Welcome to EdSpan Global. These Terms of Use (“Terms”) govern your access to and use of the EdSpan Global website and all related services, features, and content, including our partner and school directory, AI-guided sector resources, school-mediated projects, and opportunity pathways (collectively, the “Services”), operated by EdSpan Global, LLC (“EdSpan,” “we,” “our,” or “us”). The Services connect corporate partners, schools, and learners through the Opportunity Network (the coordinated set of Services described above); references to “you” in these Terms generally mean the corporate partner, school, or other organization (and its authorized representatives) using the Services, except where these Terms expressly address learners.
By accessing or using our Services, you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree, please do not use the Services.
1. Eligibility
Our Services are intended for corporate partners, schools, and other organizations, and their authorized representatives. By using the Services, you represent that you have the legal capacity to enter into a binding agreement on your own behalf or, if you are accessing the Services on behalf of a company, school, or other organization, that you are authorized to bind that entity to these Terms. EdSpan’s Services are not directed at, and are not designed for direct use by, students or other minors; any learner-facing content made available through the Services is delivered exclusively through, and under the supervision of, partner schools, as described in our Privacy Policy.
2. Account Registration
Certain features of the Services require a partner or school portal account. You agree to provide accurate, current, and complete information during registration and to keep your account information updated. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify us immediately of any unauthorized use of your account at contact@edspanglobal.com.
3. Use of the Services
You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to:
- Use the Services in any way that violates applicable federal, state, local, or international law or regulation;
- Impersonate any person or entity, or misrepresent your affiliation with any person or entity;
- Upload, post, or transmit any content that is unlawful, harmful, defamatory, obscene, or otherwise objectionable;
- Attempt to gain unauthorized access to any portion of the Services or any systems or networks connected to the Services;
- Use any automated means, including bots, scrapers, or crawlers, to access or collect data from the Services without our express written permission;
- Interfere with or disrupt the integrity or performance of the Services; or
- Use the Services to collect or harvest personal information about other users without their consent.
4. Intellectual Property
All content on the EdSpan Global website and platform, including but not limited to text, graphics, logos, images, sector materials, case studies, software, and other materials, is the property of EdSpan Global, LLC or its licensors and is protected by applicable intellectual property laws. You are granted a limited, non-exclusive, non-transferable license to access and use the Services for your organization’s internal, non-commercial purposes in connection with your partnership with EdSpan. You may not reproduce, distribute, modify, create derivative works from, publicly display, or exploit any content from the Services without our prior written consent.
5. User Content
You may submit content through the Services, such as company profiles, sector explainers, case studies, project prompts, panel materials, messages, and feedback (“User Content”). By submitting User Content, you grant EdSpan Global a non-exclusive, worldwide, royalty-free license to use, reproduce, and display your User Content solely for the purpose of operating and improving the Services, including making appropriate portions available to partner schools and learners through the Directory, AI tools, Projects, and Pathways features. You represent and warrant that you own or have the necessary rights to submit your User Content and that it does not violate any third-party rights or applicable laws.
EdSpan does not claim ownership of your User Content. Your User Content remains your property, subject only to the limited license granted above.
6. Partner Obligations to Schools and Learners
If you are a corporate partner, you agree that: (a) you will not directly solicit, contact, or market to learners outside of a school-mediated engagement expressly authorized by the relevant partner school; (b) you will not track, collect, or request learner behavioral or interest data through the Services; (c) all engagement with learners, including panels, mentoring, challenges, and case studies, will occur through and under the supervision of the relevant partner school; and (d) you will comply with the policies of each partner school through which you engage. A breach of this Section is a material breach of these Terms.
7. Privacy
Your use of the Services is also governed by our Privacy Policy, available at edspanglobal.com/privacy-policy. By using the Services, you acknowledge that you have read and understood our Privacy Policy, including how we collect, use, and share information about you. We encourage you to review it carefully.
8. Fees and Payment
Certain Services, including founding partner pilot packages and ongoing partnerships, may be subject to fees. All fees are stated in U.S. dollars and are due as specified at the time of purchase, subscription, or in a separate partnership agreement. Fees are non-refundable except as expressly set forth in a separate service or partnership agreement, or as required by applicable law. EdSpan reserves the right to modify its pricing at any time with reasonable advance notice to affected users.
9. Third-Party Services and Links
The Services may integrate with or contain links to third-party websites, tools, or services. EdSpan is not responsible for the content, privacy practices, or terms of any third-party services. Your use of third-party services is governed by their respective terms and policies. The inclusion of any third-party link does not imply endorsement by EdSpan.
10. Disclaimers
THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. EDSPAN DOES NOT GUARANTEE ANY SPECIFIC PARTNERSHIP, ENGAGEMENT, HIRING, ADMISSIONS, SCHOLARSHIP, OR CAREER OUTCOME AS A RESULT OF USING THE SERVICES.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EDSPAN GLOBAL, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNTS YOU PAID TO EDSPAN IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
12. Indemnification
You agree to indemnify, defend, and hold harmless EdSpan and its officers, directors, employees, and agents from and against any third-party claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees, arising out of or in any way connected with your access to or use of the Services, your User Content, or your violation of these Terms.
13. Termination
We reserve the right to suspend or terminate your access to the Services at any time for conduct that we believe violates these Terms or is harmful to other users, us, or third parties. Except in the case of a violation of Section 6 (Partner Obligations to Schools and Learners) or other conduct that we reasonably believe poses an immediate risk of harm, we will provide reasonable written notice and an opportunity to cure the violation before terminating a paid partnership under these Terms. We otherwise reserve the right to suspend or terminate access at any time, with or without notice, for any other reason at our discretion, including where no fee-based partnership is in place.
You may terminate your own participation in the Services at any time by providing written notice to us, subject to any minimum term, notice period, or other conditions set forth in a separate agreement.
Upon termination, all licenses granted under these Terms will immediately cease, except that the license granted to EdSpan in Section 5 (User Content) will survive with respect to User Content already incorporated into the Services as of the termination date, unless we agree in writing to remove it. Sections 4, 5, 6, 8, 10, 11, 12, 14, and 16 shall survive any termination of these Terms, including your obligation to pay any fees accrued prior to termination.
14. Governing Law and Dispute Resolution
A. Governing Law
These Terms and any dispute arising out of or related to them or the Services shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles. Except as specified in the Dispute Resolution section below, the exclusive location for any claim or action related to these Terms or the use of the Services is the federal or state courts located in the State of New York.
B. Informal Resolution
Before initiating any formal dispute resolution process, you agree to first contact EdSpan Global at contact@edspanglobal.com with a written description of your dispute and the relief you are seeking. EdSpan will attempt in good faith to resolve the dispute informally within thirty (30) days of receipt of your notice. The foregoing is a condition precedent that must be fulfilled before commencing arbitration. This informal resolution requirement does not limit the parties from engaging in informal communications to resolve a dispute. The parties agree to toll the statute of limitations and any filing fee deadlines for formal dispute resolution pending this informal process.
C. Dispute Resolution
If a dispute cannot be resolved informally, any dispute, claim, or controversy arising out of or related to these Terms, the Services, or your relationship with EdSpan shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules, with the arbitration to be conducted in New York, New York, or, if mutually agreed by the parties in writing, by remote proceedings. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction. Nothing in this Section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or prevent irreparable harm.
D. Waiver of Class Action
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND EDSPAN GLOBAL, LLC AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AND EDSPAN KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A JURY TRIAL.
Notwithstanding the foregoing, any dispute or claim arising from or relating to sexual assault or sexual harassment, as those terms are defined under applicable federal law, shall not be subject to mandatory arbitration under these Terms and may be brought in a court of competent jurisdiction.
E. Time Limitation on Claims
Any claim arising out of or related to these Terms or your use of the Services must be filed within one (1) year after the claim arose, subject to any tolling period applicable under Section 14(B) during the pendency of the informal resolution process. Claims filed after this period are permanently barred. This limitation does not apply to: (a) claims arising under applicable state consumer protection laws that impose a longer limitation period; or (b) any claim for which a shorter or longer limitations period is mandated by applicable law and cannot be contractually modified.
15. Changes to These Terms
We may update these Terms from time to time to reflect changes in our practices, Services, or applicable law. We will notify you of material changes by updating the “Last Updated” date at the top of this page. Your continued use of the Services after any update constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.
16. General Provisions
A. Entire Agreement
These Terms, together with the Privacy Policy and any separate partnership or service agreement entered into between you and EdSpan, constitute the entire agreement between you and EdSpan with respect to your use of the Services, and supersede all prior and contemporaneous agreements, representations, and understandings, whether written or oral, relating to such subject matter.
B. Severability
If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or if it cannot be modified, severed from these Terms. The remaining provisions of these Terms shall remain in full force and effect.
C. No Waiver
No waiver by EdSpan of any breach or default of these Terms by you shall be deemed a waiver of any subsequent breach or default, and shall not affect the other provisions of these Terms.
D. Assignment
You may not assign, transfer, or delegate your rights or obligations under these Terms without the prior written consent of EdSpan. EdSpan may assign or transfer its rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of all or substantially all of its assets.
E. Notices
All notices from you to EdSpan required or permitted under these Terms shall be in writing and sent to contact@edspanglobal.com with the appropriate subject line, or by mail to the address listed in the Contact Us section below. All notices from EdSpan to you will be sent to the email address you have provided in connection with your use of the Services. Notice shall be deemed given upon transmission by email, provided no notification of delivery failure is received.
F. Force Majeure
EdSpan shall not be liable for any failure or delay in performance of its obligations under these Terms arising from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, governmental actions, cyberattacks, or failure of third-party infrastructure.
G. Relationship of the Parties
You agree that no agency, partnership, joint venture, employment, or franchise relationship exists between you and EdSpan as a result of these Terms, our Privacy Policy, or any use of the Services, notwithstanding any use of the terms “partner,” “partnership,” or similar language on our website or in our marketing materials. Neither party has authority to bind the other in any respect.
H. Headings
Section headings in these Terms are for convenience only and shall not affect the interpretation of these Terms.
17. Contact Us
If you have any questions about these Terms, please contact us at:
EdSpan Global, LLC
291 Central Park West
New York, NY 10024
Email: contact@edspanglobal.com
