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Welcome to Studio!

In summary: By using Studio, you agree to these terms.

These are Studio’s Terms of Service ("Terms"), and they apply to all users of Studio’s website. These Terms are a legal contract between you and Openmind Learning Inc.

"Studio" refers to this website and the services offered by us. "Us", "our", and "we" refer to Openmind Learning, Inc. "Everyone" refers to you and us collectively.

This agreement governs your use of all the text, data, information, software, graphics, photographs, materials, samples, templates, and more (all of which we refer to as "Materials") that we and our affiliates may make available to you, as well as any services ("Services") we provide through any of our websites (all of which are referred to in these Terms as this "Website").

Please read these terms carefully before browsing this website. Using this website indicated that you have both read and accept these terms. You cannot use this website if you do not accept these terms.

Your Account

In summary: You are responsible for your account, and you must be 13 years or older to have an account. You can delete your account at any time.

You’re welcome to browse much of this website without creating an account. However, in order to access certain password-restricted areas of this website and to use the services and materials offered through this website you’ll need to successfully create an account with us.

To create an account, you must be at least 13 years or older, and if you’re less than 18 years old, you need your parent or guardian’s permission.

You can submit the following information through the account registration page on this website to create an account:

  • A working email address;
  • First and last name; and
  • Preferred username and password.

You may also provide additional, optional information so that we can provide you a more customized experience when using this website.

When you create an account, you agree to provide accurate, current, and complete information, and to keep your information updated if it changes.

You have complete responsibility for your account and everything that happens on your account, including for any harm or damage (to us or anyone else) caused by someone using your account without your permission, so it’s important to keep your account credentials confidential.

You may not share your account credentials with anyone else. Studio will not intervene in disputes between users who have shared account credentials. Should you believe your password or security for this Website has been breached in any way, let us know by using the below contact information. We may request some information from you to confirm that you are indeed the owner of your account.

You may not transfer your account to someone else or use someone else’s account. In the event of the death of a user, their account will be closed.

You can terminate your account at any time by contacting us using the contact information listed below.

All about being a Creator

Studio gives creators the opportunity to share their behind the scenes content to make money on the Studio platform. There are a lot of details involving payments, licensing, and restrictions, which you should read in full before applying for a creator account.

What it means to be a creator

In summary: Creators are website users with special accounts that allow them to share behind the scenes content with Studio’s customers.

To become a creator, you must apply at studio.com/creators. You will be asked to share some basic information in your application.

Your application will then be submitted to Studio for approval. Studio is solely responsible for approving creator account requests at its own discretion.

If your request is approved, you will then be able to upload content, which Studio’s customers will be able to purchase access to according to the terms below.

To get paid as a creator, you will need to provide additional information:

  • The information associated with a PayPal or U.S. bank account in good standing which you own and at which you can receive payments from a U.S. based company.
  • Any identifying information or tax documentation (such as W-9 or W-8) necessary for Studio to be able to pay you your earnings

If you’d like to delete your creator account, you can contact us using the contact information provided below. We'll use commercially reasonable efforts to make any remaining scheduled payments that are owed to you before deleting your account. However, if customers have previously purchased your content, your name and that content may remain accessible to those customers after your account is deleted.

Pricing & payments

How to set the price of your content

In summary: Creators can choose how to price their content and whether to participate in promotional programs that help increase revenue potential. You can opt out of promotional programs if you don’t want to participate.

When creating content available for purchase on Studio, you will be prompted to select a base price for your content from a list of available price tiers.

Studio offers several optional marketing programs in which you can choose to participate. These programs can help increase your revenue potential on Studio by finding the optimal price point for your content, getting your content in front of more users (via email campaigns and/or paid ad campaigns), and offering access to your content through loyalty programs, subscription programs, and other marketing programs.

Your content will be automatically opted in to participate in marketing programs, but you can modify your participation status at any time. Changes you make will not apply to currently active campaigns and certain programs may have additional requirements on termination.

If you opt out of any marketing programs, we will list your content for the base price. If you opt to participate in a marketing program, we may set a different discounted price or list price for your content.

When you upload content, you give us permission to share your content for free with our employees, with selected partners, and in cases where we need to restore access to accounts who have previously purchased your content. You will not receive compensation in these cases.

If a user purchases a product or service in a country that requires Studio to remit national, state, or local sales or use taxes, value added taxes (VAT), or other similar transaction taxes, under applicable law, we will collect and remit those transaction taxes to the competent tax authorities for those sales. We may increase the sale price at our discretion where we determine that such taxes may be due. For purchases through mobile applications, applicable transaction taxes are collected by the mobile platform (such as Apple's App Store or Google Play).

How creator earnings are calculated

In summary: Creators earn a share of revenue from content they sell. The amount of the revenue share depends on whether the purchase was made through the creator’s unique User Referral Link or not.

When you are approved for a creator account, you will receive a unique User Referral Link for your use in marketing and promoting your content. The amount of the revenue share you receive from purchases of your content depends on whether the customer originated from your user referral link or not.

If the customer followed your user referral link and purchased your content in the same browser and the same session or in session that shares a web cookie, you will receive 90% of the net amount of the purchase of your content. You’ll receive 50% of the net amount of any other purchases of your content.

"Net Amount" means the gross amounts received and retained by Studio directly from sales of Content after deduction of third-party payment processing fees, refunds, discounts, credits and sales tax, and in the case you are opted into Studio’s paid marketing program, marketing costs directly associated with your content.

If we change this payment rate, we will provide you 30 days notice using prominent means, such as via email or by posting a notice through our Services.

The creator earnings will be paid to you on a monthly basis in accordance with Studio’s customary accounting policies (i.e., 30 days following the end of each calendar month in which there are any creator earnings to be paid).

Users have the right to receive a refund, as detailed in the Terms. Creators will not receive any revenue from transactions for which a refund has been granted.

You are responsible for promoting your content using your unique link, and Studio will not be responsible for any user’s failure to utilize your unique link in the registration and payment process. Studio has the right to offset any overpayment to you against future payments or demand that you promptly repay such overpayment to Studio. Studio will be entitled to withhold or deduct any amounts required to be withheld or deducted by law.

Studio makes all creator payments in U.S. dollars (USD) regardless of the currency with which the sale was made. Studio is not responsible for your foreign currency conversion fees, wiring fees, or any other processing fees that you may incur. Your revenue report will show your converted revenue amount in USD.

How creators can refer other creators

In summary: Creators can refer other creators in order to receive referral payments worth 5% of the referred creator’s earnings, up to $100,000.

Studio offers a referral program by which existing creators can introduce people who are interested in becoming creators to Studio and receive referral payments from Studio.

If you successfully refer a new creator, you will receive 5% of the creator earnings derived from their content in the year after they register, up to a maximum referral payment of $100,000 per referred creator.

Only creators with a current creator account can participate in the Creator Referral Program. If a creator account has been suspended or terminated by us for any reason or deleted by the creator, that creator will not be able to participate in the Creator Referral Program.

To participate in the Creator Referral Program, you can share your unique Creator Referral Link (found on your creator account page) with other people who are interested in becoming creators. If they register for a creator account after clicking on your Creator Referral Link using the same browser and in the same session, and are approved for a creator account, then you will be their referrer.

Please note that if the referred creator is owned or operated by you, or if they already had an account with Studio, they are not eligible for referral, and if they create multiple accounts, you will only be considered the referrer for any revenue related to their first account.

You are responsible for sharing your Creator Referral Link, and Studio will not be responsible for any Creator’s failure to utilize the Creator Referral Link in the registration process.

When promoting Studio, you must not impersonate Studio, and you must not give a false impression of Studio, the services, programs, and materials made available through Studio, its users or the Terms of Service; and you must not make any statements which suggest to a potential creator that the potential creator will make any money from their use of Studio, or any statements regarding the likely number of purchasers of their content.

Warning: In compliance with regulation 3 of the Trading Scheme Regulations 1997 (as amended) and section 120(1) of the Fair Trading Act 1973, please read the warning below in respect of the Creator Referral Program:

  • It is illegal for us or any Creator to persuade anyone to make a payment by promising benefits from getting others to join the Creator Referral Program.
  • Do not be misled by claims that high earnings are easily achieved from participation in the Creator Referral Program.

How creators receive payments

In summary: We make payments to U.S. bank accounts or PayPal accounts. You need to provide accurate identifying information and tax documentation to receive payment.

For us to pay you in a timely manner, you need to own a PayPal or U.S. bank account in good standing and must keep us informed of the correct email and other identifying information associated with your account. You must also provide any identifying information or tax documentation (such as a W-9 or W-8) necessary for payment of amounts due, and you agree that we have the right to withhold appropriate taxes from your payments. We reserve the right to withhold payments if we do not receive proper identifying information or tax documentation from you. You are ultimately responsible for any taxes on your income, and you are responsible for determining whether you are eligible to be paid by a U.S. company.

If we cannot settle funds into your payment account after the period of time set forth by your state, country, or other government authority in its unclaimed property laws, we may process the funds due to you in accordance with our legal obligations, including by submitting those funds to the appropriate government authority as required by law.

We may withhold all or any part of the payments due to you but not yet paid out if we think that you have or may have seriously or repeatedly breached any part of the Terms of Service, or if we suspect that all or any part of the payments due to you result from unlawful or fraudulent activity, either by you, by the customer who purchased the content which resulted in the payment, or by the referred creator to whom the purchase was made which resulted in the referral payment.

Trademarks & licensing

How we license your content

In summary: Studio does not claim any intellectual property rights over creator content. We license content from creators according to the rules below.

We do not claim any intellectual property rights over your content. By uploading the content to Studio, you grant Studio a worldwide, royalty free license to display, sell, market, or otherwise use your content. You also authorize Studio to sublicense these rights to your content to third parties, including to users directly and through paid advertising on third-party platforms.

If you remove any of your content from the website, Studio’s right to sublicense the rights for the removed content will terminate with respect to new users 30 days after you remove it. However, rights given to users before the content's removal will continue in accordance with the terms of those licenses (including any grants of lifetime access).

We may use your content for marketing and operating the Website. You grant Studio permission to use your name, nickname, image, likeness, voice, and statements in connection with marketing and operating the website, your content, or Studio’s content, and you waive any rights of privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.

How we keep your content safe from piracy

In summary: Studio partners with anti-piracy vendors to help protect creator content. If you’d like to opt out of piracy protection, you can contact us.

We partner with anti-piracy vendors to help protect your content from unauthorized use. As a user of a creator account, you appoint Studio and our anti-piracy vendors as your agents for the purpose of enforcing copyrights for your content, through notice and takedown processes (for example, under DMCA) and for other efforts to enforce those copyrights. You also grant Studio and our anti-piracy vendors primary authority to file notices on your behalf to enforce your copyright interests.

If you’d like to revoke those rights, you can do so by sending an email to legal@studio.com with the subject line: "Revoke Anti-Piracy Protection Rights" from the email address associated with your account. Any revocation of rights will be effective 48 hours after we receive it.

How you can use our trademarks

In summary: Creators can use Studio’s trademarks as long as they abide by our guidelines.

As a creator on Studio, you can use our trademarks in certain settings. You can use the images of our trademarks in connection with the promotion and sale of your content on Studio, but you can’t use them in a misleading, disparaging, or unlawful way. If we request that you stop using our trademarks, you must do so immediately.

Creator responsibilities

In summary: Creators are responsible for the content they post, as well as for abiding by Studio’s policies. Creators who do not abide by these policies may have their accounts terminated. The relationship between Studio and creators are governed by these terms & policies and don’t extend beyond them.

As a creator, you are responsible for all content that you post. The ability to post content on Studio comes with heightened responsibilities:

  • You must abide by these terms, our Privacy Policy, and our Trust and Safety Policy.
  • You must maintain accurate account information. You may not impersonate another person or gain unauthorized access to another person’s account.
  • You may not post any unsolicited advertising to our users

When you post content to Studio, you are responsible for making sure that:

  • The content complies with these terms.
  • You own or have the necessary licenses, rights, and permissions to authorize Studio to use your content.
  • The content will not infringe on any third party's intellectual property rights.
  • Display of the content will not require us to obtain licenses from or pay royalties to any third party.

We reserve the right to remove content, suspend payouts, and/or ban creators for any reason at any time, without prior notice, including in cases where:

  • A creator or content does not comply with our policies or legal terms
  • Content falls below our quality standards or has a negative impact on the user experience
  • A creator engages in behavior that might reflect unfavorably on Studio

Remember that your use of Studio’s services is subject to Studio’s approval, which we may grant or deny at our sole discretion.

Every Creator is bound personally by these Terms of Service, even if you have an agent, management company or other third party which assists you with the operation of your creator account (or operates it on your behalf). Our relationship is with you, and not with any third party, and you are legally responsible for ensuring that all content posted and all use of your account complies with these Terms.

Everyone agrees that no joint venture, partnership, employment, contractor, or agency relationship exists between us.

Terms for all users

Whether as a creator or a customer of Studio, you’re part of an exciting movement to share behind the scenes knowledge with people around the world. The terms below apply to everyone using this website and make this movement possible, so it’s important to familiarize yourself with them.

Privacy Policy and Community Guidelines

In summary: Your privacy is important to us, and Studio is a place where everyone should feel comfortable. You should read our privacy policy and trust and safety policy, and report any violations.

We respect the information that you provide to us and want to be sure you fully understand exactly how we use that information, so please review our Privacy Policy.

Creating a community where everyone feels comfortable is important to us, so please review our Trust & Safety Policy to familiarize yourself with our community guidelines.

If you see violations of our community guidelines, please report them by contacting us using the email provided below. Violators of our community guidelines may have their accounts terminated without prior notice.

Payments

In summary: Many of Studio’s offerings require payment, and you have an obligation to pay any fees you incur. If you’d like to request a refund, you can review our refund policy below.

You agree to pay all applicable fees related to your use of this website, which are described fully on our payment page. We may suspend or terminate your account if your payment is late or your payment method is declined. By providing a payment method, you authorize us to charge the applicable fees and taxes on that payment method, including sales and use taxes based on the billing address you provide.

If you purchase a subscription, we will charge the applicable fees at regular intervals which depend on your particular subscription. Your subscription will automatically renew, but you can cancel your subscription at any time by contacting us at support@studio.com. Any subscription fees charged prior to canceling the subscription will not be refunded, but you will be able to continue using your subscription until the expiration of the current term.

We understand that you might cancel your account, but please know that we will not provide any refund(s) unless you have not viewed the content purchased AND it is within five (5) days from the date of purchase. Refund policies are subject to change.

We may modify the pricing of our content, including pricing of subscriptions, at any time. If you have not cancelled your subscription or turned off the auto-renew function after receiving notice of a price change, your subscription will auto-renew at the price indicated in your notice. If you don't agree with the fee changes, you can cancel your account and stop using Studio.

Intellectual property infringement

In summary: You can submit DMCA notifications and counter-notifications by following the steps below. We take intellectual property infringement seriously, and repeat offenders will be terminated.

We have a policy of removing content that violates intellectual property rights of others, suspending access to this website to any user who violates someone's intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the this Website in violation of someone's intellectual property rights.

How to submit a DMCA take-down notification

Pursuant to Title 17 of the United States Code, Section 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your copyright or other intellectual property right is being infringed by a user of this Website, please provide written notice to our agent for notice of claims of infringement:

Attn: Studio DMCA

Agent Email: legal@studio.com

To be sure the matter is handled immediately, your written notice must:

  • Contain your physical or electronic signature;
  • Identify the copyrighted work or other intellectual property alleged to have been infringed;
  • Identify the allegedly infringing material in a sufficiently precise manner to allow us to locate that material;
  • Contain adequate information by which we can contact you (including postal address, telephone number, and e-mail address);
  • Contain a statement that you have a good faith belief that use of the copyrighted material or other intellectual property is not authorized by the owner, the owner's agent or the law;
  • Contain a statement that the information in the written notice is accurate; and
  • Contain statement, under penalty of perjury, that you are authorized to act on behalf of the copyright or other intellectual property right owner.

Unless the notice pertains to copyright or other intellectual property infringement, the agent will be unable to address the listed concern.

How to submit a DMCA counter-notification

We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received DMCA take-down notice. In response, you may provide our agent with a written counter-notification that includes the following information:

  1. Your physical or electronic signature;
  2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
  3. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
  4. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

Termination of Repeat Infringers

We reserve the right, in our sole discretion, to terminate the account of any user who is the subject of repeated DMCA or other infringement notifications.

Authorized Use & Proprietary Rights

In summary: We invite you to use Studio for individual, personal and non-commercial purposes. We’re granting you a license to use this website, and your right to use it is conditioned on your compliance with these terms. The Studio name and logos are trademarks and service marks that belong to us, and all rights that aren’t expressly granted in these terms are reserved.

In these terms we are granting you a limited, personal, non-exclusive and non-transferable license to view content, conditioned on your compliance with these terms. Don’t try to transfer or resell the content in any way. You have no other rights in this website or content and you may not modify, reproduce, create derivative works of, or in any way exploit any of this website or content. All rights in this website remain our property, and any use of this Website beyond the purposes listed above is prohibited and constitutes unauthorized use of this website.

We generally grant you a lifetime access license. Unfortunately, if you breach any of these terms, that license will terminate automatically and you must immediately destroy any downloaded or printed content.

Unauthorized use of this website may result in violation of various United States and international copyright laws. Here are some examples of unauthorized use (note that this is not a complete list):

  • In a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law;
  • To stalk, harass, or harm another individual;
  • To impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
  • To interfere with or disrupt this website or servers or networks connected to this website;
  • In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of this website;
  • To use any data mining, robots, or similar data gathering or extraction methods in connection with this website; or
  • To attempt to gain unauthorized access to any portion of this Website or any other accounts, computer systems, or networks connected to this website, whether through hacking, password mining, or any other means.

If you violate these Terms and that violation results in a problem for us, you will be responsible for hiring us attorneys. You also agree to pay any damages that we may end up having to pay as a result of your violation. You alone are responsible for any violation of these terms by you. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.

The Studio name and logos are trademarks and service marks that belong to us. Other trademarks, names, and logos on this Website are the property of their respective owners.

Unless otherwise specified in these terms, all materials are our sole property, Copyright © 2019–2023. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.

Links to 3rd party sites

In summary: We sometimes provide links to third-party websites. We are not responsible for third-party websites, and if you use these links, you will leave this website.

We sometimes provide links on this website to third-party websites. If you use these links, you will leave this website. We do not control any of the third-party websites, and we are not responsible for the products, services, or content available through them. We do not endorse or make any representations about such third-party websites, any information, software, products, services, or materials found there or any results that may be obtained from using them. If you decide to access any of the third-party websites linked to from this Website, you do this entirely at your own risk and you must follow the privacy policies and terms and conditions for those third-party websites.

Miscellaneous legal terms

Disclaimer of warranties

In summary: We can’t promise you that this website is free of problems, and we make no warranties about this website.

This website is provided "as is" and "with all faults", and the entire risk as to the quality and performance of this website rests with you.

We expressly disclaim all warranties of any kind (express, implied, or statutory) with respect to this website, which includes but is not limited to any implied or statutory warranties of merchantability, fitness for a particular use or purpose, title, and non-infringement of intellectual property rights.

This means that we do not promise you that the website is free of problems. Without limiting the generality of the foregoing, we make no warranty that this website will meet your requirements or that this website will be uninterrupted, timely, secure, or error-free or that defects in this website will be corrected. We make no warranty as to the results that may be obtained from the use of this website or as to the accuracy or reliability of any information obtained through this website. No advice or information, whether oral or written, obtained by you through this website or from us or our subsidiaries/other affiliated companies shall create any warranty. We disclaim all equitable indemnities. Our services may contain content that is offensive, indecent, or otherwise objectionable. We disclaim any responsibility for any harm resulting from your use of our services, or from any downloading by you of content posted on the website.

Limitation of liability

In summary: We are not liable to you for any damages related to your use of this website.

We shall not be liable to you for any damages resulting from your displaying, copying, or downloading any materials to or from this website. To the maximum extent permitted by applicable law, in no event shall we be liable to you for any indirect, extraordinary, exemplary, punitive, special, incidental, or consequential damages (including loss of data, revenue, profits, use or other economic advantage) however arising, even if we know there is a possibility of such damage. In no event will Studio's liability exceed the greater of $100 and the amounts you pay to Studio for use of, or in connection with, the website.

Indemnification

In summary: You agree to indemnify us and our affiliates from any claims and expenses arising from your use of Studio’s services and content.

You agree to indemnify and hold us and our contractors, licensors, and ours and their respective directors, officers, employees, and agents harmless from and against any and all claims and expenses, including attorneys' fees, arising out of your use of the website, the services or the materials, your violation of this agreement, your violation of any of our policies, or your violation of the rights of another, including but not limited to intellectual property or other proprietary rights.

If you are a creator, you expressly agree to indemnify Studio against any claims arising from your use of users' personal data.

Dispute Resolution and Arbitration; Class Action Waiver

In summary: This provision requires that all disputes shall be resolved by arbitration. Acceptance of these terms constitutes a waiver of your right to litigation and opportunity to be heard by a judge or jury. This includes a Class Action Waiver.

Please Read This Provision Carefully. It Affects Your Legal Rights.

This Provision facilitates the prompt and efficient resolution of any dispute, whether based in contract, statute, regulation, ordinance, tort — including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence — or any other legal or equitable theory, and includes the validity, enforceability or scope of this Provision (with the exception of the enforceability of the Class Action Waiver clause below) that may arise between you and us. Effectively, "dispute" is given the broadest meaning enforceable by law and includes any claims against other parties relating to services or products provided or billed to you (such as our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding.

This Provision provides that all disputes between you and us shall be resolved by binding arbitration because acceptance of these Terms constitutes a waiver of your right to litigation claims and all opportunity to be heard by a judge or jury. To be clear, there is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow these Terms and can award the same damages and relief as a court (including attorney's fees). You may, however, opt out of this Provision which means you would have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions). EVERYONE AGREES THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.

Pre-Arbitration Claim Resolution

For all Disputes, whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute which is first done by emailing us at legal@studio.com the following information: (1) Your name, (2) Your address, (3) A written description of your Claim, and (4) A description of the specific relief you seek. If we do not resolve the Dispute within 45 days after receiving your notification, then you may pursue your Dispute in arbitration. You may pursue your dispute in a court only under the circumstances described below.

Exclusions from Arbitration/Right to Opt Out

Notwithstanding the above, you or we may choose to pursue a Dispute in court and not by arbitration if: (a) The dispute qualifies for initiation in small claims court; or (b) YOU OPT OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THESE TERMS (the "Opt-Out Deadline"). You may opt-out of this Provision by emailing us at legal@studio.com the following information: (1) Your name; (2) Your address; (3) A clear statement that you do not wish to resolve disputes with us through arbitration. Your decision to opt out of this Arbitration Provision will have no adverse effect on your relationship with us. But we do have to enforce the Opt-Out Deadline, so keep in mind that any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your dispute in arbitration or small claims court.

Arbitration Procedures

If this Provision applies and the dispute is not resolved as provided above (Pre-Arbitration Claim Resolution) either you or we may initiate arbitration proceedings. The American Arbitration Association ("AAA"), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration only and shall in no event be commenced as a class arbitration or a consolidated or representative action or arbitration. All issues shall be for the arbitrator to decide, including the scope of this Provision.

For arbitration before AAA, for Disputes of less than $75,000, the AAA's Supplementary Procedures for Consumer-Related Disputes will apply; for Disputes involving $75,000 or more, the AAA's Commercial Arbitration Rules will apply. In either instance, the AAA's Optional Rules For Emergency Measures Of Protection shall apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Provision governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action or representative procedures or rules apply to the arbitration.

Because this Website and these Terms concern interstate commerce, the Federal Arbitration Act ("FAA") governs the arbitrability of all disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.

Arbitration Award — The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party or if required by applicable law. Such award will be final and binding on the parties, except for any right of appeal provided by the FAA or other applicable law and may be entered in any court having jurisdiction over the parties for purposes of enforcement.

Location of Arbitration — You or we may initiate arbitration in either California or the federal judicial district that includes your billing address.

Payment of Arbitration Fees and Costs — So long as you place a request in writing prior to commencement of the arbitration, we will pay all arbitration filing fees and AAA or JAMS hearing fees and any arbitrator's hearing fees, costs and expenses upon your written request to the arbitrator given at or before the first evidentiary hearing in the arbitration. But you will still be responsible for all additional fees and costs that you incur in the arbitration which include but are not limited to attorneys' fees or expert witnesses. In addition to any fees and costs recoverable under applicable law, if you provide notice and negotiate in good faith with us as provided in the section above titled "Pre-Arbitration Claim Resolution" and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorney's fees and costs as determined by the arbitrator.

Class Action Waiver

Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action, representative action, or private attorney general action) unless both you and we specifically agree to do so in writing following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of the Arbitration Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of this Website can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.

No Judge or Jury in Arbitration

Arbitration does not involve a judge or jury. You understand and agree that by entering into these Terms you and we are each giving up the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and we might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.

Severability

If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision whose remainder will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the dispute will be decided by a court.

Continuation

This Provision shall survive the termination of your account with us or our affiliates and your discontinued use of this Website. Notwithstanding any provision in these Terms to the contrary, we agree that if we make any change to this Provision (other than a change to the Notice Address), you may reject any such change and require us to adhere to the present language in this Provision if a dispute between us arises.

Local Laws & Language

In summary: We are headquartered in the United States of America, and do business in English.

We control and operate this website from our headquarters in the United States of America and the entirety of this website may not be appropriate or available for use in other locations. If you use this website outside the United States of America, you are solely responsible for following applicable local laws.

Everyone has expressly required that these Terms and all documents and notices relating thereto be drafted in the English language. We may translate these terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control.

Feedback

In summary: Any feedback you provide us is non-confidential and non-proprietary.

Any submissions by you to us (e.g., comments, questions, suggestions, materials, survey responses, testimonials, reviews — collectively, "Feedback") through any communication whatsoever (e.g., call, fax, email) will be treated as both non-confidential and non-proprietary. Except as prohibited by applicable law, you hereby assign all right, title, and interest in, and we are free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such feedback. Where the foregoing assignment is prohibited by law, you hereby grant us an exclusive, transferable, worldwide, royalty-free, fully paid up license (including the right to sublicense) to use and exploit all feedback as we may determine in our sole discretion. Notwithstanding the foregoing, you understand and agree that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the feedback, and you have no right to compel such use, display, reproduction, or distribution.

General

In summary: In many cases, we will tell you if you are not complying with these Terms, and we’ll recommend corrective actions. However, certain violations may require immediate termination of your access without prior notice.

If we believe that you are not complying with these Terms, we will tell you and may provide you with recommended necessary corrective action(s).

However, certain violations of these Terms, as determined by us, may require immediate termination of your access to this Website without prior notice to you. The Federal Arbitration Act, California state law and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Foreign laws do not apply. Except for disputes subject to arbitration as described above, any disputes relating to these Terms or this Website will be heard in the courts located in Los Angeles County, California. If any of these Terms are deemed inconsistent with applicable law, then such term(s) shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. By choosing not to enforce any of these Terms, we are not waiving our rights. These Terms are the entire agreement between you and us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between Everyone about this Website. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.

California Consumers

In summary: California users are entitled to an additional consumer rights notice as detailed here.

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: This Website and Service are provided by Studio, 1149 N Gower St #239, Los Angeles, CA 90038. If you have purchased anything from the Site or through the Service, a description of what you have purchased and relevant pricing information are posted as part of the ordering process for this Site (please consult your individual purchase confirmation e-mail for the charges you incurred). If you have a question or complaint regarding the Website or Service, please contact Customer Service through chat on the Website or at support@studio.com. You may also contact us by writing to:

Studio Customer Service

5850 W 3rd St

Suite E #1503

Los Angeles, CA 90036

California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.

Updating these terms

In summary: These terms, as well as the materials and services we offer you, may be updated from time to time.

We may alter the materials and services we offer you and/or choose to modify, suspend or discontinue this website at any time and without notifying you. We may also change, update, add or remove provisions of these terms from time to time. Because everyone benefits from clarity, we promise to inform you of any material modifications to these terms by posting them on this website and, if you have registered with us, by describing the modifications to these terms in an email that we will send to the address that you provided during registration. To be sure we properly reach your email inbox, we just ask that you let us know if your preferred email address changes at any time after your registration.

If you object to any such modifications, your sole recourse shall be to cease using this website. Continued use of this website following notice of any such modifications indicates you acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be superseded by expressly-designated legal notices or terms located on particular pages of this website. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.

Contact us

If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at:

Studio Legal Team

legal@studio.com

Openmind Learning, Inc.

5850 W 3rd St

Ste E #1503

Los Angeles, CA 90036