Welcome to Impact! Your access to and use of our mobile application and the related websites, www.educationmegastore.com and www.homeschoolingmegastore.com (collectively, the “Service”), is subject to the following terms and conditions of use (collectively, the “Terms of Use” or the “Agreement”). Please read these terms carefully as they constitute a legally binding contract between you and Impact Circle Inc., a California corporation doing business as EducationMegaStore and HomeschoolingMegaStore (“Impact,” “we,” “our,” and “us”). These Terms of Use apply exclusively to your access to, and use of, the Service and do not alter in any way the terms or conditions of any other agreements you may have with Impact or its affiliates, successors, and assigns.

These Terms of Use may be changed by Impact at any time in its sole and exclusive discretion by posting the changes on the Service. Unless otherwise specified, the posted changes will take effect thirty (30) days from the date of publication. You agree that your continued use of the Service after the posted changes shall constitute your acceptance of the Terms of Use, as amended. In some cases, we may request that you evidence your acceptance of the changes to the Terms of Use through electronic means. In that case, the changes will be effective as of the date and time of your acceptance.

Our Platform

Impact offers an online and app-based tool that enables people (“users,” “you,” and “your”) to find content about and purchase certain educational products and services from reputable providers of such educational products and services. Users who publish and offer products services are “Vendors” and users who search for or purchase products and services are “Customers.” Vendors offer [DESCRIBE] and a variety of other services (collectively, “Vendor Products,” and each Vendor Product offering, a “Listing”).

Vendor Terms

These Vendor Terms of Service (“Vendor Terms”) are a binding legal agreement between you and Impact that govern your role as a Vendor of Impact. These Vendor Terms are intended to supplement, and not replace, the Terms of Use, and any reference to the Terms of Use includes these Vendor Terms as applicable.

Section 1. Effect of Termination.

If Vendor’s use of the Services is terminated, Vendor agrees to complete all pending purchase and sale transactions and stop using the Services to accept new transactions. Paid fees will not be refunded or prorated upon termination. Any license described in the Terms of Use will terminate and Impact reserves the right to remove Vendor’s logos, trademarks and/or trade names from its materials in its discretion.

Section 2. Representations and Warranties.

Vendor represents and warrants that:

• Vendor has all right, title, ownership interest and marketing rights necessary to provide the Vendor Products and any marketing materials and otherwise perform its obligations to Impact hereunder.
• The purchase of Vendor Products through Impact by Customers as contemplated by these Terms of Use violates no foreign, federal state or local code, law or regulation, including any antitrust laws or trade regulations.
• Vendor has not entered into any agreements or commitments that are inconsistent with or in conflict with the rights granted to Impact in these Terms of Use.
• Vendor Products are safe, will be conducted in a professional, safe and workmanlike manner performed by highly skilled professionals.
• Any Vendor Products will be new and/or will be free and clear of all liens and encumbrances and will be free from defects in design, materials and workmanship for a period of one (1) year from the date of purchase or use by a Customer.
• Vendor Products are merchantable and fit for their intended use, and that Vendor Products will be performed by Vendor in conformance with all codes, laws or regulations.
• No Vendor Products sold to Customers during the term of the Agreement, nor the manufacture, marketing, sale and use of Vendor Products, nor anything in or contemplated by these Terms of Use, infringes upon any intellectual property rights of any third party, and that there are no suits or proceedings, pending or threatened, alleging any such infringement.
• Vendor shall indemnify, defend, and hold Impact, its affiliates and their respective officers, directors, employees and agents (collectively, the “Impact Indemnities“) harmless from and against any and all actions, claims, losses, damages, liabilities, awards, costs and expenses (including attorney's fees and costs) which they or any of them incur or become obligated to pay resulting from or arising out of any breach or claimed breach of the warranties regarding Vendor Products contained in these Terms of Use. Impact shall inform Vendor of any such suit or proceeding filed against any of the Impact Indemnities and shall have the right, but not the obligation, to participate in the defense of any such suit or proceeding at Vendor’s expense.
• Vendor shall be solely responsible for the design, development, supply, production and performance of Vendor Products. Vendor shall indemnify and hold each of the Impact Indemnities harmless from and against any and all actions, claims, losses, damages, liabilities, awards, costs and expenses (including attorney's fees and costs) which they or any of them incur or become obligated to pay resulting from or arising out of any claim asserted against Impact or its Customers with respect to Vendor Products, any information or materials provided by Vendor pursuant to these Terms of Use, or which otherwise arises out of Vendor’s relationship with Impact, including, but not limited to, any claim for personal or bodily injury or property damage, arising out of or resulting in any way from any defect in Vendor Products, or for claims for violation of any of the warranties contained in these Terms of Use. Impact shall inform Vendor of any such asserted claim against any of the Impact Indemnities and shall have the right, but not the obligation, to participate in the defense of any such suit or proceeding at Vendor’s expense. The obligations of Vendor under these Vendor Terms shall survive termination or expiration of the Agreement and shall be in addition to the warranty obligations of Vendor.
• Without in any way limiting Vendor’s indemnification obligation as set forth in these Terms of Use, Vendor shall maintain Commercial General Liability or Comprehensive General Liability Insurance in such amounts as is reasonable and standard for the industry. Vendor will provide evidence of the existence of the insurance coverage referred to in this Section 2 by certificates of insurance, which should also provide for at least thirty (30) days’ notice of cancellation, non-renewal or material change of coverage to Vendors. If requested, the certificates of insurance shall name Impact and its affiliates as an additional insured for the limited purpose of claims arising pursuant to these Terms of Use.

Customer Terms

These Customer Terms of Service (“Customer Terms”) are a binding legal agreement between you and Impact that govern your role as a Customer of Impact. These Customer Terms are intended to supplement, and not replace, the Terms of Use.

Section 1. Ordering.

1.1 By placing an order for products from this Website, you affirm that you are of legal age to enter into the agreement to purchase, and you accept and are bound by these Terms of Use.

1.2 You agree that your order is an offer to buy the Vendor Products listed in your order. All orders must be accepted by us, or we will not be obligated to sell such Vendor Products to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered.

1.3 You further understand and agree that the Vendor Products listed with Impact are marketed by third-party Vendors. Impact does not guarantee the availability of any Vendor Products. All transactions, including purchase, shipping, and returns, are solely between you and the respective Vendor. Impact is not responsible for any issues arising from these transactions. Please review the terms and conditions provided by the respective Vendor before making any purchase.

1.4 All prices, discounts, and promotions posted by Impact or Vendors are subject to change without notice. The price charged for a Vendor Product will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total and will be itemized in your shopping cart and your order confirmation email. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.

1.5 Terms of payment are within our sole discretion, and payment must be received by us before we accept an order. We accept the payment methods listed or made available during the checkout process. You represent and warrant that (i) the credit card or other payment information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card or other payment method for the purchase, (iii) charges incurred by you will be honored by your credit card company or other payment method, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Website at the time of your order.

Section 2. Refund Policy.

2.1 This policy applies to all products and services sold through Impact that are supplied by third-party vendors. In such cases, the vendor's refund policy will take precedence over Imapct standard refund policy.

2.2 Customers are strongly advised to review the vendor's refund policy before making any purchase. This ensures that the customer is fully aware of the terms and conditions that govern refunds for the product or service.

2.3 All inquiries related to refunds must be directed to the vendor. Impact will provide the necessary contact information for the vendor but will not handle refund requests directly unless otherwise specified.

2.4 To initiate a refund or exchange, the customer must contact the vendor directly using the contact details provided at the time of purchase. Impact will assist in facilitating communication if needed but is not responsible for processing the refund. Please reach out to Impact with your request via our Contact Us Form.

Section 3. Disclaimer of Warranties for Vendor Products.

ALL VENDOR PRODUCTS OFFERED IN CONNECTION WITH THE SERVICES ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY (A) WARRANTY OF MERCHANTABILITY; (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

General Terms

Section 1. Use of the Service

1.1 If you do not agree to these Terms of Use, our Privacy Policy, or any other policy governing your access to or use of the Service, you should immediately terminate your access to or use of the Service. If you have any questions regarding these Terms of Use or your access to or use of the Service, please contact [EMAIL].

1.2 You must be 18 years of age or older to use the Service and may only do so with a single user account. By using the Service, you represent and warrant that you are an individual of legal age, authority, and capacity to enter into a binding legal agreement.

1.3 You will not access or use the Service if you: (a) have previously been banned from the Service; (b) have previously closed a user account created through the Service (the “Account”); (c) have attempted or are attempting to open more than one Account; or (d) are currently, or have previously been, employed by, or own or operate, a company that offers a mobile application or website service that could reasonably be described as a competitor to Impact or the Service.

1.4 If you create an Account or otherwise access the Service from a country other than the United States and Canada, certain Service features may be unavailable to you.

1.5 Impact may, in its sole discretion, request information from you to confirm your identity, your location, or your compliance with these Terms of Use. Failure to provide reasonably requested information will result in a termination of your account, forfeiture of any rewards, and disqualification from participation in further programs or services offered. If it is determined that you misrepresented any information when signing up for an account, such as your location or eligibility to participate, you will immediately forfeit your account and all associated rewards and be disqualified from further participation.

1.6 Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by Impact.

Section 2. License to Use the Service

2.1 We grant you a limited, nonexclusive, non-transferable, revocable license to use the Service through a single Account and in accordance with these Terms of Use. You will not assign or sublicense this license to a third party, or use the Service on behalf of or for the benefit of any third party. You further agree not to use the Service in any way contrary to the terms of this Agreement or to the state or federal laws of the United States, or whichever country from which you access the Service.

Section 3. Code of Conduct and Prohibited Activities

3.1 When using the Service, you will behave in a civil and respectful manner. We reserve the right to suspend and/or terminate your Account if you misuse the Service or behave in a way that we regard as inappropriate or unlawful, whether through the Service or off the Service if such behavior involves users you meet through the Service. The following is a partial list of actions you will not engage in with respect to the Service or other users thereof. You will not:

• “stalk”, harass, harm, intimidate or exploit any other Service user
• impersonate any person or entity, or act in any other deceptive manner
• express or imply that any statements you make are endorsed by Impact without our specific prior consent
• use the Service to commit an illegal act or act in an illegal manner
• distribute “spam”
• use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure of the Service or its contents
• use the Service through more than one account
• interfere with or disrupt the Services or related networks or servers
• sublicense, sell, modify, adapt, translate, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the Service, or any software used in connection with the Service, or cause others to do so

3.2 Commission of any of these prohibited actions/activities will be determined in the sole discretion of Impact and constitutes grounds for immediate termination of your right to use and/or access the Service and can result in the permanent deletion of your Account.

Section 4. Content That You Post

4.1 You are solely responsible for the content and information that you post, upload, transmit, link to, record, display, or otherwise make available on the Service (collectively, “post”), including any type of textual, video, photographic, or audio content whether publicly posted or privately transmitted (collectively, the “Content”).

4.2 We reserve the right, but disclaim the obligation, to screen, review, filter, modify, censure, delete, or otherwise moderate any or all of the Content uploaded to, or downloaded from, the Service. In our sole discretion, we may monitor or review any Content you upload; however, no such review or similar actions will require us to continue to take such actions.

4.3 We will use commercially reasonable security measures to maintain the security of your Content. However, you will not rely on this security and are personally responsible for taking the necessary steps to protect and backup your Content. You hereby agree that the security, if any, provided by Impact is not and will not be a contributing factor to your decision to use the Service. We reserve the right to modify or discontinue our security measures at any time and without notice.

4.4 You will not post Content that, in the sole judgment of Impact:

• promotes racism, bigotry, hatred, or physical or emotional harm of any kind against any group or individual
• uses offensive epithets or is otherwise intended to demean Impact and/or other users
• constitutes or advocates harassment or intimidation of any group or individual
• is obscene, pornographic or sexually explicit
• provides instructional information about or advocates any illegal activities
• contains any malware, spyware, viruses, Trojan horses, worms, or other malicious or harmful code, components, or devices
• solicits information from users who are under the age of 18
• solicits personal identifying information from other users for commercial or unlawful purposes
• involves the transmission “spam” or “junk” mail
• promotes competing services or directories
• promotes enterprises which are inconsistent with the purpose and the scope of Impact
• contains premium line telephone numbers without adequate disclosure of additional charges
• is derogatory, defamatory or libelous
• is inaccurate, misleading, false, or fraudulent
• depicts another person or his/her likeness without that person’s consent

4.5 Any posting of the foregoing types of Content is grounds for immediate termination of your right to use and/or access the Service and can result in the permanent deletion of your Account.

Section 5. Your Representations and Warranties

5.1 You represent and warrant that: (1) you have the required rights, permission, and/or license to upload Content; (2) Impact will not need to pay royalties to or obtain a license from any third party relating to your uploading of Content; (3) any uploaded Content does not infringe on the rights of any third party, violate any applicable laws, violate the terms of this Agreement, or violate any other agreement to which you are bound; (4) the Content is free from any malware, spyware, viruses, Trojan horses, worms, or other malicious or harmful code; and (5) all information that you submit upon creation of your Account, including information submitted from your Facebook account, is accurate and truthful and that you will promptly update any such information that subsequently becomes inaccurate.

Section 6. Your License to Impact

6.1 By using the Service, you grant Impact a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, copy, store, adapt, modify, translate, publish, publicly perform, publicly display, and distribute any Content that you post through the Service. Your grant of this license is for the purpose of Impact’s operating, developing, promoting, providing, and improving the Service, including the performance of any required maintenance or to investigate, or address, your full and complete compliance with these Terms of Use.

6.2 You retain all ownership, rights, and interest in and to the “Content” that you provide to the Service. However, any information about third party organizations, services, or persons, which you provide to Impact or otherwise upload through your Account, becomes the sole property of Impact.

6.3 Some Content is viewable by other users, and in order to display your Content on the Services, and to allow other users to enjoy them (where applicable), you grant us certain rights in the Content. Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to Content that is also your personally-identifiable information.

6.4 For all Content, you hereby grant Impact a license to translate, edit, modify (for technical purposes, for example making sure your content is viewable on an iPhone, Android phone, as well as a computer) and reproduce and otherwise act with respect to such Content, in each case to enable us to operate the Service, as described in more detail below. This is a license only – your ownership in Content is not affected.

6.5 Notwithstanding your termination of the Services or the termination of the Agreement for any reason, the foregoing licenses to any Content granted to Impact hereby shall survive the termination of the Agreement.

Section 7. Privacy

7.1 We respect the privacy of our visitors and encourage you to read our Privacy Policy so that you may make an informed decision about using our Service and see how we are using the information that we gather.

7.2 Further, to improve your experience when using the Service, we may communicate with third parties on your behalf. You hereby allow Impact to communicate with third parties on your behalf for such purposes as (i) notification that you have invited the party to join the Service; (ii) notification that the party has successfully joined the Service; and (iii) other purposes relating to the parties’ use of the Service.

Section 8. Term and Termination

8.1 This Agreement will remain in full force and effect while you use the Service and/or have an Account. You may terminate your Account at any time by closing your Account, discontinuing any access to or use of the Service, and/or providing Impact with a notice of termination by contacting [EMAIL]. We may close your Account, suspend your ability to use certain portions of the Service, terminate any license or permission granted to you hereunder, and/or ban you altogether from the Service for any reason whatsoever including, without limitation a breach of this Agreement or other conduct, which is inconsistent with the values and standards of the Impact community. No advance notice of termination is required. If there are accrued rewards allocable to your Account at the time of termination, Impact may, in its sole discretion, suspend, revoke, delay, or disburse those rewards.

Section 9. Copyright

9.1 Unless otherwise indicated, all Service materials, including, without limitation, text, the Impact name and logo, and all designs, text graphics, other files, and the selection and arrangement thereof, are the proprietary and copyrighted property of Impact or its licensors. You may electronically copy and print to hard copy portions of the Service for the sole purpose of using materials it contains for informational and non-commercial use. Reproduction for purposes other than described above, modification, distribution, republication, display, or performance—without the prior written permission of Impact—is strictly prohibited. See Section 10, below, for the proper procedure for filing a copyright infringement notice.

Section 10. Trademarks and Infringement

10.1 Impact, the Impact website, the Impact logo, and any proprietary product or service names contained on the Service are either trademarks or registered trademarks of Impact or its licensors, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Impact, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names, or logos mentioned herein are the property of their respective owners.

10.2 If you believe that any material on the Service infringes upon any copyright or trademark that you own or control, you may file a notice of such infringement (“Notice”) with our legal counsel:

Ilya Filmus, Esq
Infinity Law Group
1020 Aileen St.
Lafayette, CA 94549
ifilmus@infinitylawca.com

Please provide the following with your Notice:

• Identify the material on the site that you claim is infringing, with enough detail so that we may locate it on the Service.
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
• A statement by you declaring under penalty of perjury that (1) the above information in your Notice is accurate, and (2) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner.
• Your address, telephone number, and email address.
• Your physical or electronic signature.

Impact will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA).

Section 11. User Feedback

11.1 By sending us any ideas, suggestions, critiques, or feedback (the “Feedback”), you agree that: (i) the Feedback does not contain the confidential or proprietary information of third parties; (ii) Impact has no obligation of confidentiality, express or implied, with respect to the Feedback; and (iii) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, publish, display, distribute, and sublicense the Feedback.

Section 12. Changes to the Service

12.1 We are always trying to improve the Service, so it may change over time. We may suspend or discontinue any part of the Service, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Service. We will try to give you notice when we make a material change to the Service that would adversely affect you, but this is not always practical or commercially achievable. Similarly, we reserve the right to modify or discontinue, temporarily or permanently, any and all Content contained on the Service at any time with or without notice. We reserve the right to investigate any suspicious or inappropriate activity relating to the Service and to suspend or terminate a user’s account during or after such investigation.

Section 13. Links to Websites and Services

13.1 Impact does not control the availability or content of any outside websites, applications, services, or resources (collectively, “third-party services”) to which the Service may link. Concerns regarding any such third-party services or links thereto should be directed to the particular outside third-party service. Unless stated otherwise, Impact does not endorse, sanction, or verify third-party services to which our Services link, and we or our users provide these links merely for the convenience of users of our Service. Access to such third-party services is at your own risk, and we disclaim all liability with regard to your access to such third-party services. In addition, we do not endorse, sanction, or verify third-party services that link to our Services, even if any logo or mark of Impact is used as part of the link to our Service.

13.2 We grant you a limited, non-exclusive license to link to the Impact website, so long as such linking does not violate or contribute to the violation of,or seek to induce others to violate or contribute to the violation of, any of the prohibited activities listed in Section 3 of this Agreement. We may revoke this license at any time without notice or cause.

Section 14. Data Changes

14.1 If you terminate your Account or delete/change your data or Content, we usually update our live databases immediately. However, some data may update more slowly, and some old data may remain in our archives and records. Also, we may be unable to propagate changes to partners who receive your data or content. If your Account is being terminated or suspended, we may maintain some data to prevent re-registration.

Section 15. Disclaimer of Liability

15.1 THE SERVICE AND THE MATERIALS ON THE SERVICE ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. IMPACT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IMPACT DOES NOT REPRESENT OR WARRANT THAT MATERIALS ON THE SERVICE, INCLUDING WITHOUT LIMITATION ANY INFORMATION ABOUT IMPACT OR SERVICES PROVIDED BY THIRD PARTIES, ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. IMPACT DOES NOT REPRESENT OR WARRANT THAT THE SERVICE OR ITS RELATED SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

15.2 IMPACT IS NOT RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. IMPACT MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF ITS USERS, AND CANNOT GUARANTEE THAT CONTENT POSTED BY OTHER USERS WILL COMPLY WITH THIS AGREEMENT. YOU UNDERSTAND THAT IMPACT DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS, BUT RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS AT ANY TIME USING AVAILABLE PUBLIC RECORDS.

15.3 IN NO EVENT SHALL IMPACT OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS OR EMPLOYEES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR INABILITY TO USE THE SERVICE OR THE MATERIALS CONTAINED IN, OR ACCESSED THROUGH, THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM IMPACT, OR THAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, CONTENT, OR E-MAIL, ERROR, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OF ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO IMPACT’S RECORDS, PROGRAMS, OR SERVICES.

15.4 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF IMPACT (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY) ARISING OUT OF OR RELATING TO THE USE OF THE SERVICE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO IMPACT FOR ACCESS TO OR USE OF THE SERVICE.

Section 16. Indemnity

16.1 You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless Impact, our affiliates, and their and our respective officers, directors, agents, employees, partners, and representatives from and against any and all complaints, demands, claims, damages, losses, costs, liabilities, and expenses (including attorney’s fees) due to, arising out of, or relating in any way your access to or use of the Service, your Content, or your breach of this Agreement.

Section 17. Linking to Our Website

17.1 We grant you a limited, non-exclusive license to link to the Impact website, so long as such linking does not violate or contribute to the violation of, or seek to induce others to violate or contribute to the violation of, any of the prohibited activities listed in Section 3 of this Agreement. We may revoke this license at any time without notice or cause.

Section 18. Severability and Non-Waiver

18.1 If any provision of these Terms of Use is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provisions. The failure of Impact to insist upon or enforce strict performance of any of the provisions of these Terms of Use or to exercise any rights or remedies under these Terms of Use will not be construed as a waiver or relinquishment to any extent of Impact’s right to assert or rely upon any such provisions, rights, or remedies in that or any other instance; rather, the same will be and remain in full force and effect.

Section 19. Force Majeure

19.1 Impact will not be liable for any delay in Service resulting from any cause beyond its reasonable control or caused by acts of God, acts of civil or military authorities, priorities, strikes, fires, earthquakes, floods or other disasters, epidemics, governmental rules or regulations, war, riot, delays in transportation or shortages, power failures, or server downtime.

Section 20. Merger

20.1 This Agreement constitutes the entire Agreement between the user and Impact concerning the use of the Service, and cancels and supersedes any prior understandings and agreements between the parties hereto. There are no representations, warranties, terms, conditions, undertakings, or collateral agreements, expressed, implied, or statutory, between the parties other than as expressly set forth in this Agreement.

Section 21. Applicable Law and Arbitration

21.1 The laws of the State of California will govern and construe these Terms of Use without giving effect to any conflict of laws provision to the contrary. By use of the Service, you irrevocably consent for any reason and all disputes with Impact to the venue of state or federal courts located in the State of California. If you access the Service from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

21.2 Any and all controversies, claims, or disputes arising out of or relating to this Agreement or the breach thereof, whether involving remedies at law or in equity, will be submitted to arbitration and adjudicated in the City of Los Angeles and the State of California in accordance with the rules of the American Arbitration Association. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. The losing party will bear the cost of arbitration, and the judgment upon the award may be entered in any court having jurisdiction thereof. The arbitrator will issue a formal written opinion and will be the sole party to decide issues of unconscionability and the enforceability of this Agreement. If either party refuses to perform any or all of its obligations under the final arbitration award (following an appeal, if applicable) within thirty (30) days of such award being rendered, then the other party may enforce the final award in any court of competent jurisdiction in Los Angeles County. The party seeking enforcement shall be entitled to an award of all costs, fees, and expenses, including attorneys’ fees, incurred in enforcing the award, to be paid by the party against whom enforcement is ordered.

21.3 Any dispute or portion thereof, or any claim for a particular form of relief (not otherwise precluded by any other provision of this Agreement), that may not be arbitrated pursuant to applicable state or federal law may be heard only in a court of competent jurisdiction in Los Angeles County.

Section 22. Notice of Collection of Personal Information

22.1 We collect personal information in a number of ways when you use the Service. For example, we collect personal information when you: (a) register and set up an account; (b) sign up for any of our e-mail newsletters; (c) post a review; (d) contact us by e-mail for any reason; or (e) make a transaction through our site. When you visit our web site, some information is also automatically collected, such as your computer’s Internet Protocol (IP) address, your computer’s operating system, the browser type, the address of a referring web site, and the time and date of your visit and purchases. We treat this information as personal information if we combine it with or link it to any of the identifying information mentioned above. Otherwise, it is used in the aggregate only.

Section 23. Notice for California Consumers

23.1 Under California Civil Code Section 1789.3, California users of the Impact website or Service, upon use of applicable services (as defined by California Civil Code Section 1789.2) may file a complaint regarding an applicable service and receive further information on resolving such complaints from the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs online at http://www.dca.ca.gov/ or call 800.952.5210 to have a complaint form mailed to you.

Section 24. Additional Terms for Business Accounts

The following terms (the “Business Terms”), in addition to the Terms of Use above, govern your access to and use of your Business Account. In the event of any conflict between these Business Terms and the Terms of Use, the Business Terms apply. Unless expressly defined within the Business Terms, capitalized words used but not defined in these Business Terms have the meanings described in the Terms of Use. By creating, accessing, or using your Business Account, you are agreeing to these Business Terms and concluding a legally binding contract with Impact. You are not authorized to create, access, or use a Business Account if you do not agree to these Business Terms.

PLEASE READ THESE BUSINESS TERMS CAREFULLY AS THEY REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

24.1 The Nature of Participation with Impact.

• a. In order to access or use the Service, you agree that:
• i. you have the authority to act on behalf of the business or businesses associated with or claimed through your Business Account and bind any such business (including any corresponding business entity) to the Business Terms (such business or businesses, are hereafter referred to as “your Business”).
• ii. your access to or use of your Business Account will only be in your capacity as an authorized representative of your Business.
• iii. you will not use the consumer part of the Service for business activities, including but not limited to flagging reviews or messaging people who have reviewed your Business.
• iv. your Business complies with applicable laws and does not offer, advertise, sell, or lease illegal products and/or services.
• v. you grant Impact a non-transferable, non-exclusive, royalty-free limited license to display your public website on the Service or allow for its display through iframes or other framing technology.
• vi. you agree that we may contact you, including by phone or email, using the contact information you provide us, make publicly available, or that we have on record for your Business, and that our communications (including phone calls) with you may be monitored and recorded for quality purposes.
• vii. you understand that we may display health score information for your Business, and may place a Consumer Alert regarding that health score, on the business page for your Business.
• viii. you understand and acknowledge that non-disparagement clauses in certain consumer contracts, such as clauses that seek to restrict or prohibit reviews (including provisions that penalize consumers for posting reviews) about your Business, are prohibited under California law (Cal. Civil Code § 1670.8) and under the federal Consumer Review Fairness Act (15 U.S. Code § 45b) and you agree that you will not include such clauses in your consumer contracts, or otherwise attempt to enforce non-disparagement or ‘gag’ clauses against consumers under any circumstances. You understand that we may publicly notify consumers, including by placing a Consumer Alert on the business page for your Business, if we have a good faith belief that such clauses are used by your Business.

b. You represent and warrant that you will not, and will not authorize or induce any other party, to:

• i. offer incentives of any kind, such as discounts, free products or services, refunds, gift cards, contest entries, offers, or special deals in exchange for the posting of reviews of your Business, or to prevent or remove reviews, and you understand and acknowledge that Impact, through its Consumer Alerts, may publicly notify consumers about such incentives and other attempts to obtain, prevent, or remove reviews.
• ii. solicit or ask for reviews from your customers.
• iii. write reviews or vote on Content (e.g., voting user reviews as useful, funny, or cool) for your Business or your Business’s competitors.
• iv. pay or induce anyone to post, refrain from posting, or remove reviews.
• v. attempt to generate automated, fraudulent, or otherwise invalid ad impressions, inquiries, conversions, ad clicks, or other actions.
• vi. use any automated means or form of scraping or data extraction to access, query or otherwise collect Impact data, content and/or reviews from the Consumer Site or the Business Site.
• vii. use any Impact trademark or service mark in any manner without Impact’s prior written consent.
• viii. misrepresent your identity or affiliation to anyone in connection with Impact.

c. You understand and acknowledge that Impact allows consumers to post Content about your Business, including photos, ratings, and reviews. You understand and acknowledge that Impact may employ automated software in an effort to showcase the most reliable and useful reviews while displaying other reviews less prominently. You understand and acknowledge that while Impact’s software may identify potentially less helpful reviews, the software may sometimes suppress legitimate reviews or fail to detect illegitimate reviews. You understand and acknowledge that any purchase of advertising or other paid features from Impact will not influence the review software or otherwise allow or enable You, directly or indirectly, to alter reviews or impact whether, where, or how reviews appear on Impact.

24.2 Impact’s Fees. Certain parts of the Service may be accessed and used without charge. For use of certain other parts of our Service, however, you are required to pay applicable fees which may change from time to time subject only to your right to terminate such Services in accordance with the terms thereof. Current fee information is available in your Business Account. All fees due from you to us hereunder, including to the extent applicable, transaction-based service fees, monthly fees, annual fees, one-time fees, takedown fees, and the like, are referred to herein as “Impact Fees.” All Impact Fees are provided in US dollars for US members and Canadian dollars for Canadian members unless otherwise stated. Sales tax, use tax, and value added tax (VAT) are not included in the Impact Fees. You agree to and shall pay all such taxes to the applicable taxing authorities timely and in full, and you shall indemnify, defend and hold Impact harmless from all damages including reasonable attorney’s fees arising there from.

24.3 Payment of Upgrade Fees. By Upgrading your Business Account, you authorize us to charge your credit card, debit card, or another payment method at such time. You agree that we may charge all Impact Fees owed in connection with your Upgrade Option (the “Upgrade Fees”) to the payment method (e.g., credit card, PayPal account, debit card, etc.) you have provided to us. You are solely responsible for the timely payment of all Upgrade Fees. It is your responsibility to notify us if your payment method has changed by making the appropriate changes to your account settings. If you do not provide a valid payment method, or if your designated payment method is determined by us to be inactive for any reason, we may immediately discontinue providing Services to you. Purchases will appear on your credit or debit card statements as “Impact.” You agree not to cause your credit or debit card company to reverse or “chargeback” any Upgrade Fees charged in accordance with these Terms of Use, and in the event, you do so, we may terminate your use of the Service, and you agree to reimburse us for any costs incurred in responding to such chargeback, including, without limitation, our actual costs paid to the credit or debit card company, including chargeback fees, and the value of the time our employees spend on the matter as determined in our discretion in good faith.

24.4 Representations and Warranties. You represent that all of the following is true:

• You are an authorized representative of your Business and have an authority to enter into agreements on its behalf.
• You understand that the Business (or you) will be charged a non-refundable fee in connection with the marketing and promotion of your Business. Your subscription will be automatically renewed and billed on a recurring basis on the same day the following month or year depending on the plan, unless you cancel before the anniversary. After renewal, the cancellation will apply only for a future billing cycle.
• You understand that Impact’s editors, in their sole and final judgment, shall determine the suitability, placement, title, and description of the business listings listed in the Impact directory.
• The business you are submitting is operating in the United States of America or Canada in compliance with all applicable laws and regulations.
• You understand that it takes 1-3 business days to process this order and you will receive a confirmation email when it is completed.
• You understand that Impact users a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your account on the Service (your “Billing Account”) for use of the Upgrade Features. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms of Use. We are not responsible for error by the Payment Processor. By choosing to Upgrade your Service, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Upgrade Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (for example, a credit or debit card you provide) (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.

24.5 No Refunds. All sales are final and will not be refunded. You agree that you shall not charge back or reverse any payments you make to Impact. You agree that in the event of a charge back or reversal, you shall pay Impact an amount to equal to three (3) times the amount that was charged back or reversed plus Impact’s reasonable attorney’s fees and expenses incurred in connection therewith.

24.6 Termination. You can cancel your Account at any time by contacting Impact’s customer support. We can cancel your Account or otherwise refuse service to you at any time without notice for any reason.

24.7 Purpose and Nature of the Service. Our Service is intended for the purpose of (i) providing a forum for businesses, merchants, and service providers to post information about themselves and (ii) facilitating engagements with users of the Service. You represent that you understand and agree that Impact is not and will not in any way be construed to be a party to any contract, agreement, or transaction, which may result from, or be facilitated by, your participation with Impact. We provide no guarantees whatsoever in connection with the volume or value of business, which may be generated as a result of being promoted in Impact. Failure to receive an outcome you deem undesirable will not entitle you or your Business to a refund of any payment. Furthermore, Impact does not take responsibility for the content of any member profile, or member service offered on any profile. Impact does not endorse, sanction or verify, and specifically disclaims responsibility or liability for, any member or user profiles. Concerns regarding any such service, resource, or link posted or offered by a member should be directed to the particular member. Generally, Impact does not endorse, sanction, or verify members on this website. Contacting these members, whether through our services or separately, is at your own risk, and we disclaim all liability with regard to your dealings with any member listed within the Service.

24.8 Prohibited Business Activity. You hereby acknowledge that Impact has been created to promote family-oriented and children-friendly businesses, establishments, and services (the “Acceptable Activities”). You hereby agree that we, in our sole discretion, may remove from Impact any business, establishment, service, product, or activity, which does not correspond to the scope of Acceptable Activities.

24.9 No Partnership, Agency, or Affiliation. Except only as expressly provided otherwise herein, by using the Service, you acknowledge and agree that Impact is not the partner, agent, joint venturer, or otherwise an affiliate of you, any member, or any other user of the Service.

24.10 DISCLAIMERS AND LIMITATIONS OF LIABILITY. PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE IMPACT ENTITIES TO YOU. FOR CLARITY, THE BELOW APPLIES IN ADDITION TO THE DISCLAIMERS AND LIMITATIONS OF LIABILITY DETAILED IN SECTION 16 OF THE TERMS.

The federal Communications Decency Act (47 U.S. Code § 230) limits the liability of interactive computer services, like Impact, for their role in publishing third-party Content, including consumer reviews. Additionally, anti-SLAPP laws, such as Cal. Civ. Proc. Code § 425.16 in California, may require you to pay Impact’s attorneys’ fees if you attempt to impose such liability on Impact through legal proceedings.

24.11 ARBITRATION, DISPUTES, AND CHOICE OF LAW. Except for Excluded Business Claims, any controversy or claim arising out of or relating to (a) these Terms of Use, or the breach thereof; or (b) your access to or use of your Business Account; (each such controversy or claim, a “Business Claim”), shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator will issue a reasoned award in writing, including all findings of fact and law upon which the award was made. The arbitrator will not have the power to commit errors of law, and the award may be vacated or corrected through judicial review by a court of competent jurisdiction under the California Arbitration Act for any such error. “Excluded Business Claims” means Claims related to intellectual property (like copyrights and trademarks) or violations of Section 2 of these Business Terms. Business Claims shall be heard by a single arbitrator. Arbitrations will be held in Los Angeles, California, but the parties may choose for themselves whether to appear in person, by phone, or through the submission of documents. The arbitration shall be governed by the laws of the State of California. The prevailing party shall be entitled to an award of reasonable attorneys’ fees.

NOTWITHSTANDING THE FOREGOING, FOR ANY BUSINESS CLAIM THAT IS NOT SUBJECT TO ARBITRATION, INCLUDING WITHOUT LIMITATION EXCLUDED BUSINESS CLAIMS, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN SAN FRANCISCO COUNTY, CALIFORNIA, WHICH IS THE PLACE OF PERFORMANCE OF THESE BUSINESS TERMS.

YOU AND IMPACT AGREE THAT EACH MAY BRING OR PARTICIPATE IN BUSINESS CLAIMS AGAINST THE OTHER ONLY IN THEIR RESPECTIVE INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. UNLESS BOTH YOU AND IMPACT AGREE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE BUSINESS CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. IF A BUSINESS CLAIM IMPLICATES THIS SECTION, AND THIS SECTION IS FOUND TO BE INVALID, UNENFORCEABLE OR ILLEGAL BY A COURT, SUCH BUSINESS CLAIM MUST BE ADJUDICATED BY A COURT AND NOT BY AN ARBITRATOR.

Questions and Contact Information

General questions or comments about Impact or the Service may be directed to info@educationmegastore.com

Effective Date

The effective date of these Terms of Use is January 8, 2024. Any use of the Service on or after this date is subject to this version of the Agreement. Any fees or charges that may apply to your Account is determined by the version of this Agreement in effect at the time of use. Any changes or amendments hereto apply retroactively to any accrued benefits within the Service.