listed for registration on the Services. Blue File® provides the Services, which allow Users to input, organize, and share the Data. It is the Users sole obligation to ensure that any Data posting on the Services meet all applicable local, state, provincial, national and other laws, rules and regulations, and that the Data is true, accurate, current and complete.
Creating an account and accessing the Services is free. We charge our subscription charges only to registered Subscribers. All descriptions of subscription charges on the Services represent the subscription fees that Blue File® charges to Subscribers. Blue File® does not control (and thus cannot disclose) fees levied by your bank and/or credit card company, including fees in foreign currencies or from foreign persons. Be sure to check with your bank or credit card company prior to engaging in a transaction to understand all applicable fees, credit card surcharges and currency conversion rates.
Unless otherwise indicated on an Order Form referencing this Agreement, all charges associated with Your access to and use of a Subscriber’s Service (“Subscription Charges”) are due in full upon commencement of Your Subscription Term. If You fail to pay Your Subscription Charges or other charges indicated on any Order Form within five (5) business days of Our notice to You that payment is due or delinquent, or if You do not update payment information upon Our request, in addition to Our other remedies, We may suspend or terminate access to and use of such Services.
If You choose to upgrade Your Service Plan, any incremental Subscription Charges associated with such Subscription Upgrade will be prorated over the remaining period of Your then current Subscription Term, charged to Your Account and due and payable upon implementation of such Subscription Upgrade. In any future Subscription Term, Your Subscription Charges will reflect any such Subscription Upgrades. No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to downgrade or cancel Your Service Plan. Downgrading Your Service Plan may cause loss of content, features, or capacity of the Service as available to You under Your Account, and Blue File® does not accept any liability for such loss.
Unless otherwise stated, Our charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes, except those assessable against the Blue File® measured by its net income. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.
If You pay by credit card or certain other payment instruments, the Services provide an interface for the Subscriber to change credit card information (e.g. upon card renewal). The Subscriber will receive a receipt upon each receipt of payment by the Blue File®, or they may obtain a receipt from within the Services to track subscription status. You hereby authorize Blue File® to bill Your credit card or other payment instrument in advance on a periodic basis in accordance with the terms of the Service Plan for the Services to which You subscribe until Your subscription to the Services terminates, and You further agree to pay any Subscription Charges so incurred. If applicable, You hereby authorize Blue File® to charge Your credit card or other payment instrument to establish such prepaid credit. You agree to promptly update Your Account information with any changes (for example, a change in Your billing address or credit card expiration date) that may occur. Blue File® uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain or use Your billing information except to process Your credit card information for the Subscriber.
We may, at Our sole discretion, choose to offer credits for the Subscriber’s Services in various ways, including but not limited to, coupons, promotional campaigns and referrals. Blue File® reserves the right to award credits at its sole discretion. Credits have no monetary or cash value and can only be used by You to offset Your subsequent payments of Subscription Charges for the applicable Service. Credits may only be applied to Subscription Charges due for the Service specifically identified by Blue File® when issuing the credit. Credits can only be used by You and are non-transferable. To the extent that You have been awarded credits, unless the instrument (including any coupon) states an earlier expiration date, credits shall expire and no longer be redeemable twelve (12) months from the date the credit was issued.
7.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is so terminated, Your subscription to a Service will renew for a Subscription Term equivalent in length to the then expiring Subscription Term. Unless otherwise provided for in an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan to which You have subscribed, as applicable, as of the time such subsequent Subscription Term commences.
7.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term.
7.3 Except for Your termination under Section
7.5, if You terminate Your subscription to a Service or cancel Your Account prior to the end of Your then effective Subscription Term or We effect such termination or cancellation pursuant to Sections 7.4 and 7.5, in addition to other amounts You may owe Blue File®, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to a Service or cancel Your Account as a result of a material breach of this Agreement by Blue File®, provided that You provide advance notice of such breach to Blue File® and afford Blue File® not less than thirty (30) days to reasonably cure such breach as provided for in Section 7.5 herein. 7.4 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You may be referred to law enforcement authorities at Our sole discretion. 7.5 If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination. 7.6 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.
Blue File® may make available to you features and tools that allow you to contact other users of the Services or third parties via email (the “Email Tools”). In the event that you use these Email Tools, you represent, warrant and agree that:
(b) your use of the Email Tools is in compliance with all applicable local, state, provincial, national and other laws, rules and regulations, including those relating to spam and email;
(d) you will not use false or misleading headers or deceptive subject lines in emails sent using the Email Tools;
(e) you will identify the email message as an advertisement or commercial in nature;
(f) you will not hide, disable, remove, or attempt to hide, disable or remove the unsubscribe link that Blue File® includes on every email; and
(g) you will not email any person that you know or have reason to know has opted out of receiving emails from you.
If you fail to abide by any of the foregoing, if your use of the Email Tools results in bounce rates, complaint rates or unsubscribe requests in excess of industry standards or if your emails are found to cause disruption to the Services, Blue File® may, among other actions, limit or suspend your access to the Email Tools.
As part of certain registration processes on the Services, you will create an account or change or add information about your account. You agree (a) to provide true, accurate, current and complete information about yourself, or if you are using the Services on behalf of an entity, the entity, as prompted by each Service registration form (the “Registration Data”); and (b) to maintain and promptly update the Registration Data to keep it true, accurate, current and complete. In the event of any dispute between two or more parties as to account ownership, you agree that Blue File® shall be the sole arbiter of such dispute in its discretion and that Blue File®’ decision (which may include termination or suspension of any account subject to dispute) shall be final and binding on all parties.
You are responsible for maintaining the confidentiality of your password and account details, and are fully responsible for all activities that occur under your account, including without limitation, all actions by third parties that you have authorized to view your information. You agree to immediately notify Blue File® of any unauthorized use of your password or account or any other breach of security.
You hereby acknowledge that (a) any and all suggestions for correction, change and modification to the Services and other feedback (including but not limited to quotations of written or oral feedback), information and reports provided to Blue File® by you (collectively “Feedback”); and (b) all improvements, updates, modifications or enhancements, whether made, created or developed by Blue File® or otherwise relating to Feedback (collectively, “Revisions”), are and will remain the property of Blue File®. All Feedback and Revisions become the sole and exclusive property of Blue File® and Blue File® may use and disclose Feedback and/or Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to Blue File® any and all right, title and interest (including, but not limited to, any patent, copyright, future copyright, trade secret, trademark, show-how, know-how and any and all other intellectual property right) that you may have in and to any and all Feedback and Revisions. You hereby agree to waive any moral rights you may have in any and all Feedback and Revisions, and consent to any act which amounts to an infringement of any such moral right, in favor of Blue File®. At Blue File®’ request, you will execute any document, registration or filing required to give effect to these provisions.
You understand that you are liable for all Content, in whatever form, that you provide or otherwise make available to or through the Services, including to other users of the Services. You agree not to use the Services to:
(a) upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
(b) harm minors in any way;
(c) impersonate any person or entity, including, but not limited to, an Blue File® representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services;
(e) upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(f) upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright, right of publicity or personality, or other intellectual property or proprietary rights of any person or entity;
(g) upload, post, email, transmit or otherwise make available any Content related to the sale or provision of goods and services;
(h) upload, post, email, transmit or otherwise make available any Content that contains viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of or to otherwise interact with the Services in a manner not permitted by the Terms of Service;
(i) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
(j) attempt to probe, scan or test the vulnerability of any Blue File® server or network or breach any security or authentication measures, unless you are an authorized contractor of Blue File® specifically engaged to provide such services;
(k) attempt to avoid or circumvent any technological measure implemented by Blue File® to protect the Services or Content on the Services, including without limitation, encryption technology used to protect sensitive personal information;
(l) solicit any User to use a third party service that competes with Blue File®;
(m) intentionally or unintentionally violate any applicable local, state, provincial, national or other law, rule or regulation;
(n) resell registrations;
We are constantly evolving our products and services to better meet the needs of our user base. Because of this, we do not guarantee any set of product features or functionality and reserve the right at any time to, and from time to time may, modify, suspend or discontinue, temporarily or permanently, any part of the Services for any reason. There would be no refund of fees already due following any such change to the Services.
The Services may provide, or Users may provide, links to other Internet websites or resources. Because Blue File® has no control over such websites and resources, you acknowledge and agree that Blue File® is not responsible for the availability of such websites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, services or other materials on or available from such websites or resources, or any damages or losses related thereto, even if such websites or resources are connected with Blue File® partners or third party service providers.
As part of the Services you may be able to link an account you have with a third party service, such as a social media website. By linking such third party account, you agree that Blue File® may access, make available to and store any Content that you have provided to and stored in such third party account so that it is available on or through the Services. Such content may include personally identifiable information.
Blue File® does not tolerate discrimination, nor tolerate explicit references of a discriminatory nature, based on gender, gender identity, gender expression, race, national origin, color, religion, age, disability, veteran status, socioeconomic status, marital status, pregnancy and/or sexual orientation. All employees and contractors engaged in continuing education and training activities shall comply with this policy in all communications and other interactions with one another and with learners and prospective learners, during learning event planning, marketing, and delivery. Failure to comply shall constitute grounds for disciplinary action in the case of employees, and contractual remedy in the case of contractors.