Terms of Service

Terms of Service

Last Updated May 13, 2024

Cognificent Learning, a trade name of Toby Groves, Ph.D., Inc., provides its services (described below) to you through its website located at www.cognificent.org and through its mobile applications and related services subject to the following Terms of Service (the “Terms of Service”). PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY GOVERN YOUR USE OF THE SITE AND SERVICES.

MODIFICATION OF THESE TERMS OF USE

Cognificent Learning and Toby Groves, Ph.D., Inc. reserve the right to change the terms, conditions, and notices under which Cognificent Learning is offered, including but not limited to the charges associated with the use of the Cognificent Learning website. We reserve the right to update and change these Terms of Service at any time and will update them accordingly with the ‘date last updated’ at the top of this page. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. In addition, when using certain Services, you will be subject to any additional terms applicable to such Services that may be posted on the Service from time to time.

PRIVACY

Cognificent Learning respects the privacy of our users. Please see our privacy policy for details. By using the Service, you consent to our collection and use of personal data as outlined therein.

ACCESS AND USE OF SERVICE AND PRODUCT PURCHASE AGREEMENT

Any content viewed through Cognificent Learning is solely for your personal and non-commercial use. With any purchase, Cognificent Learning grants you a limited, non-exclusive, non-transferable license to access the Cognificent Learning content and view your class(es) through the methods provided for that purpose. Except for the foregoing limited license, no right, title, or interest shall be transferred to you. You agree not to use the service for public performances. Cognificent Learning may revoke your license at any time at its sole discretion. Upon such revocation, you must promptly destroy all content downloaded or otherwise obtained through the service, as well as copies of such materials, whether made in accordance with these Terms of Service or otherwise.

REGISTRATION OBLIGATIONS

You will be required to register with Cognificent Learning in order to access and use certain features of the Service such as class access and other features. If you choose to register for the Service, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the Service’s registration forms. Registration data and certain other information about you are governed by our privacy policy.

ACCOUNT SECURITY AND PASSWORD

You may never use another person’s account, and you may not provide another person with the username and password to access your account. You are fully responsible for any and all activities that occur under your password or account, and it is your responsibility to ensure that your password remains confidential, private, and secure. You agree to immediately notify Cognificent Learning of any unauthorized use of your password or account or any other breach of security, and ensure that you exit from your account at the end of each session when accessing the Service. Cognificent Learning will not be liable for any loss or damage arising from your failure to comply with this paragraph.

GENERAL PRACTICES OF STORAGE AND USE

Cognificent Learning may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on our servers on your behalf. You agree that Cognificent Learning has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service with the exception of certain data required by licensing agencies, regulatory agencies, or as promised for continuing professional education credit purposes. Cognificent Learning reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Cognificent Learning reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

NOTICE REGARDING MOBILE SERVICES

Use of Cognificent Learning Service includes certain services that are available via a mobile device, including the ability to upload content to the service via a mobile device, the ability to browse the service and the site from a mobile device and the ability to access certain features through an application downloaded and installed on a mobile device. To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. In using the Mobile Services, you may provide your telephone number. By providing your telephone number, you consent to receive calls and/or SMS, MMS, or text messages at that number. We may share your phone numbers with our affiliates or with our service providers (such as customer support, billing or collections companies, and text message service providers) who we have contracted with to assist us in pursuing our rights or providing our Services under these Terms of Service, our policies, applicable law, or any other agreement we may have with you. You agree these parties may also contact you via phone call and text messages, as authorized by us to carry out the purposes we have identified above, and not for their own purposes. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Cognificent Learning account information to ensure that your messages are not sent to the person that acquires your old number.

USER CONDUCT

You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials that you upload, post, publish or display or email or otherwise use via the Service. Cognificent Learning reserves the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators, and reporting you to the law enforcement authorities. You agree to not use the Service to:

  • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  • Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
  • Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
  • Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer.
  • Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
  • Conduct or forward surveys, contests, pyramid schemes or chain letters.
  • Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
  • Falsify or delete any author attributions, legal or other proper notices or proprietary designations, or labels of the origin or source of software or other material contained in a file that is uploaded.
  • Restrict or inhibit any other user from using and enjoying the Communication Services.
  • Interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service.
  • Violate any applicable local, state, national or international law, or any regulations having the force of law.
  • Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
  • Solicit personal information from anyone under the age of 18.
  • Harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications.
  • Advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized.
  • Further or promote any criminal activity or enterprise or provide instructional information about illegal activities.
  • Obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

AGREEMENT REGARDING FEES

To access certain classes and certain other features of the Cognificent Learning website, you will be required to select a payment method and provide Cognificent Learning with information regarding your credit card or other payment instrument. You represent and warrant to Cognificent Learning that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Cognificent Learning the amount that is specified in any payment agreement for a class or other service or membership (as well as any applicable taxes) in accordance with the terms of such payment agreement whether one time or recurring and the Terms of Service herein. You hereby authorize Cognificent Learning to bill your payment instrument in accordance with the terms of the applicable payment plan (as well as any applicable taxes) until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let Cognificent Learning know within sixty (60) days after the date that Cognificent Learning charges you. We reserve the right to change the prices for classes and other services related to Cognificent Learning. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount. If you select a Service with an auto-renewal feature, you authorize Cognificent Learning to maintain your account information and charge that account automatically upon the renewal of the Service you choose with no further action required by you. In the event that Cognificent Learning is unable to charge your account as authorized by you when you enrolled in a Recurring Subscription, Cognificent Learning, may, in its sole discretion: a. bill you for your Service and suspend your access to the Service until payment is received, and/or b. seek to update your account information through third-party sources to continue charging your account as authorized by you. Cognificent Learning may change the price for Recurring Subscriptions (if any) from time to time and will communicate any price changes to you in advance and, if applicable, how to accept those changes. Price changes for Recurring Subscriptions will take effect at the start of the next subscription period following the date of the price change. As permitted by local law, you accept the new price by continuing to use your Recurring Subscription after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by canceling your Recurring Subscription before the price change goes into effect. Assure that you read any such notification of price changes carefully.

If you purchase any Cognificent Learning Service through a third-party, the refund policy applicable to that third-party will apply, unless otherwise explicitly stated by Cognificent Learning. Except as otherwise explicitly stated, the third-party will be solely responsible for making refunds under its refund policy, and Cognificent Learning will have no refund obligations. Cognificent Learning disclaims any responsibility or liability related to any third-party marketplace’s refund policy or the third party’s compliance or noncompliance with such policy.

INTELLECTUAL PROPERTY NOTICE AND AGREEMENT

You acknowledge and agree that the Service may contain content or features that are protected by copyright, trade secret, or other proprietary rights and laws. Except as expressly authorized by Cognificent Learning, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content that you legally upload to the Service. In connection with your use of the Service, you will not engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If you are blocked by Cognificent Learning from accessing the Service (including blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of Cognificent Learning, our affiliates, and our partners. You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Cognificent Learning.

THIRD-PARTY MATERIALS AND WEBSITES

Cognificent Learning is not liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. Cognificent Learning does not pre-screen content but has the right (not the obligation) in its sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Cognificent Learning and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Cognificent Learning, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

Regarding third-party websites: Cognificent Learning has no control over such sites and resources and Cognificent Learning is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Cognificent Learning will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, events, goods, or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third-party, and you agree that Cognificent Learning is not liable for any loss or claim that you may have against any such third party.

CONTENT SUBMITTED BY USERS/CONTRIBUTIONS MADE BY YOU

By uploading any content as a user, you hereby grant and will grant Cognificent Learning, its affiliated companies, and partners (including but not limited to Cognificent Learning instructors, practitioners, and other third parties providing instructional information through the Services, collectively “partners”) a nonexclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, adapt, perform, publish, distribute, store, modify, and otherwise use and fully exploit your User Content in any and all media, form, medium, technology or distribution methods now known or later developed and for any and all purposes (commercial or otherwise).

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information relevant to the Service (“Submissions”), provided by you to Cognificent Learning, its affiliated companies, or partners are non-confidential and Cognificent Learning, its affiliated companies, and partners will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

By submitting a comment, photo, video, or any other material(s) as part of classes, forums, groups, or onto any website or platform owned or maintained by Cognificent Learning or Toby Groves, Ph.D., Inc., including but not limited to third-party access sites, such as Facebook group(s), online evaluations, or online software platforms that we use to distribute our content, classes, and related materials, you agree that we have a non-revocable, commercial license to re-publish your submission in whole or in part. By accessing our materials, we reserve the right to disclose your participation in the same.

INFRINGMENT

Cognificent Learning has adopted a policy of terminating users, at its sole discretion, who are deemed to be repeat infringers of any of its policies. Cognificent Learning may also at its sole discretion limit access to the Service and/or terminate the users or memberships of any users who infringe upon any intellectual property rights of others, whether or not there is any repeat infringement.

INDEMNITY

To the fullest extent permitted by law, you agree to release, indemnify and hold Cognificent Learning and Toby Groves, Ph.D., Inc. and its affiliates and their officers, employees, directors, and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another.

RESPONSIBILITY OF USER TO CONFIRM ACCEPTANCE OF PROFESSIONAL EDUCATION CREDIT BY THEIR CONTINUING EDUCATION AUTHORITY

THE USER ACKNOWLEDGES THAT FINAL ACCEPTANCE OF CONTINUING EDUCATION CREDITS IS AT THE SOLE DISCRETION OF THE AUTHORITY (LICENSING, CERTIFICATION, OR OTHERWISE) THAT ACCEPTS THOSE CREDITS OR ISSUES LICENSES OR CERTIFICATIONS. COGNIFICENT LEARNING PROVIDES CLASSES THAT MEET REQUIREMENTS OF SOME LICENSING AND/OR CERTIFICATION ENTITIES AND ISSUERS BUT CAN MAKE NO WARRANTIES WHATSOEVER ABOUT FINAL ACCEPTANCE BY ANY AUTHORITY. THE LIMIT OF COGNIFICENT LEARNING’S DUTIES REGARDING CONTINUING EDUCATION CREDITS CAN BE FOUND IN THE “POLICIES” SECTION OF THIS WEBSITE. COGNIFICENT LEARNING ACCEPTS NO RESPONSIBILITY REGARDING THE CONTINUING EDUCATION CREDIT BEYOND THAT WHICH IS EXPLICITLY STATED IN THE “POLICIES” SECTION. IT IS ALWAYS THE RESPONSIBILITY AND OBLIGATION OF THE USER TO CONFIRM WHETHER ANY CLASS OR ACTIVITY WILL QUALIFY FOR CONTINUING EDUCATION CREDIT BY THE AUTHORITY, COMPANY, ASSOCIATION OR OTHER ENTITY FOR WHICH THE USER SEEKS ACCEPTANCE OF SUCH CREDIT. COGNIFICENT LEARNING ACCEPTS NO LIABILITY FOR FINAL ACCEPTANCE OF ANY CLASS OR CONTENT FOR CREDIT BY ANY LICENSING ENTITY OR CERTIFICATION PROVIDER. NO REFUNDS WILL BE PROVIDED DUE TO NON-ACCEPTANCE OR FAILURE OF ANY AUTHORITY, COMPANY, ASSOCIATION OR ENTITY TO ACCEPT ANY CLASS OR CONTENT, IN FULL OR IN PART, FOR CONTINUING EDUCATION CREDIT.

DISCLAIMER

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, COGNIFICENT LEARNING EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

COGNIFICENT LEARNING MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

LIMITATIONS OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT COGNIFICENT LEARNING WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COGNIFICENT LEARNING HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: THE USE OR THE INABILITY TO USE THE SERVICE; THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL COGNIFICENT LEARNING’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID COGNIFICENT LEARNING IN THE LAST THIRTY (30) DAYS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

SUSPENSION OR TERMINATION OF ACCOUNT

You agree that Cognificent Learning, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if Cognificent Learning believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Cognificent Learning may also in its sole discretion and at any time discontinue providing the Service, or any part thereof,