Video Creation 101

Edgewater Fullscope D365 University Corporate Training Program End User License Agreement

Please read the following carefully

By clicking "I accept" or "I agree" or using the services you are entering into a binding contract with Edgewater Technology-Zero2Ten, Inc. and its affiliates. (collectively, "Edgewater Fullscope")

It is important to us that the D365 University Corporate Training Program (“Services”) provide you with a helpful and reliable training program experience. To protect our rights and yours, this EULA governs all uses of the Services. Access or use of the Services for which you seek registration or enrollment constitutes acceptance of this EULA as a binding agreement. By using the Services, you represent that you (1) have read and understood the terms, (2) agree to use the Services in compliance with applicable laws and the terms of this EULA and (3) are an Authorized User (as defined below). You may not use the Services if you do not agree with the EULA or if you are not an Authorized User.

1. Privacy Statement

Please review Edgewater Fullscope’s Privacy Policy Statement, which also governs your use of the Services, to understand our data collection and use practices. Please be advised that the Privacy Statement may be revised from time to time for any reason.

1. Changes to this EULA

Edgewater Fullscope may make changes to this EULA from time to time for any reason. Typically, these changes are made to conform to current practices, comply with changing regulatory requirements, or other similar purposes. If Edgewater Fullscope modifies this EULA in a manner that materially changes the terms or scope of the Services made available to you, we will make reasonable efforts to notify you by either contacting you via email or posting reasonable notice in connection with the Services to alert you to such changes. Your continued use of the Services after reasonable notice of such changes to the EULA has been provided will constitute your consent to the revised EULA terms.

1. The Services

The "Services" are owned by Edgewater Fullscope (collectively, "we," "us," or "Edgewater Fullscope"). The Services may be delivered to you through the Internet via your browser or app through Edgewater Fullscope contracted Subscription Services internet portal with third party and may include enrollment ("Enrollment") in one or more D365 University Corporate Training online courses. While your End User Account (defined below) for the Services may continue for an indefinite period of time, the Services are provided on a subscription basis for a limited period of time (each a "Subscription").

1. Authorized Users and User Accounts

The Services are available only to individuals, who have gained lawful access to the Services directly from Edgewater Fullcope or its Third Party Service ("Authorized User" or "User").  In order to initiate access to the Services, you must register for a user account ("User Account") by providing your first name, last name, valid email address (and in the case of Enrollments, your Company and designating a secret and unique username and password ("Account Credentials"), as well as any additional information that may be required by Edgewater Fullscope or your Company. In some cases, your User Account may already be established for you by your Company.   Edgewater Fullscope may use your Account Credentials to validate your account prior to providing access to the Services each time you access the Services.

You may have only one active User Account at any given time. You agree to provide accurate and truthful information when creating a User Account and to promptly update such information should it change.

The Services are not intended for use by residents of countries in which trade restrictions prohibit the sale of certain U.S. products or services. You understand and acknowledge that the administrators associated with your Company may have access to your User Account and may suspend, modify or terminate your account access at any time and for any reason.

1. Protection of Account Credentials

Your User Account is for your personal use only. Unless we provide an approved mechanism for such use, allowing others to access or use the Services through your User Account is strictly prohibited and you are responsible for all uses of the Services associated with your Account Credentials, whether the use is made by you personally or by a third party due to your disclosure of your Account Credentials.

In order to protect the security of your Account Credentials and the Services, it is important that you maintain the confidentiality of your Account Credentials. You agree not to (1) use Account Credentials other than your own, or (2) to disclose your Account Credentials to any third party or service, other than an authorized Third Party Service.

1. Ownership of the Services

The website access, D365 University Corporate Training Course materials and other content provided through the Services (collectively, "Materials") and any supporting software, applications and systems (collectively "Applications") are the exclusive property of Edgewater Fullscope, and/or its licensors, and are protected by U.S. and international copyright and other intellectual property laws. All rights not expressly granted herein are reserved. Except as may be set forth in this EULA, the reproduction, redistribution, modification, publication, or adaptation of Materials or Applications, in whole or in part, without the express written consent of Edgewater Fullsope and/or its licensors is strictly prohibited. The Services may allow you to copy or download certain Materials, but please remember that the availability of this functionality does not mean that the above restrictions do not apply.

Unless otherwise indicated, trademarks, service marks and trade names (collectively "Marks") that appear on the Services are the property of Edgewater Fullscope or its licensors. Any trademarks not owned by Edgewater Fullscope that appear in the Services are the property of their respective owners. You agree not to misuse or disparage any Marks associated with the Services or use the Marks (or any confusingly similar marks) in such a way that would misrepresent the ownership of the Marks or otherwise confuse the public as to the source or origin of any products or services. You should not use any Mark without obtaining the written consent of the Mark owner, using appropriate notice and attribution of the owner's trademark rights, and using the Marks in accordance with applicable usage guidelines as provided by a Mark’s respective owner. Any such permitted use of the Marks by you shall be to the benefit of the respective Mark owner.

1. Limited License

Edgewater Fullscope grants to you a limited, non-transferable, non-exclusive, non-sublicensable license to use the Services for their intended purpose and subject to the terms and restrictions set forth in this EULA, and the Privacy Statement.

You may use, display, and, when such functions are available on the Services, reformat, download, and print, Materials obtained through the Services solely for your own personal, non-commercial, and personal educational purposes.

You are responsible for meeting the then-current hardware, operating system, Internet browser and other technical requirements necessary to properly use and access the Services. All rights not specifically granted herein are reserved by Edgewater Fullscope. You acknowledge that the license granted under this EULA does not provide you with title to or ownership of the Services, or the Materials contained therein, but only a right of limited use subject to the terms and conditions of this EULA.

1. Prohibited Uses of Materials

Except as you may be expressly permitted by this EULA, you may not use, modify, adapt, reformat, download, upload, post, reproduce, broadcast, publish, display, perform, transfer or redistribute any Materials in any form, format or media or by means without obtaining the prior written authorization of Edgewater Fullscope.

1. Appropriate Use of the Services

You are expressly prohibited from any conduct which:  provides or facilitates access to the Services by unauthorized users or services; and/or results in prohibited duplication, transmission or exposure of the Materials, Applications or User information associated with the Services. You represent and agree that you shall not use the Services in violation of this EULA, any applicable local, state, national or international law or regulation. You further agree that you will not use the Services in a manner which threatens the security, stability or integrity of the Services or networks connected to the Services ("Service Network"). Without limiting the foregoing, you acknowledge and agree that that you will not take any action to:

• impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; including using another person's User Credentials (including passwords) or making your User Credentials available for use by others;
• use or attempt to use any "deep-link," "scraper," "robot," "bot," "spider," "data mining," "computer code" or any other automated device, program, tool, algorithm, process or methodology or manual process having similar processes or functionality, to access, acquire, copy, or monitor any portion of the Services, any data or content found on or accessed through the Services, or any other Materials without the prior written consent of Pearson;
• violate any measure employed to limit or prevent access to the Services or otherwise obtain or attempt to obtain through any means any content, functionality or other information which has not been intentionally made available to you either by visible display on the Services or access through a visible link on the Services;
• decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services;
• attempt, in any manner to gain unauthorized access to the Service Network, obtain the password, account, or other security information from or of any other User, or otherwise violate the security of the Service Network or access encrypted codes;
• interfere with or disrupt (or attempt to interfere with or disrupt) the proper working of the Services or Service Network, or violate any requirements, procedures, policies or regulations of the Service Network;
• engage any conduct which  infringes any proprietary rights in the Materials or Applications, or otherwise violates this EULA.

Edgewater Fullscope reserves the right, at its sole discretion, to suspend or terminate access to and use the Services with respect to any User that Edgewater Fullscope reasonably believes has undertaken, or participated in, any of the foregoing activities, violated the terms of this EULA, or whose actions have, or are likely to, otherwise cause harm to Edgewater Fullscope, the Services, the Service Network or other Users, or for any other reason at the sole and absolute discretion of Edgewater Fullscope.

1. Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SOFTWARE (INCLUDING ANY EMBEDDED SOFTWARE) AND ALL SERVICES ARE PROVIDED WITH NO OTHER WARRANTIES OF ANY KIND, AND EDGEWATER FULLSCOPE DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EDGEWATER FULLSCOPE DOES NOT WARRANT THAT THE USE OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING, BUT NOT LIMITED TO, STATEMENTS REGARDING PERFORMANCE OF THE SOFTWARE WHICH IS NOT CONTAINED IN THIS EULA, SHALL BE BINDING ON FULLSCOPE. WITHOUT LIMITING THE FOREGOING, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, AND THE IMPLIED WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY EXCLUDED AND DISCLAIMED. FURTHER, CUSTOMER ACKNOWLEDGES THAT NEITHER CUSTOMER NOR ANY OF ITS REPRESENTATIVES HAVE RELIED ON ANY REPRESENTATIONS MADE BY FULLSCOPE OR ANY

FULLSCOPE REPRESENTATIVE IN RELATION TO THE SOFTWARE AND/OR DOCUMENTATION, EXCEPT FOR THOSE EXPRESSLY STATED IN THIS AGREEMENT. CUSTOMER FURTHER ACKNOWLEDGES AND AGREES THAT IT IS SOLELY RESPONSIBLE FOR THE CONTROL, OPERATION AND SECURITY OF ITS NETWORK, INCLUDING, WITHOUT LIMITATION, ANY INTERNET TRANSACTIONS AND COMMUNICATIONS CARRIED OUT USING ITS NETWORK WITH THIRD PARTIES, WHETHER MADE THROUGH ACCESS TO OR USE OF THE SOFTWARE.

1. Limitation of Liability

IN NO EVENT SHALL EDGEWATER FULLSCOPE OR ITS EMPLOYEES, OFFICERS, AGENTS, CONTRACTORS OR LICENSORS BE LIABLE FOR ANY COMPENSATORY, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND -- INCLUDING, WITHOUT LIMITATION ANY CLAIMS OR DAMAGES BASED ON YOUR USE OF OR INABILITY TO USE THE SERVICES, ANY THIRD PARTY WEBSITES, OR APPLICATIONS ACCESSED THROUGH THE SERVICES, DAMAGE TO PROPERTY, THIRD PARTY CLAIMS, LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, LOSSES CAUSED BY YOUR RELIANCE ON ANY CONTENT OR INFORMATION PROVIDED THROUGH THE SERVICES, AND/OR ANY OTHER LOSSES OF ANY KIND ARISING FROM YOUR USE OF THE SERVICES. EDGEWATER FULLSCOPE'S MAXIMUM AGGREGATE LIABILITY UNDER THIS EULA WILL IN NO EVENT EXCEED THE TOTAL FEES PAID TO EDGEWATER FULLSCOPE BY YOU FOR THE SPECIFIC SERVICES FROM WHICH THE LOSS ARISES. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT, OR OTHERWISE, EVEN IF EDGEWATER FULLSCOPE HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE, AND/OR IF ANY OF THE LIMITED REMEDIES IN THIS EULA FAIL THEIR ESSENTIAL PURPOSE.

NO ACTION, REGARDLESS OF FORM, ARISING UNDER THIS EULA MAY BE BROUGHT BY YOU MORE THAN ONE YEAR AFTER THE FACTS SUPPORTING THE CAUSE OF ACTION HAVE BECOME KNOWN, OR REASONABLY SHOULD HAVE BECOME KNOWN TO YOU. NOTHING IN THIS EULA IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED UNDER APPLICABLE LAW. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND IN SUCH INSTANCES OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED.

1. Representation and Warranty; Indemnity

As a condition of your use of the Services, you warrant and represent to Edgewater Fullscope that you are an Authorized User and will not use the Services for any purpose that is unlawful or prohibited by this EULA. To the fullest extent permitted by applicable law, you agree to defend, indemnify and hold harmless Edgewater Fullscope and its employees, officers, agents, contractors, and licensors from any claims, damages, expenses, or liabilities arising from or in any way related to any violation of this EULA or unauthorized use of the Services.

1. Choice of Law and Forum

You agree that this EULA shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods and that any and all actions, disputes or controversies relating to this EULA or your use of the Services (each a "Claim") shall be subject to the terms of this provision. Except as provided below, (a) you submit to the personal and exclusive jurisdiction and venue of the courts located within the State of Georgia ("Chosen Forum") with respect to any Claim, (b) irrevocably consent to the service of process via email, personal delivery, or mailed by certified or registered mail, return receipt requested, to the mailing address set forth in your User Account; and (c) agree that any Claim will be governed by and construed subject to laws of the State of Georgia ("Chosen Law"). If you reside in Canada, the Chosen Forum shall be the courts located in the province of Ontario and the Chosen Law shall be the laws of Ontario and the laws of Canada applicable therein, without giving effect to its conflict of law principles. If you reside outside of the US and Canada, the Chosen Forum shall be the courts located in England and the Chosen Law shall be the laws of England, without giving effect to its conflict of law principles. Nothing in this paragraph is intended to limit or contravene the applicability of the local privacy and data security regulations which would otherwise govern the collection, disclosure and use of your Personal Information.

1. United States Export Requirements

This EULA and your use of the Services are subject to US regulations and laws which restrict the export by Edgewater Fullscope or its contractors and licensors of certain materials and technical data. You agree not to transfer, directly or indirectly, by electronic means or otherwise, any Services to any country, or to any agent, representative, or foreign national of any country, for which the U.S. Government or any agency thereof requires an export license or otherwise restricts such exports.

1. Miscellaneous

This EULA is personal to you, and you may not assign, transfer or delegate your rights or obligations under this EULA to anyone. In the event that any provision of this EULA is held by a court of competent jurisdiction to be invalid or unenforceable for any reason, the remainder of this EULA shall remain valid and enforceable according to its terms. This EULA is the entire agreement between Edgewater Fullscope and you with respect to the Services and cannot be modified absent a signed written agreement. Headings in this EULA are for your convenience only and do not have any legal meaning or effect. If Edgewater Fullscope waives or fails to enforce any term or condition of this EULA on any one or more occasions, whether by conduct or otherwise, its waiver or failure to enforce such terms will not prevent Edgewater Fullscope from enforcing any terms or condition of this EULA at any other time. The meaning of this EULA cannot be changed by your or Edgewater Fullscope's conduct, even if repeated, or by any custom or practice of others engaged in the same or similar businesses