Through the Services, Guild enables prospective or attending students and job seekers to engage with courses, workshops, training, and other educational programs and events (“Programs”) offered by us and our partnering educational institutions. The Services also enable partnering employers to view Content, fund educational opportunities for their current and former employees, track progress in participating in Programs, post jobs, and search for job candidates. For purposes of these Terms, a “User” refers to students, job seekers, and partnering employers, as applicable.
PLEASE CAREFULLY READ THESE TERMS. BY ACCESSING OR USING THE SERVICES OR CONTENT, OR BY CLICKING A BOX THAT STATES THAT YOU ACCEPT OR AGREE TO THESE TERMS, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THESE TERMS. IF YOU ACCESS OR USE THE SERVICES OR CONTENT, YOU ACKNOWLEDGE THAT YOU MEET THE QUALIFICATIONS (INCLUDING THE ELIGIBILITY QUALIFICATIONS) INCLUDED IN THESE TERMS AND AGREE TO BE BOUND BY THESE TERMS.
IMPORTANT: PLEASE REVIEW THE ARBITRATION AGREEMENT SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH GUILD ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. BY ENTERING THESE TERMS, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE ARBITRATION AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.
Unless you later enter into any other agreements with Guild regarding the Services, these Terms are the complete and exclusive agreement between you and Guild regarding your access to and use of the Services. These Terms supersede any prior agreement or proposal, oral or written, and any other communications between you and Guild relating to your use of the Services as a User.
The Services are intended for legal use by individuals 13 years of age and older. You may not use the Services in any manner if you are under the age of 13 and any registration by anyone under 13 is void. If you are 13 or older but younger than 18, then you may access and use the Services only if your parent or guardian accepts these Terms on your behalf. If you are a parent or guardian agreeing to these Terms for the benefit of an individual age 13 or older but under 18, then you agree that you will be solely responsible for all access to and use of the Services.
1.2. Worker Eligibility
If you are a job seeker or submit an application for employment with a partnering employer, you represent and warrant that you have the legal right to work in the United States. Guild has no obligation to conduct background checks on its Users. However, Guild reserves the right to conduct such checks through the use of third party service providers or to verify your Account and Registration Information, and any representations and warranties that you have made. You agree to provide Guild with identification documents (including copies of a passport or driver’s license) as may be requested by Guild.
1.3 International Users
Our Websites are targeted towards Users located in the United States, however, given the nature of the Internet, our Websites may be accessed in other parts of the world. If you are not a resident of the United States and you use a Website, you acknowledge, understand and agree that you are doing so on your own initiative and at your own risk, and that it is your responsibility to make sure that your use of the Websites complies with all applicable local laws in the jurisdiction form where you access or use the Websites. If you are located outside of the United States, by using the Websites or submitting any Personal Information to us, you expressly consent to the transfer, processing and storage of your Personal Information in the United States, a jurisdiction in which the privacy laws may not be as comprehensive as those in the country where you reside.
1.4. Revisions to These Terms
We reserve the right, in our sole discretion, to revise these Terms at any time, in whole or in part, by posting an updated version through the Services, without prior notice. Changes to these Terms will be effective when posted. You agree to visit this page periodically to review the most current Terms and your continued use of the Services after any changes to these Terms are posted constitutes your binding acceptance of these Terms. If you object to any changes to these Terms, your sole recourse will be to stop using our Services.
2. USE OF THE SERVICES
You are permitted to access portions of the Services without establishing a user account, provided that you have agreed to these Terms. However, access to and use of certain portions of the Services may require that you establish a user account (an “Account”). Approval of your request to establish an Account will be at the sole discretion of Guild. If you are the Account Authority, you may authorize designated Users to access and use the Services on your behalf through your Account (you and each such User, as applicable, a “User” of your Account). If you are an individual, then you may access and use the Services through your Account as the sole User of your Account. Each user identification and password for your Account (the “Account ID”) is personal in nature and may be used only by you, or, as appliable, the User to whom the Account ID is issued.
YOU ARE PROHIBITED FROM SHARING YOUR ACCOUNT ID (INCLUDING ANY USER IDENTIFICATION, EMAIL, AND TELEPHONE ACCOUNT CREDENTIALS) WITH ANY OTHER USER. You are solely responsible for all use of the Services through your Account. Guild may deem any actions taken through your Account to have been authorized by you. You are responsible for compliance, and the compliance any other Users of your Account, with these Terms. You will ensure the security and confidentiality of your Account ID and will notify Guild immediately if any Account ID is lost, stolen or otherwise compromised. You are fully responsible for all liabilities and damages incurred through the use of your Account or under any Account ID (whether lawful or unlawful) and that any transactions completed through any Account or under any Account ID will be deemed to have been lawfully completed by you.
In connection with establishing an Account, you will be asked to submit certain information about yourself and, as applicable, your organization (“Registration Information”). You agree that: (a) all such information that you provide will be accurate, complete, and current; (b) you will maintain and promptly update all such information to keep it accurate, complete, and current; and (c) you will not provide any information belonging to another person or organization with the intent to impersonate that person or organization. Before posting any Registration Information of any individual associated with your Account, you are responsible for obtaining any and all authorizations required by federal or state law to authorize the sharing of their Registration Information, including their Personal Information. Guild is not liable for any invasion of privacy or other claim that may be asserted by any individual related to your Account as a result of your posting of
Guild may deem the Account Authority to have full authority for all decisions relating to your Account, including: (i) addition or removal of Users; (ii) permissions to access your Account; (iii) disputes regarding your Account; (iv) notices and other communications relating to your Account; and (v) any other decisions that may be required regarding your Account. There must be one and only one Account Authority for each Account at all times. The initial Account Authority must be designated in the initial request to establish an Account. If an initial Account Authority is not designated, the individual requesting to establish an Account shall be deemed the initial Account Authority for that Account.
The Account Authority may be changed: (1) by an email sent to Guild from the registered email address of the current Account Authority; (2) by bona fide legal written notice provided to Guild; or (3) as separately set forth by Guild. It is your responsibility to properly designate a new Account Authority whenever appropriate.
In the event of a dispute where multiple persons claim to be the rightful Account Authority, Guild reserves the right, at its sole discretion, to suspend all access to your Account until an Account Authority is properly designated to Guild’s sole satisfaction.
Guild or its licensors are the exclusive owners of the Services, including, but not limited to, the databases, software, hardware and other technology used by or on behalf of Guild to operate the Services, and the structure, organization, and underlying data, designs, text, graphics, images, videos, information, logos, button icons, audio files, computer code, and other Content. Guild retains all right, title, and interest, including without limitation, all IPR (as defined below) in the Services, and all Content available through the Services, and any additions, improvements, updates, and modifications thereto. You receive no ownership interest in or to the foregoing and you are not granted any right or license to use the Services, apart from your ability to access the Services under these Terms.
The Guild name, logo, and all product and service names associated with the Services are trademarks of Guild and its licensors and providers and you are granted no right or license to use them. For purposes of these Terms, “IPR” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.
2.3. Limited License
Subject to these Terms you are hereby granted a limited, revocable, non-exclusive, non-transferable, non-assignable, worldwide license to access and use the Services for your own personal use, and otherwise engaging directly with Guild and other Users. Any other use is expressly prohibited. This license is revocable at any time without notice and with or without cause.
All Content is provided for informational purposes only and you are solely responsible for verifying the accuracy, completeness, and applicability of all Content and for your use of any Content. You will not, and will not permit any third party to: (a) alter, modify, reproduce, or create derivative works of any Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any Content; or (c) alter, obscure or remove any copyright, trademark, or any other notices that are provided on or in connection with any Content. Except as set forth in these Terms, you are granted no licenses or rights in or to any Content, or any IPR therein or related thereto. If you would like to use the Content in a manner not permitted by these Terms, please contact Guild.
2.4. Prohibited Use
You agree to use our Services only for their intended purpose and in compliance with all applicable laws. The following uses of our Services are prohibited. You will not, and will not permit any third party to use the Services or the Programs in any way or take any action that:
- May cause, damage to the Services or impairment of the performance, availability, or accessibility of the Services;
- Attempts to interfere with, harm, reverse engineer, steal from, or gain unauthorized access to Accounts or the technology and equipment supporting our Services;
- Attempts to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Services;
- Interferes with the operation or hosting of the Services;
- Alters, modifies, reproduces, or creates derivative works of the Services;
- Frames or links to our Services without our written permission;
- May potentially be unlawful, illegal, fraudulent or harmful, or in connection with any actual or potentially unlawful, illegal, fraudulent or harmful purpose or activity;
- Attempts to copy, store, host, transmit, send, use, publish or distribute any material consisting of (or linked to) any spyware, computer virus, Trojan horse, worm, or other malicious computer software; and
- Introduces software or automated agents or scripts to the Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, deep link, or mine Content from the Services (except that Guild grants the operators of public search engines revocable permission to use spiders to copy materials for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);
- Constitutes an infringement, misappropriation, or violation of IPR or other rights of any third party;
- Is false, misleading, or impersonates another person, or misrepresents your affiliation with a person or entity;
- Is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, sexually explicit, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual, promotes illegal activities or contributes to the use of weapons, illegal materials, or is otherwise objectionable or illegal in any way;
- Is harmful to minors in any way;
- Would cause Guild to violate any applicable laws, rules, or regulations;
- Constitutes unlawful or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; or
- Would cause you to violate any obligations or restrictions imposed by any third party.
We reserve the right to restrict access to areas of our Services, our Services in their entirety, or your Account, in our sole discretion, with or without notice to you, upon any actual, threatened, or suspected breach of these Terms, or upon any other conduct deemed by us, in our sole discretion, to be inappropriate or detrimental to the Services, Guild, or any other User or third party.
2.5. User Content
Our Services may provide you with the ability to create, post, or share content, benefit-related information, academic credit information, coursework, personal, academic and career information, job applications, and work preferences, including by posting messages in chat rooms or comments on blog posts, or via other means (“User Content”). You or a third-party licensor, as appropriate, retain all IPR to your User Content and you are responsible for protecting those rights. You understand and agree that you will not obtain, through the use of the Services, any right, title or interest (including IPR) in any Content delivered via the Services. You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any content posted by other Users.
By creating, posting, or sharing any User Content on or through our Services, you grant Guild an irrevocable, perpetual, transferrable, unconditional, unrestricted, sublicenseable, worldwide, non-exclusive, royalty-free license to copy, use, reproduce, modify, remove, publish, upload, distribute, transmit, publicly display and create derivative works from your User Content for any purpose, without compensation to you, including for the purpose of promoting our Services and the Programs. Notwithstanding the foregoing, if you post or share student coursework, we agree not to modify such coursework without your express permission. You waive any rights you may have regarding your User Content, except for coursework, being altered or manipulated in any way that may be objectionable to you. We reserve the right to refuse to accept, post, display, or transmit any of your User Content in our sole discretion.
You represent and warrant that the use of your User Content by Guild or any other User does not violate the rights of any third party or any laws, rules, or regulations. Guild reserves the right (but has no obligation) to review any User Content, investigate, or take appropriate action against you in its sole discretion if you violate these restrictions or otherwise create liability for Guild or any other person. Such acts may include removing or modifying your User Content, terminating your Account, or reporting you to law enforcement authorities
You are solely responsible for your User Content that is posted on the Services and we do not endorse, nor are we responsible for, your User Content. You assume all risks associated with your User Content, including anyone’s reliance on its quality, accuracy, or reliability, and you agree that you are solely responsible for any consequences that may arise from the posting of your User Content on or through the Services. You may expose yourself to liability if, for example, your User Content contains material that is false, misleading, or defamatory; violates third-party rights; or contains material that is unlawful or advocates the violation of any law or regulation.
We do not represent or guarantee the truthfulness, accuracy, or reliability of content posted by Users. You accept that any reliance on material posted by other Users or other third parties will be at your own risk. Your interactions and transactions with other Users are solely between you and such User. You agree that Guild will not be responsible for any loss or damage incurred as the result of any such interactions or transactions. If there is a dispute between you and any other User, Guild is under no obligation to become involved. By using the Services, you accept the risk that you might be exposed to content posted by other Users that is objectionable or otherwise inappropriate. Without limiting the foregoing, Guild will not be held liable to you or any other third party for any User Content under any law providing special immunity for user generated content, including the Communications Decency Act or CDA, 47 U.S.C. § 230 or any successor to the special immunity contained at CDA, 47 U.S.C. § 230.
You hereby release and forever discharge Guild (and our officers, employees, agents, parents, affiliates, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Users or related to third party services. You agree and understand and intend that this assumption of risk and release is binding upon you and your heirs, executors, agents, administrators and assigns. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
3. SERVICE OFFERINGS AND SUPPORT
Our Services help enable your academic and career goals, by connecting you with our partnering educational institutions and employers, supporting you through their application and enrollment processes, facilitating the payment of a partnering employer’s tuition assistance benefits for eligible students to partnering educational institutions, providing career assessments and information, providing access to employment positions and providing coaching and other academic and support services to you throughout your academic or career journey.
Guild cannot and does not guarantee the continued and/or future employment or salary level of any employee or student. You understand that these Terms are with Guild only and solely for the Services and that you will have to complete additional paperwork for your selected partnering educational institutions and partnering employers. As part of the Services, Guild may monitor and record phone conversations for quality assurance and training purposes and you understand that by consenting to these Terms, you consent to such monitoring and recording. Our Services may also enable you to view Programs or job opportunities offered by us or partnering educational institution or a partnering employer, including, but not be limited to, bootcamps, career workforce training, employer-based training, certificates, customized training, customized courses and programs, pre-college course, and non-academic and developmental preparation courses and programs (these may have separate terms and conditions and privacy policies which are unique to each Program or job opportunity, and their third party providers, and all such agreements are solely between you and those third party providers and Guild hereby disclaims all liability, obligation and responsibility for the actions and inactions of such third parties, including compliance or non-compliance with those separate agreements).
We are not responsible for and have no liability relating to the Programs or job opportunities provided by our partnering educational institutions or partnering employers. All Programs and job opportunities offered by our partnering educational institutions or partnering employers are subject to those partners’ own cancellation, withdrawal, payment, refund and other policies.
3.1.Payment for Programs
You agree to pay for all Programs that you sign up for through the Services, by the due date specified, and you agree that we may charge your selected payment method, either directly or through the use of a third-party payment processor, for any payments due. If your participation in a Program is being paid for by a third party (such as a partnering employer), then you will be bound by all provisions in these Terms (including payment provisions), however we may enter into a separate agreement with a partnering employer to govern payment for the Program on your behalf. We make no representations or warranties about the continued availability of any particular form of payment method made available for use with our Services.
Guild currently uses a secure third-party payment processor to process payment card transactions. Our third-party payment processor accepts payments through the methods detailed on the applicable payment screen. Information you supply to our payment processor is not stored by us or within our control, and is subject to the payment processor’s own privacy policies and terms and conditions. Third-party payment processors may charge a fee to process payments and Guild is not responsible for any fees charged by them. We disclaim all liability with regard to any fees or problems that you have with our third-party payment processor.
3.2. Disputed Charges
You agree to submit any disputes regarding any charge to your Account in writing to us within thirty (30) days of such charge, or your dispute is waived and such charge will be final and not subject to challenge. You may dispute a charge by sending us an email at [email protected]
3.3. Partnering Employer
In certain instances, a partnering employer is your employer or prior employer that maintains a tuition assistance program, which provides educational benefits for eligible students or job seekers. Guild also permits businesses or philanthropic enterprises with the ability to sponsor Programs, even if the sponsor does not have a direct employment relationship with a student or job seeker. Such sponsors shall also be considered “partnering employers” for purposes of these Terms. Eligibility determinations related to tuition assistance benefits are made solely by the partnering employer. Guild cannot guarantee eligibility or payment under the partnering employer’s tuition assistance program, which is maintained solely by the partnering employer.
You are responsible for complying with the terms of the partnering employer’s tuition assistance program. You may be entering a Program eligible for Federal Financial Aid and, in accordance with the terms of the partnering employer’s tuition assistance program, you may be required to complete a FAFSA form and complete the Financial Aid awarding process to determine grant and loan eligibility. This should occur prior to enrollment with your educational provider and annually thereafter. Additional information is available at: https://toolkit.guildeducation.com.
In certain instances, a partnering employer is a prospective employer that has posted a job opportunity. Eligibility determinations related to employment are made solely by the partnering employer that has posted the relevant job opportunity. Guild does not serve as a partnering employer for any job seeker and does not provide any job opportunities as a partnering employer. Guild has no obligations to screen or verify the capacity or suitability of job seekers. It is the partnering employer’s responsibility to make its own assessment of the job seeker that the partnering employer interacts with through the Services. Each partnering employer and job seeker acknowledge and agree that Guild has no responsibility or liability related to any employment relationship between a partnering employer and a job seeker. Partnering employers are solely responsible for selecting job seekers to meet their needs and expectations, and Guild will not participate in disputes or transactions between Users. You use the Services at your own risk.
3.4. Partnering Educational Institution(s)
All academic admissions decisions are made by your selected partnering educational institution and not by Guild. Guild is not responsible for the academic instruction or services provided by your selected partnering educational institution. Guild cannot and does not guarantee admission to any partnering educational institution or Program or the attainment of any educational outcomes. You are responsible for the total stated tuition and fees of your selected partnering educational institution, including any tuition and fees not covered by a partnering employer’s tuition assistance program, and payment of all monies due shall be a condition of enrollment and continuing enrollment with your selected partnering educational institution. Guild is not responsible for a student’s tuition and fee obligations to your selected partnering educational institution.
3.5. Potential Tax Implications
Guild does not provide tax advice. You acknowledge that the Services are a general purpose online platform and are not specifically designed to facilitate compliance with any specific law, including tax laws. You acknowledge that you will access and use the Services in compliance with all laws applicable to you. Guild is not responsible for notifying you of any such law, enabling your compliance with any such law, or for your failure to comply. You should consult with your tax advisor concerning the tax treatment of payments through the Services based upon your specific situation.
3.6. Student Conduct, Issues and Complaints
You must comply with Guild’s code of student conduct, as well as the policies and procedures of the relevant partnering educational institution and partnering employer. Violating Guild’s Student Code of Conduct is grounds for suspension of the Services or dismissal from the Program and may have other consequences.
If you have any issues with your selected partnering educational institution, please refer to the student complaint process maintained by such partnering educational institution. If you have any issues with the Services, please contact: [email protected] If you have any issues related to a partnering employer’s employee benefit programs, please contact such partnering employer’s designated HR contact person.
With respect to the Services, Guild provides reasonable accommodations for students with disabilities. Please contact [email protected] if you have a request for accommodation. Accommodations will be provided through an interactive process between Guild and yourself. If you require any accommodations related to the Programs or services provided by your selected partnering educational institution, you must contact such partnering educational institution directly. If you require any accommodations related to your employment, you must contact your employer.
If a student reports to Guild that he/she has been subject to sexual assault or harassment in connection with participation in the Services or Programs, Guild will take prompt action to address the matter, which may include investigation, discipline, and/or referral to the partnering educational institution and/or partnering employer for follow-up.
3.7. Third-Party Websites and Services
Our Websites may link to third-party websites, including the websites of the partnering educational institutions that offer Programs and the websites of the partnering employers that offer the employment positions. If you use these links, you will leave our Websites. Some of these websites may use content provided by Guild under a license from us. We are not responsible for these third-party websites, regardless of whether we partner with the operators of these websites.
We do not endorse the organizations sponsoring such third-party websites or their products or services. You agree that Guild is not responsible or liable for any loss or damages of any sort incurred as a result of any dealings you may have on or through a third-party website or as a result of the presence of any third-party advertising on our Websites.
4. DISCLAIMERS, LIMITATIONS, AND INDEMNIFICATION
4.1. Disclaimer of Warranties
OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND AND YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR ACCESS TO AND USE OF THE SERVICES IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE OF ANY KIND (A) AS TO THE RELIABILITY, ACCURACY OR COMPLETENESS OF THE INFORMATION PUBLISHED ON OR THROUGH OUR SERVICES, OR THAT THE INFORMATION WILL BE UP TO DATE, (B) THAT THE SERVICES, THEMSELVES, OR THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (C) THAT THE QUALITY OF ANY PROGRAMS OR JOB OPPORTUNITIES AVAILABLE THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; (D) THAT THE SERVICES WILL OPERATE IN AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE MANNER; (E) THAT ALL ERRORS OR NON-CONFORMITIES WITH THE SERVICES CAN BE OR WILL BE CORRECTED; OR (F) THAT THE SERVICES WILL REMAIN AVAILABLE.
WE ARE NOT RESPONSIBLE FOR ANY PROBLEMS INHERENT WITH USING THE INTERNET AND ELECTRONIC COMMUNICATIONS, AND WE SHALL HAVE NO LIABILITY FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGES RESULTING FROM SUCH PROBLEMS. WE DO NOT MAKE ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO ANY THIRD PARTIES, EXPRESS OR IMPLIED, INCLUDING WITH RESPECT TO ANY PARTNERING EDUCATIONAL INSTITUTION OR PARTNERING EMPLOYER. YOU ACKNOWLEDGE AND AGREE THAT WE DISCLAIM ANY AND ALL LIABILITY ASSOCIATED WITH OPERATION OF THE PROGRAMS THAT YOU MAY PARTICIPATE IN THROUGH THE SERVICES, AND THAT IF YOU ENROLL IN ONE OF THE PROGRAMS, YOU AGREE THAT YOU MAY ONLY SEEK REDRESS FOR ANY CLAIMS ASSOCIATED WITH THE PROGRAM DIRECTLY FROM THE PARTNERING EDUCATIONAL INSTITUTION IN WHICH YOU ENROLL. GUILD WILL NOT BE LIABLE FOR ANY CLAIM OR CLAIMS RESULTING FROM YOUR FAILURE TO COMPLETE YOUR PROGRAM, EVEN IF THE FAILURE IS BEYOND YOUR CONTROL, INCLUDING WITHOUT LIMITATION ANY FAILURE RESULTING FROM A REVOCATION, TERMINATION, OR SUSPENSION OF EDUCATION OR EMPLOYMENT.
We reserve the right to discontinue or alter all or any part of our Services, and to modify or remove the Services altogether, at any time in our sole discretion, without notice or explanation. You agree that you are not entitled to any compensation or other payment upon the discontinuance or alteration of our Services, or if we stop publishing the Services.
4.2. Limitations of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, PARTNERS, AND LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES, UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STATUTORY OR OTHERWISE), FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, LOSSES, HARMS, INJURIES, COSTS OR EXPENSES, OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, LOSS OR CORRUPTION OF ANY DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE SERVICES OR PROGRAMS. GUILD’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS AND ALL SERVICES PROVIDED UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF $500 OR, IN THE CASE OF ANY PAYMENTS YOU MAKE TO GUILD THROUGH THE SERVICES, THE AMOUNTS PAID BY YOU TO GUILD DURING THE SIX MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM. YOU AGREE THAT GUILD WOULD NOT ENTER INTO THESE TERMS WITHOUT THESE LIMITATIONS ON ITS LIABILITY. ADDITIONALLY, GUILD ASSUMES NO LIABILITY WHATSOEVER FOR ANY ACTIONS OF ANY THIRD PARTIES, PARTNERING EDUCATIONAL INSTITUTIONS OR PARTNERING EMPLOYERS.
You agree that, to the extent permissible by applicable law, any cause of action related to these Terms or Guild’s Services must commence within one year after the cause of action comes into being. If not, such cause of action shall be permanently barred.
4.3. Exclusions and Limitations
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 and disclaimers may not apply to you. To the extent Guild may not, as a matter of applicable law, disclaim any implied warranty or limit its liability, the scope and duration of such warranty and the extent of Guild’s liability shall be the minimum permitted under such applicable law.
You agree to indemnify and hold harmless Guild and our officers, employees, agents, service providers, partners, and licensors from any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable outside attorneys’ fees and costs) that such parties may incur as a result of or arising from (a) your failure to comply with any of your representations, warranties or obligations under these Terms; (b) your violation of any person’s IPR; (c) the violation by you or anyone using your Account of any applicable law or these Terms; (d) your willful misconduct, or the willful misconduct of anyone using your Account, in connection with your (or such other person’s) use of the Services (in whole or in part); (e) your use or reliance on the Services or User Content; or (f) Guild’s or any other User’s reliance on your User Content.
Guild reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Guild in asserting any available defenses. This provision shall remain in full force and effect notwithstanding any termination of your Account or your use of the Services.
5. COPYRIGHT POLICY
Upon proper notice, Guild will remove User Content and any other Content that violates applicable copyright law. Pursuant to Title 17 of the U.S. Code, Section 512, Guild has implemented procedures for receiving written notification of claimed copyright infringement on or through the Services and for processing such claims in accordance with such law. If you believe in good faith that materials posted on or through our Services infringe your copyright, you (or your agent) may send Guild a written “Notification of Claimed Infringement” requesting that the material be removed, or access to it blocked.
The notice must be in writing and must include the following: (a) identification of the copyrighted work claimed to have been infringed; (b) identification of the claimed infringing material and information reasonably sufficient to permit Guild to locate the material; (c) information reasonably sufficient to permit Guild to contact you, such as an address, telephone number, and, if available, an e-mail address; (d) 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; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (f) your physical or electronic signature. By submitting a notification, you acknowledge and agree that Guild may forward your notification and any related communications to any users who posted the material identified in such notice.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you or your User Content has been wrongfully removed from our Services, you may send Guild a counter-notification. Your counter notification, to be effective, must be in writing and must include the following information: (i) your physical or electronic signature; (ii) identification of the material that has been removed or to which access has been disabled and the location where the material previously appeared on or through the Services; (iii) a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and (iv) your name, address, and telephone number and a statement that you consent to the jurisdiction of the Federal District Court in the district in which your address is located, and agree to accept service of process from the person who submitted the original infringement notification that resulted in your User Content being removed (or an agent of such person) in the event he or she elects to file suit. By submitting a counter notification, you acknowledge and agree that Guild may forward your counter notification and any related communications to the person who submitted the original notification that resulted in the removal of your User Content or to other third parties.
Notices and counter notices should be sent to [email protected]
6. GENERAL PROVISIONS
6.1. Arbitration Agreement
- Binding Arbitration. By agreeing to these Terms, you agree that you are required to resolve any claim that you may have against Guild on an individual basis in arbitration, as set forth in this Arbitration Agreement. This will preclude you from bringing any class, collective, or representative action against us, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against us by someone else.
- Agreement to Binding Arbitration Between You and Guild. You and Guild agree that any dispute, claim, or controversy arising out of or relating to (i) these Terms or the existence, breach, termination, enforcement, interpretation, or validity thereof, or (ii) your access to or use of the Services at any time, whether before or after the date you agreed to these Terms, will be settled by binding arbitration between you and us, and not in a court of law. Notwithstanding the foregoing, where you allege claims of sexual assault or sexual harassment occurring in connection with your use of the Services, you may elect to bring those claims in a court of competent jurisdiction instead of arbitration. We agree to honor your election of forum with respect to your individual sexual assault or sexual harassment claim, but in so doing does not waive the enforceability of this Arbitration Agreement as to any other provision (including, but not limited to, the waivers provided in the following paragraph, which will continue to apply in court and arbitration), controversy, claim or dispute. You acknowledge and agree that you and we are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and we otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and we each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
- Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA“) in accordance with the AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules“) then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. The parties agree that the arbitrator (“Arbitrator“), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. Notwithstanding any choice of law or other provision in these Terms, the parties agree and acknowledge that this Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA“), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the state of Colorado.
- Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration – Consumer Arbitration Rules at www.adr.org or by calling the AAA at 1-800-778-7879). The Arbitrator will be either (i) a retired judge or (ii) an attorney specifically licensed to practice law in the state of Colorado and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an Arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the Arbitrator in accordance with the AAA Rules.
- Location and Procedure. Unless you and Guild otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and we submit to the Arbitrator, unless you request a hearing or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
- Arbitrator’s Decision. The Arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision shall be final and binding on all parties. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. We will not seek, and hereby waive all rights we may have under applicable law to recover attorneys’ fees and expenses if we prevail in arbitration.
- Fees. Your responsibility to pay any AAA filing, administrative, and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, we will pay all such fees, unless the Arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
- Changes. Notwithstanding the provisions regarding consent to be bound by amendments to these Terms, if we change this Arbitration Agreement after the date you first agreed to these Terms (or to any subsequent changes to these Terms), you may reject any such change by providing us written notice of such rejection within 30 days of the date such change became effective, as indicated in the “Effective” date above. This written notice must be provided either (i) by mail or hand delivery to our registered agent for service of process, or (ii) by email from the email address associated with your Account. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Arbitration Agreement. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and us in accordance with the provisions of this Arbitration Agreement as of the date you first agreed to these Terms (or to any subsequent changes to these Terms).
- Severability and Survival. If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (i) the unenforceable or unlawful provision shall be severed from these Terms; (ii) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
6.2. Severability; Waiver
If any provision of these Terms shall be held unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. The failure of Guild to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
Neither these Terms nor any rights or obligations of you hereunder may be assigned or transferred by you (in whole or in part and including by sale, merger, consolidation, or other operation of law) without the prior written approval of Guild. Any assignment in violation of the foregoing will be null and void. Guild may assign these Terms to any party that assumes Guild’s obligations hereunder.
6.4. Independent Status
The parties hereto are independent parties, not agents, employees, or employers of the other or joint venturers, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other.
6.5. Data Privacy
Unless otherwise specified in these Terms, any notices required or allowed under these Terms will be provided to Guild by postal mail to the address for Guild listed on the Website or the email address listed below. Guild may provide you with any notices required or allowed under these Terms by sending you an email to any email address you provide to Guild in connection you’re your Account, provided that in the case of any notice applicable both to you and other Users of the Services, Guild may instead provide such notice by posting on our Websites. Notices provided to Guild will be deemed given when actually received by Guild. Notice provided to you will be deemed given 24 hours after posting to the Website or sending via e-mail, unless (as to e-mail) the sending party is notified that the e-mail address is invalid.
6.7. Contact Us
Effective Date: January 13th, 2016
Last Updated: March 24, 2021