Terms of Use

These Terms of Use (“Terms”) were last updated on April 26, 2023.

Please review these Terms carefully as they serve as an enforceable contract between us and contain important information about your legal rights, remedies, and obligations.

IF YOU LIVE IN THE UNITED STATES OR CANADA, BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE ALL DISPUTES WITH MEDGRADUATES IN SMALL CLAIMS COURT OR THROUGH BINDING INDIVIDUAL ARBITRATION ONLY, AND YOU WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTIONS AND TO HAVE CLAIMS DECIDED BY A JURY, AS EXPLAINED IN THE DISPUTE RESOLUTION SECTION

Medgraduates’s mission is to improve lives through learning. We enable every healthcare professional anywhere to create and share educational content (instructors) and to access that educational content to learn (students). We consider our marketplace model the best way to offer valuable educational content to our users. We need rules to keep our platform and services safe for you, us, and our student and instructor community. These Terms apply to all your activities on the Medgraduates website, the Medgraduates mobile applications, our TV applications, our APIs, and other related services (“Services”).

If you publish a course on the Medgraduates platform, you must also agree to the Instructor Terms. We also provide details regarding our processing of personal data of our students and instructors in our Privacy Policy. If you are using Medgraduates as part of your employer’s Medgraduates Business learning and development program, you can consult our Medgraduates Business Privacy Statement. Our Instructor Terms, Privacy Policy, and other Medgraduates policies applicable to your use of our Services are incorporated by reference into these Terms.

Our website and apps cause communications about your browsing and app activities and app usage to be sent from you to third parties who provide services to Medgraduates. By using our Services, you consent to these communications.

Table of Contents

• Accounts
• Content Enrollment and Lifetime Access
• Payments, Credits, and Refunds
• Content and Behavior Rules
• Medgraduates’ s Rights to Content You Post
• Using Medgraduates at Your Own Risk
• Medgraduates’ s Rights
• Subscription Terms
• Miscellaneous Legal Terms
• Dispute Resolution
• Updating These Terms
• How to Contact Us

1. Accounts

You need an account for most activities on our platform. Keep your password somewhere safe, because you’re responsible for all activity associated with your account. If you suspect someone else is using your account, let us know by contacting our Support Team. You must have reached the age of consent for online services in your country to use Medgraduates.

You need an account for most activities on our platform, including to purchase and access content or to submit content for publication. When setting up and maintaining your account, you must provide and continue to provide accurate and complete information, including a valid email address. 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. This means you need to be careful with your password. You may not transfer your account to someone else or use someone else’s account. If you contact us to request access to an account, we will not grant you such access unless you can provide us with the information that we need to prove you are the owner of that account. In the event of the death of a user, the account of that user will be closed.

You may not share your account login credentials with anyone else. You are responsible for what happens with your account and Medgraduates will not intervene in disputes between students or instructors who have shared account login credentials. You must notify us immediately upon learning that someone else may be using your account without your permission (or if you suspect any other breach of security) by contacting our Support Team. We may request some information from you to confirm that you are indeed the owner of your account.

Students and instructors must be at least 18 years of age to create an account on Medgraduates and use the Services. If you are younger than 18 but above the required age for consent to use online services where you live (for example, 13 in the US or 16 in Ireland), you may not set up an account, but we encourage you to invite a parent or guardian to open an account and help you access content that is appropriate for you. If you are below this age of consent to use online services, you may not create a Medgraduates account. If we discover that you have created an account that violates these rules, we will terminate your account. Under our Instructor Terms, you may be requested to verify your identity before you are authorized to submit content for publication on Medgraduates.

You can terminate your account at any time by following the steps here. Check our Privacy Policy to see what happens when you terminate your account.

2. Content Enrollment and Lifetime Access

When you enroll in a course or other content, you get a license from us to view it via the Medgraduates Services and no other use. Don’t try to transfer or resell content in any way. We generally grant you a lifetime access license, except when we must disable the content because of legal or policy reasons or for enrollments via Subscription Plans.

Under our Instructor Terms, when instructors publish content on Medgraduates, they grant Medgraduates a license to offer a license to the content to students. This means that we have the right to sublicense the content to enrolled students. As a student, when you enroll in a course or other content, whether it’s free or paid content, you are getting a license from Medgraduates to view the content via the Medgraduates platform and Services, and Medgraduates is the licensor of record. Content is licensed, and not sold, to you. This license does not give you any right to resell the content in any manner (including by sharing account information with a purchaser or illegally downloading the content and sharing it on torrent sites).

In legal, more complete terms, Medgraduates grants you (as a student) a limited, non-exclusive, non-transferable license to access and view the content for which you have paid all required fees, solely for your personal, non-commercial, educational purposes through the Services, in accordance with these Terms and any conditions or restrictions associated with the particular content or feature of our Services. All other uses are expressly prohibited. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, sublicense, or otherwise transfer or use any content unless we give you explicit permission to do so in a written agreement signed by a Medgraduates authorized representative. This also applies to content you can access via any of our APIs.

We generally give a lifetime access license to our students when they enroll in a course or other content. However, we reserve the right to revoke any license to access and use any content at any point in time in the event where we decide or are obligated to disable access to the content due to legal or policy reasons, for example, if the course or other content you enrolled in is the object of a copyright complaint, or if we determine it violates our Trust & Safety Guidelines. This lifetime access license does not apply to enrollments via Subscription Plans or to add-on features and services associated with the course or other content you enroll in. For example, instructors may decide at any time to no longer provide teaching assistance or Q&A services in association with the content. To be clear, the lifetime access is to the course content but not to the instructor.

Instructors may not grant licenses to their content to students directly, and any such direct license shall be null and void and a violation of these Terms.

3. Payments, Credits, and Refunds

When you make a payment, you agree to use a valid payment method. If you aren’t happy with your content, Medgraduates offers a 15-day refund or credit for most content purchases.

3.1 Pricing

The prices of content on Medgraduates are determined based on the terms of the Instructor Terms and our Promotions Policy. In some instances, the price of content offered on the Medgraduates website may not be exactly the same as the price offered on our mobile or TV applications, due to mobile platform providers’ pricing systems and their policies around implementing sales and promotions.

We occasionally run promotions and sales for our content, during which certain content is available at discounted prices for a set period of time. The price applicable to the content will be the price at the time you complete your purchase of the content (at checkout). Any price offered for particular content may also be different when you are logged into your account from the price available to users who aren’t registered or logged in, because some of our promotions are available only to new users.

If you are logged into your account, the listed currency you see is based on your location when you created your account. If you are not logged into your account, the price currency is based on the country where you are located. We do not enable users to see pricing in other currencies.

If you are a student located in a country where use and sales tax, goods and services tax, or value added tax is applicable to consumer sales, we are responsible for collecting and remitting that tax to the proper tax authorities. Depending on your location, the price you see may include such taxes, or tax may be added at checkout.

3.2 Payments

You agree to pay the fees for content that you purchase, and you authorize us to charge your debit or credit card or process other means of payment (such as Boleto, SEPA, direct debit, or mobile wallet) for those fees. Medgraduates works with payment service providers to offer you the most convenient payment methods in your country and to keep your payment information secure. We may update your payment methods using information provided by our payment service providers. Check out our Privacy Policy for more details.

When you make a purchase, you agree not to use an invalid or unauthorized payment method. If your payment method fails and you still get access to the content you are enrolling in, you agree to pay us the corresponding fees within 30 days of notification from us. We reserve the right to disable access to any content for which we have not received adequate payment.

3.3 Refunds and Refund Credits

If the content you purchased is not what you were expecting, you can request, within 15 days of your purchase of the content, that Medgraduates apply a refund to your account. This refund option does not apply to Subscription Plan purchases, which are covered in Section 8.4 (Payments and Billing) below. We reserve the right to apply your refund as a refund credit or a refund to your original payment method, at our discretion, depending on capabilities of our payment service providers, the platform from which you purchased your content (website, mobile or TV app), and other factors. No refund is due to you if you request it after the 15-day guarantee time limit has passed. However, if the content you previously purchased is disabled for legal or policy reasons, you are entitled to a refund beyond this 15-day limit. Medgraduates also reserves the right to refund students beyond the 15-day limit in cases of suspected or confirmed account fraud.

To request a refund, follow the steps here. As detailed in the Instructor Terms, instructors agree that students have the right to receive these refunds.

If we decide to issue refund credits to your account, they will be automatically applied towards your next content purchase on our website, but can’t be used for purchases in our mobile or TV applications. Refund credits may expire if not used within the specified period and have no cash value, in each case unless otherwise required by applicable law.

At our discretion, if we believe you are abusing our refund policy, such as if you’ve consumed a significant portion of the content that you want to refund or if you’ve previously refunded the content, we reserve the right to deny your refund, restrict you from other future refunds, ban your account, and/or restrict all future use of the Services. If we ban your account or disable your access to the content due to your violation of these Terms or our Trust & Safety Guidelines, you will not be eligible to receive a refund. Additional information on our refund policy is available here.

3.4 Gift and Promotional Codes

Medgraduates or our partners may offer gift and promotional codes to students. Certain codes may be redeemed for gift or promotional credits applied to your Medgraduates account, which then may be used to purchase eligible content on our platform, subject to the terms included with your codes. Other codes may be directly redeemable for specific content. Gift and promotional credits can’t be used for purchases in our mobile or TV applications.

These codes and credits, as well as any promotional value linked to them, may expire if not used within the period specified in your Medgraduates account. Gift and promotional codes offered by Medgraduates may not be refunded for cash, unless otherwise specified in the terms included with your codes or as required by applicable law. Gift and promotional codes offered by a partner are subject to that partner’s refund policies. If you have multiple saved credit amount Medgraduates may determine which of your credits to apply to your purchase. Check out our Support Page and any terms included with your codes for more details.

4. Content and Behavior Rules

You can only use Medgraduates for lawful purposes. You’re responsible for all the content that you post on our platform. You should keep the reviews, questions, posts, courses and other content you upload in line with our Trust & Safety Guidelines and the law, and respect the intellectual property rights of others. We can ban your account for repeated or major offenses. If you think someone is infringing your copyright on our platform, let us know.

You may not access or use the Services or create an account for unlawful purposes. Your use of the Services and behavior on our platform must comply with applicable local or national laws or regulations of your country. You are solely responsible for the knowledge of and compliance with such laws and regulations that are applicable to you.

If you are a student, the Services enable you to ask questions to the instructors of courses or other content you are enrolled in, and to post reviews of content. For certain content, the instructor may invite you to submit content as “homework” or tests. Don’t post or submit anything that is not yours.

If you are an instructor, you can submit content for publication on the platform and you can also communicate with the students who have enrolled in your courses or other content. In both cases, you must abide by the law and respect the rights of others: you cannot post any course, question, answer, review or other content that violates applicable local or national laws or regulations of your country. You are solely responsible for any courses, content, and actions you post or take via the platform and Services and their consequences. Make sure you understand all the copyright restrictions set forth in the Instructor Terms before you submit any content for publication on Medgraduates.

If we are put on notice that your course or content violates the law or the rights of others (for example, if it is established that it violates intellectual property or image rights of others, or is about an illegal activity), if we discover that your content or behavior violates our Trust & Safety Guidelines, or if we believe your content or behavior is unlawful, inappropriate, or objectionable (for example if you impersonate someone else), we may remove your content from our platform.  Medgraduates complies with copyright laws. Check out our Intellectual Property Policy for more details.

Medgraduates has discretion in enforcing these Terms and our Trust & Safety Guidelines. We may restrict or terminate your permission to use our platform and Services or ban your account at any time, with or without notice, for any or no reason, including for any violation of these Terms, if you fail to pay any fees when due, for fraudulent chargeback requests, upon the request of law enforcement or government agencies, for extended periods of inactivity, for unexpected technical issues or problems, if we suspect that you engage in fraudulent or illegal activities, or for any other reason in our sole discretion. Upon any such termination we may delete your account and content, and we may prevent you from further access to the platforms and use of our Services. Your content may still be available on the platforms even if your account is terminated or suspended. You agree that we will have no liability to you or any third party for termination of your account, removal of your content, or blocking of your access to our platforms and services.

If a user has published content that infringes your copyright or trademark rights, please let us know. Our Instructor Terms require our instructors to follow the law and respect the intellectual property rights of others. For more details on how to file a copyright or trademark infringement claim with us, see our Intellectual Property Policy.

5. Medgraduates’s Rights to Content You Post

You retain ownership of content you post to our platform, including your courses. We’re allowed to share your content to anyone through any media, including promoting it via advertising on other websites.

The content you post as a student or instructor (including courses) remains yours. By posting courses and other content, you allow Medgraduates to reuse and share it but you do not lose any ownership rights you may have over your content. If you are an instructor, be sure to understand the content licensing terms that are detailed in the Instructor Terms.

When you post content, comments, questions, reviews, and when you submit to us ideas and suggestions for new features or improvements, you authorize Medgraduates to use and share this content with anyone, distribute it and promote it on any platform and in any media, and to make modifications or edits to it as we see fit.

In legal language, by submitting or posting content on or through the platforms, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute your content (including your name and image) in any and all media or distribution methods (existing now or later developed). This includes making your content available to other companies, organizations, or individuals who partner with Medgraduates for the syndication, broadcast, distribution, or publication of content on other media, as well as using your content for marketing purposes. You also waive any rights of privacy, publicity, or other rights of a similar nature applicable to all these uses, to the extent permissible under applicable law. You represent and warrant that you have all the rights, power, and authority necessary to authorize us to use any content that you submit. You also agree to all such uses of your content with no compensation paid to you.

6. Using Medgraduates at Your Own Risk

Anyone can use Medgraduates to create and publish content and instructors and we enable instructors and students to interact for teaching and learning. Like other platforms where people can post content and interact, some things can go wrong, and you use Medgraduates at your own risk.

Our platform model means we do not review or edit the content for legal issues, and we are not in a position to determine the legality of content. We do not exercise any editorial control over the content that is available on the platform and, as such, do not guarantee in any manner the reliability, validity, accuracy, or truthfulness of the content. If you access content, you rely on any information provided by an instructor at your own risk.

By using the Services, you may be exposed to content that you consider offensive, indecent, or objectionable. Medgraduates has no responsibility to keep such content from you and no liability for your access or enrollment in any course or other content, to the extent permissible under applicable law. This also applies to any content relating to health, wellness, and physical exercise. You acknowledge the inherent risks and dangers in the strenuous nature of these types of content, and by accessing such content you choose to assume those risks voluntarily, including risk of illness, bodily injury, disability, or death. You assume full responsibility for the choices you make before, during, and after your access to the content.

When you interact directly with a student or an instructor, you must be careful about the types of personal information that you share. While we restrict the types of information instructors may request from students, we do not control what students and instructors do with the information they obtain from other users on the platform. You should not share your email or other personal information about you for your safety.

We do not hire or employ instructors nor are we responsible or liable for any interactions involved between instructors and students. We are not liable for disputes, claims, losses, injuries, or damage of any kind that might arise out of or relate to the conduct of instructors or students.

When you use our Services, you will and/or may find links to other websites that we don’t own or control. We are not responsible for the content or any other aspect of these third-party sites, including their collection of information about you. You should also read their terms and conditions and privacy policies.

7. Medgraduates’s Rights

We own the Medgraduates platform and Services, including the website, present or future apps and services, and things like our logos, API, code, and content created by our employees. You can’t tamper with those or use them without authorization.

All right, title, and interest in and to the Medgraduates platform and Services, including our website, our existing or future applications, our APIs, databases, and the content our employees or partners submit or provide through our Services (but excluding content provided by instructors and students) are and will remain the exclusive property of Medgraduates and its licensors. Our platforms and services are protected by copyright, trademark, and other laws of all countries. Nothing gives you a right to use the Medgraduates name or any of the Medgraduates trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding Medgraduates or the Services is entirely voluntary and we will be free to use such feedback, comments, or suggestions as we see fit and without any obligation to you.

You may not do any of the following while accessing or using the Medgraduates platform and Services:

• access, tamper with, or use non-public areas of the platform (including content storage), Medgraduates’s computer systems, or the technical delivery systems of Medgraduates’s service providers.
• disable, interfere with, or try to circumvent any of the features of the platforms related to security or probe, scan, or test the vulnerability of any of our systems.
• copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code of or content on the Medgraduates platform or Services.
• access or search or attempt to access or search our platform by any means (automated or otherwise) other than through our currently available search functionalities that are provided via our website, mobile apps, or API (and only pursuant to those API terms and conditions). You may not scrape, spider, use a robot, or use other automated means of any kind to access the Services.
• in any way use the Services to send altered, deceptive, or false source-identifying information (such as sending email communications falsely appearing as Medgraduates); or interfere with, or disrupt, (or attempt to do so), the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the platforms or services, or in any other manner interfering with or creating an undue burden on the Services.

8. Subscription Terms

This section covers additional terms that apply to your use of our subscription-based collections as a student (“Subscription Plans”). By using a Subscription Plan, you agree to the additional terms in this section. Note that use of Medgraduates Business is not subject to these Terms, but is instead governed by the agreement between Medgraduates and the subscribing organization.

8.1 Subscription Plans

During your subscription to a Subscription Plan, you get a limited, non-exclusive, non-transferable license from us to access and view the content included in that Subscription Plan via the Services. With the exception of the lifetime access license grant, the terms included in the “Content Enrollment and Lifetime Access” section above apply to enrollments via Subscription Plans.

Your Subscription Plan may also include access to interactive environments, such as workspaces (“Interactive Sessions”). Interactive Sessions may be provided by a third party, subject to its own agreement or terms and conditions, and subject to usage limitations outlined on our Support Page. You’re responsible for complying with the terms and conditions of any third party provider.

The subscription that you purchase or renew determines the scope, features, and price of your access to a Subscription Plan. You may not transfer, assign, or share your subscription with anyone else.

We reserve the right to revoke any license to use the content in our Subscription Plans for legal or policy reasons at any time and at our sole discretion, such as if we no longer have the right to offer the content through a Subscription Plan. Additional information on our right to revoke is included in the “Content Enrollment and Lifetime Access” section.

8.2 Account Management

You may cancel your subscription by following the steps outlined on our Support Page. If you cancel your subscription to a Subscription Plan, your access to that Subscription Plan will automatically end on the last day of your billing period. On cancellation, you will not be entitled to receive a refund or credit of any fees already paid for your subscription, unless otherwise required by applicable law. For clarity, cancellation of a subscription does not terminate your Medgraduates account.

8.3 Free Trials & Renewals

Your subscription may start with a free trial. The duration of the free trial period of your subscription will be specified during sign-up. Medgraduates determines free trial eligibility at our sole discretion and may limit access, eligibility, or duration. We reserve the right to terminate the free trial and suspend your subscription if we determine that you aren’t eligible.

We will charge the subscription fee for your next billing cycle at the end of the free trial period. Your subscription will automatically renew according to your subscription settings (e.g., monthly or annually) unless you cancel your subscription prior to the end of the free trial period. For more information on how to view applicable fees and dates of your free trial period, visit our Support Page.

8.4 Payments and Billing

The subscription fee will be listed at the time of your purchase. You can visit our Support Page to learn more about where to find the fees and dates applicable to your subscription. We may also be required to add taxes to your subscription fee as described in the “Payments, Credits, and Refunds” section above. Payments are non-refundable and there are no refunds or credits for partially used periods, unless otherwise required by applicable law. Depending on where you are located, you may qualify for a refund. See our Refund Policy for Subscription Plans for additional information.

To subscribe to a Subscription Plan, you must provide a payment method. By subscribing to a Subscription Plan and providing your billing information during checkout, you grant us and our payment service providers the right to process payment for the then-applicable fees via the payment method we have on record for you. At the end of each subscription term, we will automatically renew your subscription for the same length of term and process your payment method for payment of the then-applicable fees.

In the event that we update your payment method using information provided by our payment service providers (as described in the “Payments, Credits, and Refunds” section above), you authorize us to continue to charge the then-applicable fees to your updated payment method.

If we are unable to process payment through the payment method we have on file for you, or if you file a chargeback disputing charges made to your payment method and the chargeback is granted, we may suspend or terminate your subscription.

We reserve the right to change our Subscription Plans or adjust pricing for our Services at our sole discretion. Any price changes or changes to your subscription will take effect following notice to you, except as otherwise required by applicable law.

8.5 Interactive Session Restrictions

You may not do any of the following while accessing or using the Interactive Sessions:

• use the Interactive Sessions for any purpose other than to perform the activities as instructed by Medgraduates’s labs;
• provide web, database, or forum access, or engage in cryptocurrency mining, on or through the Interactive Sessions;
• exceed the usage limitations outlined on our Support Page;
• access or use the Interactive Sessions in any commercial production environment;
• take any action in the Interactive Sessions that results in a disruption or interference of our Services or the stability of our infrastructure; or
• use any data or information other than simulated, anonymous, non-personal, non-live data or information when accessing or using the Interactive Sessions.

These restrictions are in addition to those listed elsewhere in these Terms, including in the “Content and Behavior Rules” and “Medgraduates’s Rights” sections above.

8.6 Subscription Disclaimers

We make no guarantees as to the availability of any specific content in any Subscription Plan or as to any minimum amount of content in any Subscription Plan. At any point in the future, we reserve the right to offer or cease to offer additional features to any Subscription Plan, or to otherwise modify or terminate a Subscription Plan at our sole discretion. We have no responsibility to preserve or store the content inputted by you in connection with your use of any Subscription Plan. These disclaimers are in addition to those listed in the “Disclaimers” section below.

9. Miscellaneous Legal Terms

These Terms are like any other contract, and they have boring but important legal terms that protect us from the countless things that could happen and that clarify the legal relationship between us and you.

9.1 Binding Agreement

You agree that by registering, accessing, or using our Services, you are agreeing to enter into a legally binding contract with Medgraduates. If you do not agree to these Terms, do not register, access, or otherwise use any of our Services.

If you are an instructor accepting these Terms and using our Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.

Any version of these Terms in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

These Terms (including any agreements and policies linked from these Terms) constitute the entire agreement between you and us (which include, if you are an instructor, the Instructor Terms and the Promotions Policy).

If any part of these Terms is found to be invalid or unenforceable by applicable law, then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect.

Even if we are delayed in exercising our rights or fail to exercise a right in one case, it doesn’t mean we waive our rights under these Terms, and we may decide to enforce them in the future. If we decide to waive any of our rights in a particular instance, it doesn’t mean we waive our rights generally or in the future.

The following sections shall survive the expiration or termination of these Terms: Sections 2 (Content Enrollment and Lifetime Access), 5 (Medgraduates’s Rights to Content You Post), 6 (Using Medgraduates at Your Own Risk), 7 (Medgraduates’s Rights), 8.5 (Subscription Disclaimers), 9 (Miscellaneous Legal Terms), and 10 (Dispute Resolution).

9.2 Disclaimers

It may happen that our platform is down, either for planned maintenance or because something goes down with the site. It may happen that one of our instructors is making misleading statements in their content. It may also happen that we encounter security issues. These are just examples. You accept that you will not have any recourse against us in any of these types of cases where things don’t work out right. In legal, more complete language, the Services and their content are provided on an “as is” and “as available” basis. We (and our affiliates, suppliers, partners, and agents) make no representations or warranties about the suitability, reliability, availability, timeliness, security, lack of errors, or accuracy of the Services or their content, and expressly disclaim any warranties or conditions (express or implied), including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We (and our affiliates, suppliers, partners, and agents) make no warranty that you will obtain specific results from use of the Services. Your use of the Services (including any content) is entirely at your own risk. Some jurisdictions don’t allow the exclusion of implied warranties, so some of the above exclusions may not apply to you.

We may decide to cease making available certain features of the Services at any time and for any reason. Under no circumstances will Medgraduates or its affiliates, suppliers, partners or agents be held liable for any damages due to such interruptions or lack of availability of such features.

We are not responsible for delay or failure of our performance of any of the Services caused by events beyond our reasonable control, like an act of war, hostility, or sabotage; natural disaster; electrical, internet, or telecommunication outage; or government restrictions.

9.3 Limitation of Liability

There are risks inherent to using our Services, for example, if you access health and wellness content like yoga, and you injure yourself. You fully accept these risks and you agree that you will have no recourse to seek damages against even if you suffer loss or damage from using our platform and Services. In legal, more complete language, to the extent permitted by law, we (and our group companies, suppliers, partners, and agents) will not be liable for any indirect, incidental, punitive, or consequential damages (including loss of data, revenue, profits, or business opportunities, or personal injury or death), whether arising in contract, warranty, tort, product liability, or otherwise, and even if we’ve been advised of the possibility of damages in advance. Our liability (and the liability of each of our group companies, suppliers, partners, and agents) to you or any third parties under any circumstance is limited to the greater of $100 USD or the amount you have paid us in the 12 months before the event giving rise to your claims. Some jurisdictions don’t allow the exclusion or limitation of liability for consequential or incidental damages, so some of the above may not apply to you.

9.4 Indemnification

If you behave in a way that gets us in legal trouble, we may exercise legal recourse against you. You agree to indemnify, defend (if we so request), and hold harmless Medgraduates, our group companies, and their officers, directors, suppliers, partners, and agents from an against any third-party claims, demands, losses, damages, or expenses (including reasonable attorney fees) arising from: (a) the content you post or submit; (b) your use of the Services; (c) your violation of these Terms; or (d) your violation of any rights of a third party. Your indemnification obligation will survive the termination of these Terms and your use of the Services.

9.5 Governing Law and Jurisdiction

When these Terms mention “Medgraduates,” they’re referring to the Medgraduates entity that you’re contracting with. If you’re a student, your contracting entity and governing law will generally be determined based on your location.

Except in some cases as listed below, if you’re a student located in India, you’re contracting with Medgraduates India LLP and these Terms are governed by the laws of India, without reference to its choice or conflicts of law principles, and you consent to the exclusive jurisdiction and venue of the courts in Delhi, India.

If you’re a student located in a geographical region other than India, if you’re accessing our Services through one of our mobile applications (such as Medgraduates’s Android or iOS application) and payment is processed through a mobile platform provider’s payment system, or if you’re accessing our Services as an instructor, you’re contracting with Medgraduates, Inc. and these Terms are governed by the laws of the State of California, USA without reference to its choice or conflicts of law principles. In cases where the “Dispute Resolution” section below doesn’t apply to you, you consent to the exclusive jurisdiction and venue of federal and state courts in San Francisco, California, USA.

9.6 Legal Actions and Notices

No action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than one year after the cause of action has accrued, except where this limitation cannot be imposed by law.

Any notice or other communication to be given hereunder will be in writing and given by registered or certified mail return receipt requested, or email (by us to the email associated with your account or by you to notices@Medgraduates.com).

9.7 Relationship Between Us

You and we agree that no joint venture, partnership, employment, contractor, or agency relationship exists between us.

9.8 No Assignment

You may not assign or transfer these Terms (or the rights and licenses granted under them). For example, if you registered an account as an employee of a company, your account cannot be transferred to another employee. We may assign these Terms (or the rights and licenses granted under them) to another company or person without restriction. Nothing in these Terms confers any right, benefit, or remedy on any third-party person or entity. You agree that your account is non-transferable and that all rights to your account and other rights under these Terms terminate upon your death.

9.9 Sanctions and Export Laws

You warrant that you (as an individual or as a representative of any entity on whose behalf you use the Services) aren’t located in, or a resident of, any country that is subject to applicable U.S. trade sanctions or embargoes (such as Cuba, Iran, North Korea, Sudan, Syria, or the Crimea, Donetsk, or Luhansk regions). You also warrant that you aren’t a person or entity who is named on any U.S. government specially designated national or denied-party list.

If you become subject to such a restriction during the term of any agreement with Medgraduates, you will notify us within 24 hours, and we will have the right to terminate any further obligations to you, effective immediately and with no further liability to you (but without prejudice to your outstanding obligations to Medgraduates).

You may not access, use, export, re-export, divert, transfer or disclose any portion of the Services or any related technical information or materials, directly or indirectly, in violation of any United States and other applicable country export control and trade sanctions laws, rules and regulations. You agree not to upload any content or technology (including information on encryption) whose export is specifically controlled under such laws.

10. Dispute Resolution

If there’s a dispute, our Support Team is happy to help resolve the issue. If that doesn’t work and you live in the United States or Canada, your options are to go to small claims court or bring a claim in binding individual arbitration; you may not bring that claim in another court or participate in a non-individual class action claim against us.

This Dispute Resolution section (“Dispute Resolution Agreement”) applies only if you live in the United States or Canada. Most disputes can be resolved, so before bringing a formal legal case, please first try contacting our Support Team.

10.1 Dispute Resolution Overview

Medgraduates is committed to using its best efforts to resolve disputes with its users, without the need for a formal legal claim to be filed. If an issue arises between us, you and Medgraduates agree to first work diligently and in good faith to reach a resolution that’s fair and equitable to both sides using the mandatory informal dispute resolution process described below. On occasion, a third party may be necessary to help resolve our dispute. This Dispute Resolution Agreement limits how these disputes can be resolved.

YOU AND MEDGRADUATES AGREE THAT ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE APPLICABILITY, BREACH, TERMINATION, VALIDITY, ENFORCEMENT, OR INTERPRETATION OF THEM, OR TO THE USE OF THE SERVICES OR COMMUNICATIONS WITH MEDGRADUATES (COLLECTIVELY, “DISPUTES”) THAT ARE NOT RESOLVED INFORMALLY MUST BE ADDRESSED SOLELY IN SMALL CLAIMS COURT OR BY BINDING INDIVIDUAL ARBITRATION AND AGREE TO WAIVE THE RIGHT TO A JURY TRIAL AND TO FILE A CASE IN ANY OTHER COURT.

YOU AND MEDGRADUATES FURTHER AGREE TO BRING CLAIMS AGAINST EACH OTHER IN AN INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE PROCEEDING WHETHER IN COURT OR IN ARBITRATION.

You and Medgraduates agree that this Dispute Resolution Agreement applies to each of us as well as all of our respective agents, attorneys, contractors, subcontractors, service providers, employees, and all others acting for, or on behalf of, you and Medgraduates. This Dispute Resolution Agreement is binding on your and Medgraduates’s respective heirs, successors, and assigns, and is governed by the Federal Arbitration Act.

10.2 Mandatory Informal Dispute Resolution Process

Before filing a claim against each other, you and Medgraduates must first participate in the informal dispute resolution process described in this section.

• The claiming party shall send to the other a short, written statement (“Claim Statement”) with their full name, mailing address, and email address explaining: (a) the nature and details of the Dispute; and (b) a proposal for resolving it (including any money being claimed and how that amount was calculated). Sending a Claim Statement tolls the running of any applicable statute of limitations for a 60-day period beginning on the date the Claim Statement is received. You should send your Claim Statement to Medgraduates by email to notices@Medgraduates.com, and you can also send it by certified mail to Medgraduates Attn: Legal, 600 Harrison Street, 3rd Floor, San Francisco, CA 94107. Medgraduates will send Claim Statements and respond to you at the email address associated with your Medgraduates account, unless you request otherwise.
• When either of us receives a Claim Statement, the parties will attempt in good faith to resolve it informally. If we’re unable to resolve it within 60 days from receipt, then we each have the right to initiate a formal claim against the other in small claims court or individual arbitration, subject to the terms of this Dispute Resolution Agreement.

Failure to complete this process is a material breach of the Terms, and no court or arbitrator shall have jurisdiction to hear or resolve any Disputes between you and Medgraduates.

10.3 Small Claims

Disputes raised but not resolved through the mandatory informal dispute resolution process can be brought in small claims court in: (a) San Francisco, California; (b) the county where you live; or (c) another place we both agree on. We each waive the right to bring any Disputes between us, in courts other than small claims court, including courts of general or special jurisdiction.

10.4 Arbitration

As the sole alternative to small claims court, you and Medgraduates have the right to resolve Disputes through individual arbitration. While there’s no judge or jury in an arbitration, the arbitrator has the power to award the same individual relief and must follow our agreement in the same way as a court. If one of us brings a Dispute to a court other than a small claims court, the other party can ask a court to require us both to go to arbitration. Either of us can also ask a court to halt a court proceeding while an arbitration proceeding is ongoing. To the extent that any cause of action or claim for relief can’t be addressed in arbitration, you and Medgraduates agree that all court proceedings shall be paused pending the resolution in arbitration of all arbitrable causes of action and claims for relief. Nothing in this Dispute Resolution Agreement is intended to limit the individual relief available to either of us in arbitration or small claims court.

If you and Medgraduates disagree on whether a Dispute must be arbitrated, the scope of the arbitrator’s powers, or the enforceability of any aspect of this Dispute Resolution Agreement, the arbitrator alone shall have, to the fullest extent permitted by law, the sole authority to address all such disagreements, including but not limited to those concerning or related to the formation, legality, interpretation, and enforceability of this Dispute Resolution Agreement. This provision doesn’t limit the procedure for challenging an improperly commenced arbitration.

Any court of competent jurisdiction will have the authority to enforce the requirements of this Dispute Resolution Agreement and, if necessary, enjoin the filing or prosecution of any arbitrations and the assessment of fees for any arbitration or mediation not conducted under this Dispute Resolution Agreement.

If the American Arbitration Association (“AAA”) or any other arbitration organization or arbitrator is, for any reason, unable to administer any arbitration required under this Dispute Resolution Agreement, you and Medgraduates shall negotiate in good faith on the substitution of another organization or individual to handle the arbitration. If we can’t agree on an alternative, you or Medgraduates may petition a court of competent jurisdiction to appoint an organization or individual to conduct the arbitration in a manner consistent with this Dispute Resolution Agreement for a cost comparable to that of the designated arbitration organization.

10.5 General Arbitration Rules

The arbitration process will differ depending on whether your claim is pursued individually or as part of a Mass Arbitration (defined below). The general arbitration rules outlined in this section (“General Arbitration Rules”) shall control, except in the case of a Mass Arbitration.

All arbitrations shall be before a single arbitrator. Except as otherwise provided in this Dispute Resolution Agreement, a party electing arbitration must initiate proceedings by filing an arbitration demand with the AAA. Arbitrations involving consumers will be governed by these Terms and the AAA Consumer Arbitration Rules and the AAA Consumer Due Process Protocol. Arbitrations involving all others, including instructors, will be governed by these Terms and the AAA Commercial Arbitration Rules and the AAA Optional Appellate Rules. If there’s a conflict between these Terms and any applicable AAA rules and protocols, these Terms will control.

Disputes that involve a claim of less than $15,000 USD in actual or statutory damages (but not including attorneys’ fees and incidental, consequential, punitive, and exemplary damages and any damage multipliers) must be resolved exclusively through binding, non-appearance-based individual arbitration based solely on the written submissions of the parties. All other arbitrations shall be conducted by phone, video conference, or based only on written submissions. Judgment on an arbitrator’s award may be entered in any court that has jurisdiction to do so.

To begin an arbitration proceeding with the AAA, the claiming party must send a letter describing the Dispute and requesting arbitration to the American Arbitration Association Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043 or by filing a request online through the AAA website.

10.6 Mass Arbitration Rules

If 25 or more claimants (each a “Mass Arbitration claimant”) or their lawyers file or disclose an intention to file demands for arbitration against Medgraduates raising substantially identical Disputes, and counsel for the claimants are the same or coordinated across the Disputes (a “Mass Arbitration”), these special rules shall apply.

Each Mass Arbitration claimant must complete the informal dispute resolution process described in this Dispute Resolution Agreement. Counsel for claimants shall file a single Claim Statement for all Mass Arbitration claimants that identifies all Mass Arbitration claimants by full name, mailing address, and email address. The Mass Arbitration claimants must then follow a “bellwether procedure” described below in which a group of up to 10 claimants proceed to arbitration (each a “bellwether arbitration”), followed by a mandatory mediation process through which the Disputes of Mass Arbitration claimants may be resolved. Any statutes of limitation applicable to Disputes of Mass Arbitration claimants shall be tolled from the submission of their Claim Statement until the mandatory mediation process has been completed.

Counsel for the Mass Arbitration claimants and Medgraduates’s counsel shall each select up to five claimants for bellwether arbitrations (not more than 10 in total) to be each promptly decided individually as a bellwether arbitration conducted under the General Arbitration Rules, with each case assigned to a separate arbitrator. If any other Mass Arbitration claimants have filed claims in arbitration, they shall promptly be dismissed without prejudice before the bellwether arbitrations may proceed. Each bellwether arbitration shall be completed within 120 days. No other demands for arbitration by Mass Arbitration claimants may be initiated during the pendency of the bellwether arbitrations and the mandatory mediation process which follows.

On the resolution of the 10 bellwether cases, Medgraduates’s counsel and counsel for the Mass Arbitration claimants shall participate promptly and in good faith in non-binding confidential mediation for a period of at least 60 days in a good faith effort to resolve all Disputes of the Mass Arbitration claimants. This mediation shall be conducted by the AAA under its then-current Mediation Procedures of the AAA, unless Medgraduates and the Mass Arbitration claimants mutually agree to another mediator and/or mediation procedure.

If the bellwether arbitrations and subsequent mediation are unsuccessful in resolving the Disputes of all Mass Arbitration claimants, then those Mass Arbitration claimants whose Disputes haven’t been resolved may only pursue those Disputes on an individual basis in small claims court or with FairClaims, Inc. (“FairClaims”), and not the AAA or any other arbitral organization or arbitrator, under FairClaims’ Small Claims Rules & Procedures. To the extent that any cause of action or claim for relief can’t be addressed by FairClaims under its Small Claims Rules & Procedures, you and Medgraduates agree that any court proceedings involving Mass Arbitration claimants and Medgraduates shall be paused pending the final resolution in arbitration with FairClaims of all arbitrable causes of action and claims for relief.

If the Mass Arbitration Rules are determined to be unenforceable for any reason in a decision of any arbitrator or court as to which further review is foreclosed and all motions, appeals, and petitions for review have been resolved fully (a “Final Determination”), then you and Medgraduates agree that all unresolved Disputes between Mass Arbitration claimants and Medgraduates must be filed in and resolved by a court of competent jurisdiction only (including on a class action basis if the Dispute qualifies), and shall not be filed in, pursued further, or resolved through arbitration or otherwise be subject to any contractual obligation to arbitrate. To the extent that any arbitrations filed by or on behalf of Mass Arbitration claimants are still pending after a Final Determination, those claimants shall immediately dismiss such arbitrations without prejudice. A finding that these Mass Arbitration Rules are unenforceable for any reason, including any Final Determination, shall have no effect on the validity or enforceability of any other provisions of these Terms, including those set forth in this Dispute Resolution Agreement.

10.7 Fees and Costs

You and Medgraduates agree that each party will bear its own costs and attorneys’ fees in the event of a dispute, provided, however, that either party may recover fees and costs to the extent permitted by applicable law. If a court or an arbitrator determines that an arbitration has been brought or threatened in bad faith, or that the demand was frivolous or asserted for an improper purpose, the court or arbitrator may, to the fullest extent permitted by law, award attorneys’ fees to the party defending against the claim just as a court could.

10.8 No Class Actions

Except as expressly provided for in connection with the Mass Arbitration Rules, we both agree that we can each only bring claims against the other on an individual basis. This means: (a) neither of us can bring a claim as a plaintiff or class member in a class action, consolidated action, or representative action; (b) an arbitrator can’t combine multiple people’s claims into a single case (or preside over any consolidated, class, or representative action); and (c) an arbitrator’s decision or award in one claimant’s case can only decide the disputes of that user, not other users. Nothing in this Dispute Resolution Agreement limits the parties’ rights to resolve a Dispute by mutual agreement through a class-wide settlement of claims.

10.9 Changes

Notwithstanding the “Updating these Terms” section below, if Medgraduates changes this “Dispute Resolution” section after the date you last indicated acceptance to these Terms, you may reject any such change by providing Medgraduates written notice of such rejection by mail or hand delivery to Medgraduates Attn: Legal, 600 Harrison Street, 3rd Floor, San Francisco, CA 94107, or by email from the email address associated with your Medgraduates account to notices@Medgraduates.com, within 30 days of the date such change became effective, as indicated by the “last updated on” language above. To be effective, the notice must include your full name and clearly indicate your intent to reject changes to this “Dispute Resolution” section. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Medgraduates in accordance with the provisions of this “Dispute Resolution” section as of the date you last indicated acceptance to these Terms.

10.10 Improperly Commenced Arbitration

If either party believes that the other has initiated an arbitration in violation of this Dispute Resolution Agreement, if such an arbitration is threatened, or if either party has reason to believe an improperly commenced arbitration is imminent, the party against whom the arbitration has been or will be initiated may seek an order from a court of competent jurisdiction enjoining the arbitration from being filed or continued, and awarding its fees and costs, including reasonable attorneys’ fees, incurred in connection with seeking the order.

11. Updating These Terms

From time to time, we may update these Terms to clarify our practices or to reflect new or different practices (such as when we add new features), and Medgraduates reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If we make any material change, we will notify you using prominent means, such as by email notice sent to the email address specified in your account or by posting a notice through our Services. Modifications will become effective on the day they are posted unless stated otherwise.

Your continued use of our Services after changes become effective shall mean that you accept those changes. Any revised Terms shall supersede all previous Terms.

12. How to Contact Us

The best way to get in touch with us is to contact our Support Team. We’d love to hear your questions, concerns, and feedback about our Services.

Thanks for teaching and learning with us!

 

 

 

 

Privacy Policy

This Privacy Policy was last updated on August 14, 2023.

Thank you for joining Medgraduates. We at Medgraduates (“Medgraduates”, “we”, “us”) respect your privacy and want you to understand how we collect, use, and share data about you. This Privacy Policy covers our data collection practices and describes your rights regarding your personal data.

Unless we link to a different policy or state otherwise, this Privacy Policy applies when you visit or use Medgraduates websites, mobile applications, APIs, or related services (the “Services”). It also applies to prospective customers of our business and enterprise products.

By using the Services, you agree to the terms of this Privacy Policy. You shouldn’t use the Services if you don’t agree with this Privacy Policy or any other agreement that governs your use of the Services.

Table of Contents

• What Data We Get
• How We Get Data About You
• What We Use Your Data For
• Who We Share Your Data With
• Security
• Your Rights
• Jurisdiction-Specific Rules
• Updates & Contact Info

1. What Data We Get

We collect certain data from you directly, like information you enter yourself, data about your consumption of content, and data from third-party platforms you connect with Medgraduates. We also collect some data automatically, like information about your device and what parts of our Services you interact with or spend time using. All data listed in this section is subject to the following processing activities: collecting, recording, structuring, storing, altering, retrieving, encrypting, pseudonymizing, erasing, combining, and transmitting.

1.1 Data You Provide to Us

We may collect different data from or about you depending on how you use the Services. Below are some examples to help you better understand the data we collect.

When you create an account and use the Services, including through a third-party platform, we collect any data you provide directly, including:

Category of Personal Data	Description	Legal Basis for Processing
Account Data	In order to use certain features (like accessing content), you need to create a user account, which requires us to collect and store your email address, password, and account settings. To create an instructor account, we collect and store your name, email address, password, and account settings. As you use certain features on the site, you may be prompted to submit additional information including occupation, government ID information, verification photo, date of birth, race/ethnicity, skill interests, and phone number. Upon account creation, we assign you a unique identifying number.	·         Performance of contract ·         Legitimate interests (service provisioning, ·         identity verification, fraud prevention and ·         security, communication)
Profile Data	You can also choose to provide profile information like a photo, headline, biography, language, website link, social media profiles, country, or other data. Your Profile Data will be publicly viewable by others.	·         Performance of contract ·         Legitimate interests (enhanced platform ·          functionality, convey content source ·          information)
Shared Content	Parts of the Services let you interact with other users or share content publicly, including by uploading courses and other educational content, posting reviews about content, asking or answering questions, sending messages to students or instructors, or posting photos or other work you upload. Such shared content may be publicly viewable by others depending on where it is posted.	·         Performance of contract ·         Legitimate interests (service provisioning, ·         enhanced platform functionality)
Learning Data	When you access content, we collect certain data including which courses, assignments, labs, workspaces, and quizzes you’ve started and completed; content and subscription purchases and credits; subscriptions; completion certificates; your exchanges with instructors, teaching assistants, and other students; and essays, answers to questions, and other items submitted to satisfy course and related content requirements.	·         Performance of contract ·         Legitimate interests (service provisioning, enhanced platform functionality)
Student Payment Data	If you make purchases, we collect certain data about your purchase (such as your name, billing address, and ZIP code) as necessary to process your order and which may optionally be saved to process future orders. You must provide certain payment and billing data directly to our payment service providers, including your name, credit card information, billing address, and ZIP code. We may also receive limited information, like the fact that you have a new card and the last four digits of that card, from payment service providers to facilitate payments. For security, Medgraduates does not collect or store sensitive cardholder data, such as full credit card numbers or card authentication data.	·         Performance of contract ·         Legal obligation ·         Legitimate interests (payment facilitation, fraud prevention and security, compliance)
Instructor Payment Data	If you are an instructor, you can link your PayPal, Payoneer, or other payment account to the Services to receive payments. When you link a payment account, we collect and use certain information, including your payment account email address, account ID, physical address, or other data necessary for us to send payments to your account. In some instances, we may collect ACH or wire information to send payments to your account. In order to comply with applicable laws, we also work with trusted third parties who collect tax information as legally required. This tax information may include residency information, tax identification numbers, biographical information, and other personal information necessary for taxation purposes. For security, Medgraduates does not collect or store sensitive bank account information. The collection, use, and disclosure of your payment, billing, and taxation data is subject to the privacy policy and other terms of your payment account provider.	·         Performance of contract ·         Legal obligation ·         Legitimate interests (service provisioning, payment facilitation, fraud prevention and security, compliance)
Data About Your Accounts on Other Services	We may obtain certain information through your social media or other online accounts if they are connected to your Medgraduates account. If you log in to Medgraduates via Facebook or another third-party platform or service, we ask for your permission to access certain information about that other account. For example, depending on the platform or service we may collect your name, profile picture, account ID number, login email address, location, physical location of your access devices, gender, birthday, and list of friends or contacts. Those platforms and services make information available to us through their APIs. The information we receive depends on what information you (via your privacy settings) or the platform or service decide to give us. If you access or use our Services through a third-party platform or service, or click on any third-party links, the collection, use, and sharing of your data will also be subject to the privacy policies and other agreements of that third party.	·         Legitimate interests (identity verification, user experience improvement)
Sweepstakes, Promotions, and Surveys	We may invite you to complete a survey or participate in a promotion (like a contest, sweepstakes, or challenge), either through the Services or a third-party platform. If you participate, we will collect and store the data you provide as part of participating, such as your name, email address, postal address, date of birth, or phone number. That data is subject to this Privacy Policy unless otherwise stated in the official rules of the promotion or in another privacy policy. The data collected will be used to administer the promotion or survey, including for notifying winners and distributing rewards. To receive a reward, you may be required to allow us to post some of your information publicly (like on a winner’s page). Where we use a third-party platform to administer a survey or promotion, the third party’s privacy policy will apply.	·         Performance of contract ·         Legitimate interests (promotions administration, prize delivery, compliance)
Communications and Support	If you contact us for support or to report a problem or concern (regardless of whether you have created an account), we collect and store your contact information, messages, and other data about you like your name, email address, messages, location, Medgraduates user ID, refund transaction IDs, and any other data you provide or that we collect through automated means (which we cover below). We use this data to respond to you and research your question or concern, in accordance with this Privacy Policy.	·         Legitimate interests (customer and technical support)

The data listed above is stored by us and associated with your account.

1.2 Data We Collect through Automated Means

When you access the Services (including browsing content), we collect certain data by automated means, including:

Category of Personal Data	Description	Legal Basis for Processing
System Data	Technical data about your computer or device, like your IP address, device type, operating system type and version, unique device identifiers, browser, browser language, domain and other systems data, and platform types.	·         Performance of contract ·         Legitimate interests ·          (service provisioning, customer ·         and technical support, fraud ·          prevention and security, ·          communication, ·          product improvement)
Usage Data	Usage statistics about your interactions with the Services, including content accessed, time spent on pages or the Service, pages visited, features used, your search queries, click data, date and time, referrer, and other data regarding your use of the Services.	·         Legitimate interests ·          (service provisioning, ·         user experience ·          improvement, ·          product improvement)
Approximate Geographic Data	An approximate geographic location, including information like country, city, and geographic coordinates, calculated based on your IP address.	·         Legitimate interests ·         (user experience improvement, ·         fraud prevention and security, ·          compliance)

The data listed above is collected through the use of server log files and tracking technologies, as detailed in the “Cookies and Data Collection Tools” section below. It is stored by us and associated with your account.

1.3 Data From Third Parties

If you are a Medgraduates Business enterprise or corporate prospect, in addition to information you submit to us, we may collect certain business contact information from third-party commercial sources.

2. How We Get Data About You

We use tools like cookies, web beacons, and similar tracking technologies to gather the data listed above. Some of these tools offer you the ability to opt out of data collection.

2.1 Cookies and Data Collection Tools

We use cookies, which are small text files stored by your browser, to collect, store, and share data about your activities across websites, including on Medgraduates. They allow us to remember things about your visits to Medgraduates, like your preferred language, and to make the site easier to use. To learn more about cookies, visit https://cookiepedia.co.uk/all-about-cookies. We may also use clear pixels in emails to track deliverability and open rates.

Medgraduates and service providers acting on our behalf (like Google Analytics and third-party advertisers) use server log files and automated data collection tools like cookies, tags, scripts, customized links, device or browser fingerprints, and web beacons (together, “Data Collection Tools“) when you access and use the Services. These Data Collection Tools automatically track and collect certain System Data and Usage Data (as detailed in Section 1) when you use the Services. In some cases, we tie data gathered through those Data Collection Tools to other data that we collect as described in this Privacy Policy.

2.2 Why We Use Data Collection Tools

Medgraduates uses the following types of Data Collection Tools for the purposes described:

• Strictly Necessary: These Data Collection Tools enable you to access the site, provide basic functionality (like logging in or accessing content), secure the site, protect against fraudulent logins, and detect and prevent abuse or unauthorized use of your account. These are required for the Services to work properly, so if you disable them, parts of the site will break or be unavailable.
• Functional: These Data Collection Tools remember data about your browser and your preferences, provide additional site functionality, customize content to be more relevant to you, and remember settings affecting the appearance and behavior of the Services (like your preferred language or volume level for video playback).
• Performance: These Data Collection Tools help measure and improve the Services by providing usage and performance data, visit counts, traffic sources, or where an application was downloaded from. These tools can help us test different versions of Medgraduates to see which features or content users prefer and determine which email messages are opened.
• Advertising: These Data Collection Tools are used to deliver relevant ads (on the site and/or other sites) based on things we know about you like your Usage and System Data (as detailed in Section 1), and things that the ad service providers know about you based on their tracking data. The ads can be based on your recent activity or activity over time and across other sites and services. To help deliver tailored advertising, we may provide these service providers with a hashed, anonymized version of your email address (in a non-human-readable form) and content that you share publicly on the Services.
• Social Media: These Data Collection Tools enable social media functionality, like sharing content with friends and networks. These cookies may track a user or device across other sites and build a profile of user interests for targeted advertising purposes.

You can set your web browser to alert you about attempts to place cookies on your computer, limit the types of cookies you allow, or refuse cookies altogether. If you do, you may not be able to use some or all features of the Services, and your experience may be different or less functional. To learn more about managing Data Collection Tools, refer to Section 6.1 (Your Choices About the Use of Your Data) below.

3. What We Use Your Data For

We use your data to do things like provide our Services, communicate with you, troubleshoot issues, secure against fraud and abuse, improve and update our Services, analyze how people use our Services, serve personalized advertising, and as required by law or necessary for safety and integrity. We retain your data for as long as it is needed to serve the purposes for which it was collected.

We use the data we collect through your use of the Services to:

• Provide and administer the Services, including to facilitate participation in educational content, issue completion certificates, display customized content, and facilitate communication with other users (Account Data; Shared Content; Learning Data; System Data; Usage Data; Approximate Geographic Data);
• Process payments to instructors and other third parties (Student Payment Data; Instructor Payment Data);
• Process your requests and orders for educational content, products, specific services, information, or features (Account Data; Learning Data; Student Payment Data; System Data; Communications and Support);
• Communicate with you about your account by (Account Data; Shared Content; Learning Data; Sweepstakes, Promotions, and Surveys; System Data; Communications and Support):
  • Responding to your questions and concerns;
  • Sending you administrative messages and information, including messages from instructors, students, and teaching assistants; notifications about changes to our Service; and updates to our agreements;
  • Sending you information, such as by email or text messages, about your progress in courses and related content, rewards programs, new services, new features, promotions, newsletters, and other available instructor-created content (which you can opt out of at any time);
  • Sending push notifications to your wireless device to provide updates and other relevant messages (which you can manage from the “options” or “settings” page of the mobile app);
• Manage your account and account preferences and personalize your experience (Account Data; Learning Data; Student Payment Data; Instructor Payment Data; System Data, Usage Data, Cookie Data);
• Facilitate the Services’ technical functioning, including troubleshooting and resolving issues, securing the Services, and preventing fraud and abuse (Account Data; Student Payment Data; Instructor Payment Data; Communications and Support; System Data; Approximate Geographic Location);
• Verify the identity of instructors (Account Data; Instructor Payment Data);
• Solicit feedback from users (Account Data; Communications and Support);
• Market products, services, surveys, and promotions (Account Data; Learning Data; Sweepstakes, Promotions, and Surveys; Usage Data; Cookie Data);
• Market Subscription Plans to prospective customers (Account Data; Learning Data; Cookie Data);
• Learn more about you by linking your data with additional data through third-party data providers and/or analyzing the data with the help of analytics service providers (Account Data; Data About Your Accounts on Other Services; Usage Data; Cookie Data);
• Identify unique users across devices (Account Data; System Data; Cookie Data);
• Tailor advertisements across devices (Cookie Data);
• Improve our Services and develop new products, services, and features (all data categories);
• Analyze trends and traffic, track purchases, and track usage data (Account Data; Learning Data; Student Payment Data; Communications and Support; System Data; Usage Data; Approximate Geographic Data; Cookie Data);
• Advertise the Services on third-party websites and applications (Account Data; Cookie Data);
• As required or permitted by law (all data categories); or
• As we, in our sole discretion, otherwise determine to be necessary to ensure the safety or integrity of our users, employees, third parties, the public, or our Services (all data categories).

4. Who We Share Your Data With

We share certain data about you with instructors, other students, companies performing services for us, Medgraduates` affiliates, our business partners, analytics and data enrichment providers, your social media providers, companies helping us run promotions and surveys, and advertising companies who help us promote our Services. We may also share your data as needed for security, legal compliance, or as part of a corporate restructuring. Lastly, we can share data in other ways if it is aggregated or de-identified or if we get your consent.

We may share your data with third parties under the following circumstances or as otherwise described in this Privacy Policy:

• With Your Instructors: We share data that we have about you (except your email address) with instructors or teaching assistants for educational content you access or request information about, so they can improve their content for you and other students. This data may include things like your country, browser language, operating system, device settings, the site that brought you to Medgraduates, and certain activities on Medgraduates, like enrolled courses and course review. We will not share your email address with instructors or teaching assistants. (Account Data; System Data; Usage Data; Approximate Geographic Data)
• With Other Students and Instructors: Depending on your settings, your shared content and profile data may be publicly viewable, including to other students and instructors. If you ask a question to an instructor or teaching assistant, your information (including your name) may also be publicly viewable. (Account Data; Profile Data; Shared Content)
• With Service Providers, Contractors, and Agents: We share your data with third-party companies who perform services on our behalf, like payment processing, fraud and abuse prevention, data analysis, marketing and advertising services (including retargeted advertising), email and hosting services, and customer services and support. These service providers may access your personal data and are required to use it solely as we direct, to provide our requested service. (All data categories)
• With Medgraduates Affiliates: We may share your data within our corporate family of companies that are related by common ownership or control to enable or support us in providing the Services. (All data categories)
• With Business Partners: We have agreements with other websites and platforms to distribute our Services and drive traffic to Medgraduates. Depending on your location, we may share your data with these trusted partners. (Account Data; Learning Data; Communications and Support; System Data)
• With Credit-Granting Organizations for Continuing Education: If you take a course to fulfill a continuing professional education requirement, we may share that information upon request of the organization granting the continuing education credit. (Account Data; Learning Data)
• With Analytics and Data Enrichment Services: As part of our use of third-party analytics tools like Google Analytics and data enrichment services like ZoomInfo, we share certain contact information or de-identified data. De-identified data means data where we’ve removed things like your name and email address and replaced it with a token ID. This allows these providers to provide analytics services or match your data with publicly-available database information (including contact and social information from other sources). We do this to communicate with you in a more effective and customized manner. (Account Data; System Data; Usage Data; Cookie Data)
• To Power Social Media Features: The social media features in the Services (like the Facebook Like button) may allow the third-party social media provider to collect things like your IP address and which page of the Services you’re visiting, and to set a cookie to enable the feature. Your interactions with these features are governed by the third-party company’s privacy policy. (System Data; Usage Data; Cookie Data)
• To Administer Promotions and Surveys: We may share your data as necessary to administer, market, or sponsor promotions and surveys you choose to participate in, as required by applicable law (like to provide a winners list or make required filings), or in accordance with the rules of the promotion or survey. (Account Data; Sweepstakes, Promotions, and Surveys)
• For Advertising: If we decide to use an advertising-supported revenue model in the future, we may use and share certain System Data and Usage Data with third-party advertisers and networks to show general demographic and preference information among our users. We may also allow advertisers to collect System Data through Data Collection Tools (as detailed in Section 2.1), to use this data to offer you targeted ad delivery to personalize your user experience (through behavioral advertising) and to undertake web analytics. Advertisers may also share with us the data they collect about you. To learn more or opt out from participating ad networks’ behavioral advertising, see Section 6.1 (Your Choices About the Use of Your Data) below. Note that if you opt out, you’ll continue to be served generic ads. (System Data)
• For Security and Legal Compliance: We may disclose your data (all data categories) to third parties if we (in our sole discretion) have a good faith belief that the disclosure is:
  • Requested as part of a judicial, governmental, or legal inquiry, order, or proceeding;
  • Reasonably necessary as part of a valid subpoena, warrant, or other legally-valid request;
  • Reasonably necessary to enforce our Terms of Use, Privacy Policy, and other legal agreements;
  • Required to detect, prevent, or address fraud, abuse, misuse, potential violations of law (or rule or regulation), or security or technical issues;
  • Reasonably necessary in our discretion to protect against imminent harm to the rights, property, or safety of Medgraduates, our users, employees, members of the public, or our Services;
  • We may also disclose data about you to our auditors and legal advisors in order to assess our disclosure obligations and rights under this Privacy Policy; or
  • Required or permitted by law.
• During a Change in Control: If Medgraduates undergoes a business transaction like a merger, acquisition, corporate divestiture, or dissolution (including bankruptcy), or a sale of all or some of its assets, we may share, disclose, or transfer all of your data to the successor organization during such transition or in contemplation of a transition (including during due diligence). (All data categories)
• After Aggregation/De-identification: We may disclose or use aggregated or de-identified data for any purpose.
• With Your Permission: With your consent, we may share data to third parties outside the scope of this Privacy Policy. (All data categories)

5. Security

We use appropriate security based on the type and sensitivity of data being stored. As with any internet-enabled system, there is always a risk of unauthorized access, so it’s important to protect your password and to contact us if you suspect any unauthorized access to your account.

Medgraduates takes appropriate security measures to protect against unauthorized access, alteration, disclosure, or destruction of your personal data that we collect and store. These measures vary based on the type and sensitivity of the data. Unfortunately, however, no system can be 100% secured, so we cannot guarantee that communications between you and Medgraduates, the Services, or any information provided to us in connection with the data we collect through the Services will be free from unauthorized access by third parties. Your password is an important part of our security system, and it is your responsibility to protect it. You should not share your password with any third party, and if you believe your password or account has been compromised, you should change it immediately and contact our Support Team with any concerns.

6. Your Rights

You have certain rights around the use of your data, including the ability to opt out of promotional emails, cookies, and collection of your data by certain third parties. You can update or terminate your account from within our Services, and can also contact us for individual rights requests about your personal data. Parents who believe we’ve unintentionally collected personal data about their underage child should contact us for help deleting that information.

6.1 Your Choices About the Use of Your Data

You can choose not to provide certain data to us, but you may not be able to use certain features of the Services.

• To stop receiving promotional communications from us, you can opt out by using the unsubscribe mechanism in the promotional communication you receive or by changing the email preferences in your account. Note that regardless of your email preference settings, we will send you transactional and relationship messages regarding the Services, including administrative confirmations, order confirmations, important updates about the Services, and notices about our policies.
• If you’re located in the European Economic Area, you may opt out of certain Data Collection Tools by clicking the “Cookie settings“ link at the bottom of any page.
• The browser or device you use may allow you to control cookies and other types of local data storage. To learn more about managing cookies, visit https://cookiepedia.co.uk/how-to-manage-cookies. Your wireless device may also allow you to control whether location or other data is collected and shared.
• To get information and control cookies used for tailored advertising from participating companies, see the consumer opt-out pages for the Network Advertising Initiative and Digital Advertising Alliance, or if you’re located in the European Economic Area, visit the Your Online Choices site. If you’re located in Japan, visit the Digital Advertising Consortium. To opt out of Google’s display advertising or customize Google Display Network ads, visit the Google Ads Settings page. To opt out of Taboola’s targeted ads, see the Opt-out Link in their Cookie Policy.
• To opt out of allowing Google Analytics, Mixpanel, ZoomInfo, or Clearbit to use your data for analytics or enrichment, see the Google Analytics Opt-out Browser Add-on, Mixpanel Opt-Out Cookie, ZoomInfo’s policy, and Clearbit data claiming mechanism.
• Apple iOS, Android OS, and Microsoft Windows each provide their own instructions on how to control in-app tailored advertising. For other devices and operating systems, you should review your privacy settings on that platform.

If you have any questions about your data, our use of it, or your rights, contact us at info@medgraduates.com.

6.2 Accessing, Updating, and Deleting Your Personal Data

You can access and update your personal data that Medgraduates collects and maintains as follows:

• To update data you provide directly, log into your account and update your account at any time.
• To terminate your account:
  • If you are a student, visit your profile settings page and follow the steps detailed here.
  • If you are an instructor, follow the steps detailed here.
  • If you have any issues terminating your account, please contact our Support Team.
  • Please note: even after your account is terminated, some or all of your data may still be visible to others, including without limitation any data that has been (a) copied, stored, or disseminated by other users (including comments on content); (b) shared or disseminated by you or others (including in your shared content); or (c) posted to a third-party platform. Even after your account is terminated, we retain your data for as long as we have a legitimate purpose to do so (and in accordance with applicable law), including to assist with legal obligations, resolve disputes, and enforce our agreements. We may retain and disclose such data pursuant to this Privacy Policy after your account has been terminated.
• To request to access, correct, or delete your personal data, please use our online form here. You can also submit these requests by emailing info@medgraduates.com or writing to us at Medgraduates, Attn: Privacy/Legal Team, 600 Harrison Street, 3rd floor, San Francisco CA 94107. Please allow up to 30 days for a response. For your protection, we may require that the request be sent through the email address associated with your account, and we may need to verify your identity before implementing your request. Please note that we retain certain data where we have a lawful basis to do so, including for mandatory record-keeping and to complete transactions.

6.3 Our Policy Concerning Children

We recognize the privacy interests of children and encourage parents and guardians to take an active role in their children’s online activities and interests. Individuals younger than 18 years of age, but of the required age for consent to use online services where they live (for example, 13 in the US or 16 in Ireland), may not set up an account, but may have a parent or guardian open an account and help them access appropriate content. Individuals younger than the required age for consent to use online services may not use the Services. If we learn that we’ve collected personal data from a child under those ages, we will take reasonable steps to delete it.

Parents who believe that Medgraduates may have collected personal data from a child under those ages can submit a request that it be removed to info@medgraduates.com.

7. Jurisdiction-Specific Rules

If you live in California, you have certain rights related to accessing and deleting your data, as well as learning who we share your data with. If you live in Australia, you have the right to make a formal complaint with the appropriate government agency. Users outside of the United States should note that we transfer data to the US and other areas outside of the European Economic Area.

7.1 Users in California

Users who are California residents have certain rights under the California Consumer Privacy Act, (“CCPA”). If you are an eligible California user, included in these rights are:

• “Right to Know” — You have the right to request to know more about the categories and specific pieces of personal information that we have collected about you and access a copy of your personal information.
• “Right to Correction” — You have the right to have inaccurate personal information about you corrected.
• “Right to Deletion” — You have the right to request deletion of personal information that we have collected about you.
• “Right to Non-Discrimination” — If you choose to exercise any of your rights under CCPA, Medgraduates will treat you like all other users. In other words, there is no penalty for exercising your rights under CCPA.
• “Right to Opt-Out” – You have the right to opt out of the sale of your personal information.

CCPA has a specific definition of a “sale” and while Medgraduates does not, in the traditional sense, sell your personal information or the personal information of any of our users, we do use cookies that make non-personally identifiable information available to select third-parties. To opt out of such a “sale,” click on the “Do Not Sell My Personal Information” link at the bottom of this page.

To exercise any of these rights under CCPA, please email info@medgraduates.com or write to us at Medgraduates, Attn: Privacy/Legal Team, 600 Harrison Street, 3rd floor, San Francisco CA 94107. CCPA allows you to designate an authorized agent to make these requests on your behalf. For your protection, we may require that the request be sent through the email address associated with your account, and we may need to verify you and/or your agent’s identity before fulfilling your request.

Additionally, for more information about the personal information we collect and how we collect it, please see the sections above entitled “What Data We Get” and “How We Get Data About You.”

To learn about the business and commercial purposes for which your personal information is collected and the categories of service providers who have access to your personal information, please see the sections above entitled “What We Use Your Data For” and “Who We Share Your Data With.”

As a California resident, you also have the right to request certain details about what personal information we share with third parties for those third parties’ direct marketing purposes. To submit your request, send an email to info@medgraduates.com with the phrase “California Shine the Light” and include your mailing address, state of residence, and email address.

Since there is no widely accepted standard for the browser-initiated Do Not Track signal, we do not currently recognize or respond to Do Not Track signals.

7.2 Users in Nevada

Medgraduates does not sell its users’ personal information or personal data. Nonetheless, Nevada residents have the right to submit a request that we do not sell your covered personal information, which you can do by emailing info@medgraduates.com or writing to us at Medgraduates, Attn: Privacy/Legal Team, 600 Harrison Street, 3rd floor, San Francisco CA 94107.

7.3 Users in Australia

If you are an Australia resident and you have a complaint, you may refer it to the office of the Australian Information Commissioner (“OAIC”). You can contact OAIC by visiting www.oaic.gov.au; forwarding an email to enquiries@oaic.gov.au; telephoning 1300 363 992; or writing to OAIC at GPO Box 5218, Sydney NSW 2001. You may contact our privacy team at info@medgraduates.com to make a complaint about a breach of the Australian Privacy Principles which will be responded to within 30 days.

7.4 Users in the European Economic Area (“EEA”) and United Kingdom (“UK”)

If you are located in the EEA or UK, you have the right to request access to your data in a portable format and to request the rectification, erasure, restriction of processing, or objection to processing of your personal data. You also have the right to obtain a free copy of the Standard Contractual Clauses referenced in Section 7.5. You may use the information in Section 6.2 to submit your request. Additionally, if you are located in the EEA, UK, or Switzerland, you also have the right to lodge a complaint with your supervisory authority.

Personal data is also processed outside of the UK, Switzerland, and the EEA by our Medgraduates group companies, or our service providers, including to process transactions, facilitate payments, and provide support services as described in Section 4. We use the Controller-to-Processor Standard Contractual Clauses adopted by the European Commission to facilitate transfers of personal data from the EEA to third countries and have entered into data processing agreements with our service providers and Medgraduates group companies to restrict and regulate their processing of your data. By submitting your data or using our Services, you consent to this transfer, storage, and processing by Medgraduates and its processors.

7.5 Users Outside of the U.S.

In order to provide the Services to you, we must transfer your data to the United States and process it there. If you are using the Services from outside the United States, you consent to the transfer, storage, and processing of your data in and to the United States or other countries.

8. Updates & Contact Info

When we make a material change to this policy, we’ll notify users via email, in-product notice, or another mechanism required by law. Changes become effective the day they’re posted. Please contact us via email or postal mail with any questions, concerns, or disputes.

8.1 Modifications to This Privacy Policy

From time to time, we may update this Privacy Policy. If we make any material change to it, we will notify you via email, through a notification posted on the Services, or as required by applicable law. We will also include a summary of the key changes. Unless stated otherwise, modifications will become effective on the day they are posted.

As permitted by applicable law, if you continue to use the Services after the effective date of any change, then your access and/or use will be deemed an acceptance of (and agreement to follow and be bound by) the revised Privacy Policy. The revised Privacy Policy supersedes all previous Privacy Policies.

8.2 Interpretation

Any capitalized terms not defined in this policy are defined as specified in Medgraduates ‘s Terms of Use. Any version of this Privacy Policy in a language other than English is provided for convenience. If there is any conflict with a non-English version, you agree that the English language version will control.

8.3 Questions

If you have any questions, concerns, or disputes regarding our Privacy Policy, please feel free to contact our privacy team (including our Data Protection Officer) at info@medgraduates.com. You can also send postal mail to us at Medgraduates, Attn: Legal, 600 Harrison Street, 3rd Floor, San Francisco, CA 94107.

 

 

 

 

 

 

 

 

Intellectual Property Policy

This Intellectual Property Policy was last updated on November 4, 2021.

Medgraduates is a technology platform that enables anyone anywhere to create and share educational content. We host hundreds and thousands of courses on our online learning marketplace. Our marketplace model means we don’t review or edit the content for legal issues, and we aren’t in a position to determine the legality of the content. However, Medgraduates respects the intellectual property rights of others and expects instructors on Medgraduates to do the same. When instructors post content on Medgraduates, they make the promise that they have the necessary authorization or rights to use that content.

Infringing activity is not tolerated on or through our platform.

This policy addresses what we do in the event of copyright takedown notices from content owners and trademark takedown notices from trademark owners with respect to the content on the Medgraduates platform. The policy also addresses what we do when Medgraduates instructors’ courses are copied on third-party platforms without their consent.

• Copyright Takedown Notices
  • How to File a Copyright Takedown Notice
  • Counter-Notification
• Trademark Takedown Notices
  • How to File a Trademark Takedown Notice
• Infringement of your Medgraduates Content on Third-Party Platforms
• Designated Agent Contact Information

Copyright Takedown Notices

Medgraduates’s policy is to remove content from our service when it is reported as infringing in a copyright takedown notice received from the owner of the original content. It’s also our policy to remove all content from any instructor who’s determined to be a repeat infringer (for whom Medgraduates has received more than two valid copyright takedown notices). We reserve the right to terminate an instructor’s account at any time, including when they post content in violation of the copyrights of others.

How to File a Copyright Takedown Notice

If you’d like to report content on the Medgraduates platform and if you are the owner or the designated agent of the owner of the rights to the content that you believe the content is infringing, the most efficient way is to use this copyright complaint form (form in English only). You may also submit notices of alleged copyright infringement to our designated copyright agent, identified below.

Before you submit a copyright takedown notice, please remember these important things:

1. We cannot process a copyright claim that is not submitted by the owner of the copyright or its designated agent. This is because we have no way of knowing whether the instructor who published the content you are reporting has received proper permission from the owner to use the content. We’ll ask you to provide an electronic signature to confirm that you’re the copyright owner or have authority to represent the copyright owner (including if the copyright owner is an organization). If you don’t own the content that you’re reporting, you’re welcome to reach out to the owner and provide them with Medgraduates’s copyright complaint form.
2. Knowingly submitting a false or misleading copyright takedown notice is illegal and you could be held liable and have to pay damages as a result. Medgraduates reserves the right to seek damages from anyone who submits a notification of claimed infringement in violation of the law.
3. Consider whether the use of your material in the content is “fair use.” Copyright law includes a “fair use” exception for certain uses of copyrighted content that are considered to be in the public interest. Before you submit a copyright claim, make sure that use of the copied content does not qualify as fair use. Fair use covers things like criticism, commentary, news reporting, and research. In considering whether the content’s use of your material qualifies as fair use, you should look at:
   • The purpose of the use (whether the content is paid or unpaid, whether the content critiques/parodies/transforms your material)
   • The type of copyrighted work being used (whether your work is factual or creative)
   • The portion being used (whether the content uses small, necessary excerpts of your material or substantial portions of it)
   • The effect on the market for your material (whether potential buyers would purchase the content instead of your material)
4. There are types of content that aren’t protected by copyright. Copyright law doesn’t cover short phrases (like business names, book titles, and slogans), intangible concepts (like processes, ideas, and recipes), or facts. Before you submit a copyright claim, make sure that the copied content is indeed protected by copyright. If you need to report a trademark violation, please follow the steps outlined in the How to Submit a Trademark Takedown Notice section below.
5. Your copyright claim has to be sufficiently substantiated for us to be able to address it. This means:
   • You provide sufficient information for us to contact you, including your full legal name, an email address, physical address, and (optional) telephone number;
   • If you’re filing a notice on behalf of an organization, you include the name of the organization and your relationship to the organization;
   • You precisely identify the original copyrighted material or, if multiple copyrighted works are covered in your notification, you provide a sufficiently representative list of such original material (such as a URL where the material is located);
   • You provide sufficient information for us to locate the reportedly infringing content on the Medgraduates platform (the URL on our website and the exact name of the course and instructor); and
   • You add a statement saying: “I declare, under penalty of perjury, that the information in this complaint is accurate and that I am the copyright owner or am authorized to act on the copyright owner’s behalf and I have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law”.

Counter-Notification

If we receive a valid copyright takedown notice, we’ll send a copy of that notice to the instructor who posted the reported content along with a notification that: (1) the content was reported for copyright infringement and (2) we’re removing the content from the Medgraduates platform. We’ll also attach a form that the instructor can fill in and send back to us to submit a counter-notification. If your content has been reported for copyright infringement and removed from the Medgraduates platform, and if you believe we made a mistake or that you have permission from the owner of the reported content to use such content, then you may send us a counter-notification.

Knowingly submitting a false or misleading counter-notification to a claim of infringement is illegal and you could be held liable and have to pay damages as a result. Medgraduates reserves the right to seek damages from any party that submits a counter-notification of claimed infringement or counter-notification in violation of the law.

The best way to provide us with a counter-notification is to fill in the form we provided you and send it back to the Medgraduates designated agent or the copyright team member who notified you. To be effective, a counter-notification must be in writing and include the following information:

• Your physical or electronic signature;
• Your name, address, and email address or telephone number;
• Identification of the content that was removed and the location (URL) at which it appeared before it was removed (you can access this information from the copyright takedown notice filed against your content; we always attach a copy when we notify you);
• 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
• A statement that you consent to: (i) Medgraduates sharing your name and contact information with the claimant; (ii) receiving service of process for any legal action by the claimant or an agent of the claimant; and (ii) accepting the jurisdiction of the federal district court for the judicial district in which you reside (if in the U.S.), or if you reside outside of the U.S., the jurisdiction of the United States District Court for the Northern District of California (headquarters of Medgraduates).

Trademark Takedown Notices

Medgraduates’s policy is to remove content from our platform when it’s reported and found to be infringing a third-party trademark. If you’re a trademark owner or a trademark owner’s authorized representative, you may submit trademark takedown notices to Medgraduates. Medgraduates reserves the right to terminate an instructor’s account at any time, including when they post content in violation of the trademark rights of another from its marketplace.

How to Submit a Trademark Takedown Notice

The fastest and easiest way to submit a trademark takedown notice to us is to use this trademark complaint form. Please note that a copy of your notice will be sent to the uploader of the content you are reporting.

Before you submit a trademark takedown notice, please remember these important things:

1. Your trademark claim has to be sufficiently substantiated for us to be able to address it. This means your communication must include substantially the following:
   • Your complete contact information (full name, mailing address, and email or phone number);
   • The specific word, symbol, etc. for which you claim trademark rights;
   • The basis for your claim of trademark rights (such as a national or community registration), including registration number, if applicable;
   • The country or jurisdiction in which you claim trademark rights;
   • The category of goods and/or services for which you assert rights;
   • Precise location(s) in the reported course URL(s) where your registered trademark can be found;
   • A description of how you believe this content infringes your trademark;
   • If you are not the rights holder, an explanation of your relationship to the rights holder;
   • The following statement: “I have a good faith belief that use of the trademark as described above in the manner complained of is not authorized by the trademark owner, its agent, or the law.”;
   • The following statement: “The information in this notice is accurate, and I declare, under penalty of perjury, that I am the owner or authorized to act on behalf of the owner of a trademark that is allegedly infringed.”;
   • The following statement: “I agree that Medgraduates may forward my complaint, including my contact information, to the affected user.”; and
   • Your electronic signature (“/s/” followed by your full name, e.g., “/s/ Jane Doe”) or physical signature.
2. Submitting a false or misleading claim of infringement could result in liability for you. Medgraduates reserves the right to seek damages from any party that submits a false or misleading notification of claimed trademark infringement.
3. Consider whether the use of your trademark in the content is “fair use”. Trademark law protects the use of a name or brand for selling products and services, with the goal of preventing consumer confusion. Most countries’ laws include an exception for “fair use”, which allows others to use a trademark for factually referencing the trademarked product or service, or commenting on or criticizing the mark. Consider the likelihood that others would be confused into thinking that your company or brand had created or is sponsoring the content. Before you submit a trademark claim, make sure that use of your trademark in the content does not qualify as fair use.

Infringement of your Medgraduates Content on Third-Party Platforms

We understand that when you post and make available your content on the Medgraduates platform, you want to make sure that you won’t find that content offered on another platform without your permission. To help combat copyright infringement and piracy affecting courses of our instructors, we’ve partnered with an anti-piracy vendor to seek instances of infringement and to have them removed from most major search engines to stop traffic going forward.

In the event you find your course available on another platform without your permission, please fill out the third-party piracy reporting form so that we can pursue action.

Designated Agent Contact Information

Medgraduates’s Designated Agent for notices of reported infringement can be contacted in the following manner:

• By filling out the copyright complaint form (for copyright takedown notices only)
• By filling out the trademark complaint form (for trademark takedown notices only)
• Via Email: info@medgraduates.com
• Via U.S. Mail: Medgraduates, Inc. 600 Harrison Street, 3rd Floor, San Francisco, CA 94107 Attn: Copyright Team

 

 

Medgraduates API License Agreement

These API Terms were last updated on June 1, 2023.

At Medgraduates, we believe in improving lives through learning. Whether you want to share what you know or learn something new, you’ve come to the right place. We also help organizations of all types and sizes prepare for the path ahead — wherever it leads. To achieve these goals, we offer development tools to enable our users to create applications that connect with the Medgraduates platform. Our hope is to create a thriving community of applications built around Medgraduates that balances the various needs around the protection of our systems, our learners, and our business.

Please read the below agreement carefully. If you do not agree with these terms, please do not proceed.

1. Purpose.

1.1 Parties. This API License Agreement (“Agreement”) is between Medgraduates, Inc. (“Medgraduates”, “us”, or “we”), and you, or the individual, company, or other entity that you represent (“you”). By building applications that interact with Medgraduates’s products and services, including data related thereto (collectively the “ Services”) or by accessing or using any application programming interfaces, developer tools, or other related documentation and materials (collectively “APIs”) made available by Medgraduates, you agree to be bound by this Agreement and any accompanying documentation that applies to your use of the APIs.

1.2 Other Agreements. This Agreement governs your use of the Medgraduates APIs. If you are a customer, reseller, or value-added service partner of Medgraduates Business, you may be required to execute a separate agreement governing your access or right to license the Services.

1.3 Use on Behalf of an Entity. If you are accepting this Agreement on behalf of your employer or another entity, you represent and warrant that: (i) you have full legal authority to bind your employer or such entity to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree to this Agreement on behalf of the party that you represent.

1.4 Modification of Terms. We may modify this Agreement at any time with or without individual notice to you. Any modifications will be effective upon your continued use of the APIs. Please review this Agreement periodically and check the “Last Updated” date for any potential changes.

2. Using the Medgraduates APIs.

2.1 API License. Subject to this Agreement, Medgraduates grants you a limited worldwide, non-exclusive, non-sublicensable, non-transferable, revocable license to use and make calls to the APIs solely to facilitate the interoperability of the Services and the software applications, websites, or other tools using the APIs created by you (each, an “App”). You may use the APIs only as expressly permitted in this Agreement. Violation of this Agreement may result in the immediate suspension or termination of your use of the APIs.

2.2 Obligations. You agree to comply and require all your users to comply with all applicable laws and regulations, including laws regarding the import or export of data or software and privacy laws, and any guidelines provided by Medgraduates.

2.3 Monitoring. You agree that Medgraduates may monitor your use of the APIs to ensure quality, to improve Services, and to verify your compliance with the Agreement. You agree to assist Medgraduates with this monitoring by providing Medgraduates with information about your App. If you do not demonstrate full compliance with this Agreement, Medgraduates may restrict or terminate your access to the APIs without notice.

2.4 Reservation of Certain Rights. At any point in the future, Medgraduates reserves the right to do any of the following: (1) offer or cease to offer support for the APIs; (2) modify the APIs and require you to use those subsequent versions; (3) require you to use the APIs in a different manner; (4) deprecate any API; or (5) independently develop products or services that may serve the same purpose as your App.

3. Restrictions.

3.1 No Malicious Actions. You shall not and shall not direct, encourage or assist any party to: (a) use the APIs in a way that could impair, harm or damage Medgraduates, the APIs, any Services, or anyone’s use of the APIs or any Services; (b) launch or cause to be launched in connection with the API a malicious automated program or script, including web spiders, crawlers, robots, indexers, bots, viruses or worms, or any program intended to overburden or hinder the operation and/or performance of the API; (c) attempt to circumvent the limitations Medgraduates sets on your use of the APIs; (d) engage in deceptive, misleading, illegal, or unethical activities, or activities that otherwise may be detrimental to the APIs, Medgraduates, our learners, or the public in our sole discretion and judgment.

3.2 No Unauthorized Access. You shall not and shall not direct, encourage or assist any party to use the APIs to disrupt, interfere with, or attempt to gain unauthorized access to the Services, servers, devices, or networks connected to or which can be accessed via the APIs.

3.3 No Removal of Legal Notice. You shall not remove any legal, copyright, trademark, or other proprietary rights notices contained in or on materials received or accessed by you pursuant to this Agreement.

3.4 No Copying or Scraping. You shall not and shall not direct, encourage or assist any other party to: (a) copy or extract any features or functionality thereof; (b) parse or scrape any of Medgraduates’s data; (c) reformat, reverse-engineer, or otherwise modify the APIs or Services; (d) design or develop an App or service whose primary purpose is to redirect users from the Services; or (e) create an App that recreates a core functionality of or replaces any Medgraduates Services; unless expressly permitted by Medgraduates pursuant to a duly executed written agreement.

3.5 No Competitive Benchmarking.. You shall not and shall not direct, encourage or assist any other party to use the API to measure the availability, performance, functionality, or usage of the Services for competitive purposes.

3.6 No Resell. You shall not redistribute or resell, or sublicense access to, the APIs, any data obtained using the APIs, or any Services accessed through the APIs, unless expressly permitted by Medgraduates pursuant to a separate duly executed written agreement.

4. Intellectual Property.

4.1 Ownership. You retain your ownership rights in your App and we own and will continue to own our APIs and Services, including all related intellectual property rights therein. All of our rights not expressly granted herein are hereby retained.

4.2 Feedback. Any feedback, comments, or suggestions you may provide regarding the Medgraduates Services or the APIs are entirely voluntary and non-confidential and we will be free to use such feedback, comments, or suggestions as we see fit and without any obligation to you.

4.3 Branding. Subject to this Agreement, Medgraduates grants you a limited, non-exclusive, non-transferable, non-assignable, non-sublicensable, worldwide revocable license to use the Medgraduates name and trademark (collectively “Medgraduates TMs”) to accurately promote or advertise your integration of the APIs with your App. Your use of the Medgraduates TMs must comply with the Medgraduates Trademark Usage Guidelines . You agree not to display the Medgraduates TMs: (a) in any way that violates applicable law, including laws regarding libel, slander, obscenity, and infringement; (b) in any way that is misleading, implies that your App is approved, created, or endorsed by Medgraduates (or otherwise embellishing your relationship with Medgraduates); or (c) in a way that is otherwise objectionable to Medgraduates in its sole discretion. You must promptly cease any use of the Medgraduates TMs identified by Medgraduates as objectionable. You receive no other rights to Medgraduates TMs under this Agreement. All goodwill arising from use of Medgraduates TMs inure to Medgraduates.

4.4 Your Trademarks. You grant Medgraduates a limited, non-exclusive, non-transferrable, non-assignable, non-sublicensable, worldwide, revocable license to use your name, trademarks, and logo (collectively “ Your TMs”) to promote or advertise your use of the APIs in your App. Medgraduates shall use Your TMs in compliance with your reasonable trademark usage guidelines if such guidelines are communicated in writing directly to Medgraduates. Medgraduates shall not acquire any interest, right, or title in any Your TMs and all associated goodwill shall reside with you.

5. User Data.

5.1 Privacy Laws and Regulations. You must comply with all applicable data privacy and cybersecurity laws and regulations. Your use of the APIs is conditioned upon you implementing and maintaining appropriate protections and measures for your App and that includes your responsibility to the data obtained through the use of the APIs.

5.2 Collection and Use. You must provide all necessary notice and obtain all necessary rights, permissions, and consents from customers or users for your access, collection, storage, transmission, treatment, use, disclosure, sharing, and other processing of any user data, and will ensure that all such processing complies with all laws. If you use our APIs to retrieve user data directly from the Services, you must limit your access, processing, and use of such information to that (a) authorized by the customer or user or (b) necessary for the purposes of providing the functionality of your App.

6. Security.

6.1 Developer Credentials. You will not share any passwords, keys, tokens, secret, or other access credentials that allow you to access the APIs or Services (“Developer Credentials”).

6.2 Security Standards. You will always use and have in effect appropriate administrative, physical, and technical safeguards that (a) meet or exceed industry standards with respect to the sensitivity of the data you are accessing; (b) are compliant with applicable laws and regulations (including data security and privacy laws and regulations), and (c) are designed to prevent unauthorized access, use, processing, storage, destruction, loss, alteration, or disclosure of personal data.

6.3 Security Incidents. You must immediately notify Medgraduates upon discovery or notice of any actual or suspected (a) unauthorized access, use, disclosure, modification, loss, or destruction of user data under your control; (b) security vulnerabilities of your App; or (c) issues involving your App that materially degrades the Services (collectively “Security Incidents”).

6.4 Notification. In the event of a Security Incident, you will be solely responsible, at your own expense, for investigation, remediation, and your own notifications to affected users and regulatory authorities in accordance with applicable laws and industry standards. However, you must obtain our approval for any breach notification to users that refer, directly or indirectly, to Medgraduates.

7. Termination.

7.1 Right to Terminate. Medgraduates may suspend or immediately terminate this Agreement, any rights granted herein, and your license to the APIs, in our sole discretion at any time, for any reason. You may terminate this Agreement at any time by ceasing your access to the APIs.

7.2 License Termination and Deletion of Data. Upon termination, all licenses granted under this Agreement will terminate immediately and you must immediately stop using the API. You must also return or delete any user data or comply with customer’s instructions to either return or delete user data accessed or obtained through the APIs. Neither party will be liable to the other for any damages resulting solely from termination of this Agreement.

8. Disclaimers, Limitations of Liability, and Indemnification.

8.1 Warranty Disclaimer. TO THE FULL EXTENT PERMITTED BY LAW, MEDGRADUATES MAKES NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE APIs. YOU UNDERSTAND THAT USE OF THE APIs IS AT YOUR OWN RISK AND THAT WE PROVIDE THE APIs ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE” TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THIS AGREEMENT IS INTENDED TO AFFECT THOSE RIGHTS, IF THEY ARE APPLICABLE. WE DO NOT GUARANTEE THE APIs WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE APIs MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION, ERRORS IN FUNCTIONING, OR THAT DATA LOSS WILL NOT OCCUR.

8.2 Limitation of Liability. IN NO EVENT WILL MEDGRADUATES BE LIABLE TO YOU OR ANY USERS FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF OR DAMAGE TO USE, DATA, BUSINESS, GOODWILL, OR PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. IN ANY CASE, MEDGRADUATES’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT WILL NOT EXCEED $100.00 USD. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT MEDGRADUATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. THE PARTIES AGREE THAT THE LIMITATIONS ON LIABILITIES SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

8.3 Indemnification. You shall defend Medgraduates against any and all actions, demands, claims and suits (including without limitation product liability claims), and indemnify and hold Medgraduates harmless from any and all liabilities, damages and costs (including without limitation reasonable attorneys’ fees) to the extent arising out of: (i) your use of the APIs or Services in any manner that is inconsistent with this Agreement or any applicable laws, rules, or regulations; or (ii) the performance, promotion, sale or distribution of your App. In the event Medgraduates seeks indemnification or defense from you under this provision, Medgraduates will promptly notify you in writing of the claim(s) brought against Medgraduates for which it seeks indemnification or defense. Medgraduates reserves the right, at its option and sole discretion, to assume full control of the defense of claims with legal counsel of its choice. You may not enter into any third-party agreement, which would, in any manner whatsoever, affect the rights of Medgraduates, constitute an admission of fault by Medgraduates, or bind Medgraduates in any manner, without the prior written consent of Medgraduates. In the event Medgraduates assumes control of the defense of such claim, Medgraduates shall not settle any such claim requiring payment from you without your prior written approval.

8.4 No Injunctive Relief. In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the APIs, content, or other material used or displayed through the Services.

9. Confidentiality.

9.1 Confidential Information. You may be given access to certain non-public information, software, and specifications relating to the APIs (“Confidential Information“), which is confidential and proprietary to Medgraduates. You may use Confidential Information only as necessary in exercising your rights granted under this Agreement. You may not disclose any Confidential Information to any third party without Medgraduates ‘s prior written consent. You agree that you will protect any Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information.

10. Compliance With Laws.

10.1 Legal Disclosures. Medgraduates reserves the right to disclose any information as necessary to satisfy any law, regulation, legal process, or governmental request.

10.2 Sanctions. You represent and warrant that you (as an individual or as a representative of any entity on whose behalf you use the Services) aren’t located in, or a resident of, any country that is subject to applicable U.S. trade sanctions or embargoes. You also represent and warrant that you aren’t a person or entity who is named on any U.S. government specially designated national or denied-party list. You agree to comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You also agree not to directly or indirectly export, re-export, or transfer the APIs to prohibited countries or individuals nor permit use of the APIs by prohibited entities or individuals.

11. General Terms.

11.1 Governing Law. This Agreement is governed by the laws of the State of California, USA without reference to its choice or conflicts of law principles. Both parties consent to the exclusive jurisdiction and venue of federal and state courts in San Francisco, California, USA.

11.2 Language. Where Medgraduates has provided you with a translation of the English language version of this Agreement or any document referenced in this Agreement, you agree that the translation is provided for your convenience only and that the English language versions of any such document, will control.

11.3 Support. Because the APIs are provided “as is,” we may not provide support services for them. You are solely responsible for the quality of your App and are solely responsible for providing support for your App. Any support we choose to provide will be in our sole discretion and may be discontinued at any time without notice or liability to you.

11.4 Severability. If any part of this Agreement is found to be invalid or unenforceable, then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement shall remain in effect.

11.5 Survival. Sections of this Agreement that, by their terms, require performance after the termination of this Agreement will survive, such as, for example, the rights and requirements of section 6 (Security).

11.6 Assignment. You may not assign or delegate any rights or obligations under this Agreement, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under this Agreement, fully or partially without notice to you.

11.7 No Waiver. Either party’s failure to act with respect to a breach of this Agreement does not waive either party’s right to act with respect to that breach or subsequent similar or other breaches.

11.8 Notices. Notices must be in writing and will be deemed given when delivered. Medgraduates may provide notice to the email or physical address provided by you or through Medgraduates’s website. Your notices to Medgraduates must be given by registered or certified mail to Medgraduates, Inc., 600 Harrison St., 3rd Floor, San Francisco, CA 94107, USA, Attn: Legal Department.

11.9 No Agency. This Agreement does not create any agency, partnership, or joint venture between the parties.

11.10 Entire Agreement. This Agreement and any documents incorporated by reference, constitute the entire agreement between you and us regarding the APIs and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy, or precedent, with respect to the subject matter of this Agreement.

Master Services Agreement

This Agreement was last updated on June 1, 2023.

This Master Services Agreement (this “Agreement”) governs the access and use of one of more Services (as defined in Section 1 below) purchased from Medgraduates, Inc., a Delaware corporation and/or its Affiliate(s) (collectively, “Medgraduates”). By accepting this agreement or by using the services, customer acknowledges it has read, understands, and has the authority to enter into this agreement.

1. Definitions. As used in this Agreement, the following terms have the meaning set forth below.
   1. “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party to this Agreement.
   2. “Customer” means the party entering into this Agreement and or an Order Form with Medgraduates.
   3. “Fees” means the amounts payable by Customer to Medgraduates for access to the Services.
   4. “Order Form” means the ordering document mutually executed by Medgraduates and Customer specifying: (i) the Service(s) purchased, (ii) the number of licenses purchased, (iii) Fees payable by Customer to Medgraduates for provision of the Services, (iv) the subscription period of the Services to be provided by Medgraduates to Customer, (v) billing and payment information, and (vi) any other applicable quantity specifications regarding Customer’s purchase of the Services.
   5. “Personal Data” means any data that Customer submits into the Services relating to an identified or identifiable natural person protected under data protection laws.
   6. “Services” means a platform that allows Customer to access online courses (“Courses”) and any related services offered by Medgraduates that may be purchased by Customer and is set forth in the Order Form signed between parties.
   7. “Subscription Period” means the term agreed between the Parties as detailed in the Order Form.
   8. “Medgraduates” means Medgraduates, Inc., or one of its Affiliates.
   9. “Users” means the employees and contractors that Customer authorizes to access and use the Services.
2. Provision of the Services. Medgraduates agrees to make the Services available to Customer and its Users pursuant to the terms of this Agreement, and as specified in an Order Form. Where an Affiliate of Customer wishes to access or use the Services, such Affiliate must request Affiliate status and enter into its own separate Order Form governed by this Agreement, and then for purposes of that Order Form, the Affiliate shall be deemed the “Customer,” responsible for its performance and all obligations to Medgraduates thereunder; provided, however, Customer shall be and remain responsible for the acts and omissions of any of its Affiliates. For certain Services, additional Service-specific terms may apply, which can be found at https://www.Medgraduates.com/terms/ub/ and/or will be attached to Customer’s Order Form.
3. Terms of Use.
   1. Customer shall not, nor shall it permit its Users to: (i) use the Services in any manner that is unlawful or that infringes the rights of others; (ii) copy, distribute, resell, create derivative works from, hack, modify, or interfere with, including through the introduction of any computer code, file, or program that may cause damage to, the proper working of the Services, any of the Courses, or any third-party system made available through the Services; (iii) input any infringing, racist, hateful, sexist, pornographic, harassing, defamatory, libelous, or other similar inappropriate content into the Services or instruct Medgraduates to include any such content in the Services; (iv) scrape, spider, or utilize other automated means of any kind to access the Services, including, but not limited to, accessing API endpoints for which Customer or its Users have not been provided authorization by Medgraduates; (v) use the Services to build a competitive product to the Services; (vi) share login access to the Services among multiple individuals, transfer a User license (except in connection with a termination of employment), or otherwise permit any person other than the Users to use the Services; (vii) use Medgraduates’s APIs in violation of the API License Agreement, which can be found at https://www.Medgraduates.com/terms/api/, nor instruct a third party to access Medgraduates’s APIs; (viii) use the Services for any purpose other than as a platform for supplementing learning and training of Users; or (ix) permit any individual who is legally incapable of giving consent for the use of online services or the collection and processing of their personal data to use the Services (e.g., individuals under 13 years old in the U.S.)
   2. Customer represents and warrants that neither it nor its Users are (i) located in, or a resident of, any country that is subject to applicable U.S. trade sanctions or embargoes, or (ii) a person or entity who is named on any U.S. government specially designated national or denied-party list. Customer shall not permit any User to access or use the Services in a U.S. embargoed country or in violation of any U.S. export law or regulation.
4. Violations of Restrictions. If Medgraduates determines that Customer or any of its Users has violated the restrictions set forth in Section 3 above (collectively, the “Terms of Use”), and if such violation is remediable Medgraduates shall notify Customer of such violation. If Customer fails to cure such violation within ten (10) days, then Medgraduates may terminate or suspend access to the Services for Customer or the relevant Users. Separately, Medgraduates may remove or edit inappropriate content or activity identified by or reported to us.
5. Fees. Customer will pay the Fees as set forth in one or more Order Forms. Unless stated otherwise in an Order Form, all fees are payable in US dollars. Any future incremental add-on or renewal orders after the initial subscription period (as set forth in an Order Form) shall be subject to the subscription standard price in effect at time of purchase. In the event that Customer is late in making payments, Medgraduates reserves the right to charge the greater of 1.5% interest per month or the maximum interest permitted by law, and Customer will be liable for all third-party collection costs.
6. Taxes. The Fees are stated exclusive of all federal, state, local, and foreign taxes, levies, and assessments of any nature, including value-added, use, or withholding taxes. Customer agrees to bear and be responsible for the payment of all such taxes, levies and assessments imposed on Customer arising out of this Agreement, excluding any tax based on Medgraduates’s income, gross receipts, business and occupation tax, and employment-related taxes. If tax withholding is required, Customer will pay the required amount to the relevant governmental authority and produce a withholding tax certificate to Medgraduates while remitting the residual to Medgraduates.
7. Confidentiality.
   1. Each party agrees that all code, inventions, know-how, or business, technical, and financial information disclosed to a party (the “Receiving Party”) by the disclosing party (the “Disclosing Party”), constitute the confidential information of the Disclosing Party (“Confidential Information”), provided that it is either identified as confidential at the time of disclosure, or should be reasonably known by the Receiving Party to be confidential due to the nature of the information disclosed. Confidential Information will not, however, include any information that: (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the Disclosing Party, (ii) becomes publicly known and made generally available after disclosure by the Disclosing Party to the Receiving Party through no action or inaction of the Receiving Party, (iii) is already in the possession of the Receiving Party at the time of disclosure by the Discloser, (iv) is obtained by the Receiving Party from a third party without a known breach of the third party’s obligations of confidentiality, or (v) is independently developed by the Receiving Party without use of or reference to the Confidential Information. The Receiving Party may disclose the Disclosing Party’s Confidential Information if required by law provided that the Receiving Party will use reasonable efforts to seek confidential treatment for such Confidential Information, and, if and as permitted by law, will provide prior notice to the Discloser to allow the Discloser to seek protective or other court orders.
   2. Except as expressly authorized herein or as necessary to perform its obligations hereunder, the Receiving Party agrees: (i) not to disclose any Confidential Information to third parties, and (ii) not to use Confidential Information for any purpose other than as necessary to exercise its rights or perform its obligations hereunder.
8. Processing of Personal Data. Customer agrees that Medgraduates may process Personal Data as necessary for: (i) storage and processing in accordance with the Agreement and applicable Order Form(s); (ii) processing initiated by Users in their use of the Services; and (iii) processing to comply with other documented reasonable instructions provided by User (e.g. via email or support tickets) where such instructions are consistent with the terms of the Agreement. To the extent that Customer is subject to data privacy law, then Customer agrees to request from Medgraduates a data protection agreement prior to providing any Personal Data to Medgraduates. Customer will have sole responsibility for the legality of Personal Data and the means by which Customer acquired Personal Data, including providing legally adequate notices to and obtaining any necessary consent from its employees, agents, or third parties to whom it extends the benefits of the Services.
9. Term and Termination.
   1. The Agreement will commence on the Effective Date, and will continue until all Order Forms hereunder have expired or have been terminated. The term of an Order Form will be specified as the Subscription Period therein and unless otherwise stated in such Order Form, the Subscription Period will renew automatically, unless terminated by either party by giving at least 30 days written notice prior to the end of the Subscription Period.
   2. Termination for Material Breach. Either party may terminate this Agreement and any applicable Order Form(s) in the event that the other party materially breaches this Agreement, by providing 30 days’ written notice, unless such breach is cured during such 30-day notice period. In the event that Customer terminates this Agreement or any Order Form due to material breach by Medgraduates, then Customer will be entitled to receive a pro-rated refund for Services not rendered past the termination date. The parties agree that those provisions that by their nature are intended to survive the termination of this Agreement shall survive the termination notwithstanding the cause of termination.
   3. Irrespective of any cure periods stated in this Agreement, Medgraduates reserves the right in its sole discretion to terminate or suspend access to the Services for Customer or the relevant Users at any time if immediate action is required to prevent or protect against fraud or to address imminent potential harm or damages.
10. Trial Subscriptions. Services may be made available on a trial basis (“Trial Subscription”) to Customer for a period of up to 3 days, or a longer period agreed between the parties (“Trial Period”). Trial Subscriptions are subject to the terms and conditions of this Agreement, except however that: (i) Trial Subscriptions may only be used to evaluate and facilitate Customer’s decision to purchase a subscription to Services; (ii) Trial Subscriptions are provided by Medgraduates` on an AS IS and AS AVAILABLE basis without warranties of any kind and (iii) MEDGRADUATES’S AGGREGATE LIABILITY FOR ANY AND ALL CAUSES OF ACTIONS, CLAIMS AND DAMAGES IN CONNECTION WITH ANY TRIAL IS LIMITED TO ONE HUNDRED DOLLARS ($100.00). At the end of the Trial Period, Customer must sign an Order Form and pay the applicable Fees, and this Agreement terminates as related to the Trial Subscription. Customers continued use of the Services after a Trial Period is subject to this Agreement. If Customer provides Medgraduates with any feedback, Customer agrees that Medgraduates owns and may use in any manner and without limitation, attribution or compensation in any form, all feedback Customer provides. All such feedback shall be deemed Medgraduates’s Confidential Information.
11. WARRANTY DISCLAIMER. EXCEPT AS OTHERWISE AGREED BY THE PARTIES, MEDGRADUATES PROVIDES THE SERVICES AS-IS AND DISCLAIMS ALL REPRESENTATIONS, CONDITIONS, OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, RELATING TO THE SERVICES, THE COURSES, AND ANY THIRD-PARTY SYSTEMS OR PLATFORMS ACCESSIBLE THROUGH THE SERVICES, EXPRESS, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES RELATING TO MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR AVAILABILITY.
12. Limitation of Liabilities.
    1. NEITHER PARTY WILL BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR RELATED TERMS AND CONDITIONS UNDER ANY THEORY OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY FOR: (i) ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR (ii) IN THE AGGREGATE, ANY AMOUNTS IN EXCESS OF THE FEES PAID OR PAYABLE BY CUSTOMER TO MEDGRADUATES IN THE 12 MONTHS PRIOR TO THE DATE THE RELEVANT CLAIM AROSE.
    2. Notwithstanding the limitation of liability set forth above: (i) any indemnified liability and any liability arising from violation of the Terms of Use will not be limited, and (ii) each party’s liability arising from breach of its confidentiality obligations hereunder, will be limited to three times the Fees paid or payable by Customer to Medgraduates in the 12 months prior to the date the relevant claim arose.
13. Indemnification.
    1. Medgraduates ‘s Indemnification Obligations. Medgraduates agrees to defend Customer for any third-party claim arising from an allegation that the Services infringes a third party’s intellectual property rights (“Claim Against Customer”), and indemnify Customer from any proven damages, reasonable attorney fees, and associated reasonable costs and expenses (“Losses”) incurred by Customer as a result of a Claim Against Customer. In the event that the Services become subject to a third-party intellectual property claim, or Medgraduates believes that the Services will become subject to such a claim, then Medgraduates may elect to: (i) modify the Services so that they are no longer allegedly infringing, (ii) obtain a license for Customer’s continued use of the Services, or (iii) terminate this Agreement or any applicable Order Forms, and provide Customer a pro-rated refund for Services not rendered past the termination date. This section states Medgraduates’s sole liability to Customer with respect to a claim that any part of the Services infringes the intellectual property rights of a third party. Medgraduates shall have no liability for any claim in respect of any Services to the extent that (i) the Services are used by Customer outside the scope of the rights granted in the Agreement or in a manner or for a purpose other than that for which it was supplied or (ii) the Services are modified by or on behalf of Customer.
    2. Customer’s Indemnification Obligations. Customer agrees to defend Medgraduates for any third-party claim arising from Customer’s or its Users’ violation of the Terms of Use (“Claim Against Medgraduates”), and indemnify Medgraduates from any Losses incurred by Medgraduates as a result of a Claim Against Medgraduates.
    3. Requirements for Indemnification. In order for the indemnification obligations hereunder to apply, the party seeking indemnification must: (i) promptly tender a claim for indemnification, (ii) allow the indemnifying party sole control of the defense or settlement of the underlying claim, and (iii) reasonably assist with any defense or settlement of the underlying claim at the indemnifying party’s request and expense. Notwithstanding the foregoing, a party may not consent to entry of any judgment or enter into any settlement that imposes liability or obligations on the other party or diminishes the other party’s rights, without obtaining the other party’s express prior consent, such consent not to be unreasonably withheld or delayed.
14. Anti-Corruption. Neither party has received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from an employee or agent of the other party in connection with this Agreement. Reasonable gifts and entertainment provided in the ordinary course of business do not violate the above restriction.
15. Publicity. Customer grants Medgraduates the right to use Customer’s company name and logo as a reference for marketing or promotional purposes on Medgraduates’s website and in other promotional materials.
16. Force Majeure. Neither party will be liable for any delay in the performance of its obligations hereunder during, and to the extent caused by, a condition that is beyond a party’s reasonable control, including but not limited to natural disaster, civil disturbance, acts of terrorism or war, labor conditions, interruption or failure by a third-party hosting or Internet provider or utility provider, governmental actions, or denial of service attacks.
17. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be deemed null and void, and the remaining provisions of this Agreement shall remain in effect.
18. Governing Law Venue, and Attorney’s Fees. This Agreement and any disputes arising under it will be governed by the laws of the State of California without regard to its conflict of laws provisions, and each party consents to the personal jurisdiction and venue of the state or federal courts located in San Francisco, California. In the event of any dispute between the parties regarding the terms of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party all costs incurred in such dispute, including reasonable attorneys’ fees.
19. Team Plan. “Team Plan” means an online learning platform delivering on demand Courses for businesses and their employees available through self-service sign-up. For Customers purchasing Team Plan only, an electronic Order Form must be submitted online. Order Forms will renew automatically, unless terminated by either party by giving at least 30 days written notice prior to the end of the then-current term or by disabling auto-renewal within the Services.
20. Third Party Transactions. Third Party Transactions. If Services are purchased by a customer of an authorized reseller of Medgraduates, this Agreement continues to apply, other than terms related to pricing, billing, invoicing and payment, and instead the terms of purchase shall be as agreed to between Customer and Reseller. If Services are purchased by a customer of a third party partner of Medgraduates, Sections 2 (Provision of the Services), 3 (Terms of Use), 4 (Violations of Terms of Use), 8 (Processing of Personal Data), 11 (Warranties and Disclaimers), 12 (Limitation of Liabilities), and 18 (Governing Law, Venue, and Attorneys’ Fee) of this Agreement applies.
21. Entire Agreement. This Agreement constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications, proposals, and representations with respect to its subject matter. This Agreement and any mutually executed Order Forms shall apply in lieu of the terms or conditions in any purchase order or other documentation that Customer provides, and all such terms and conditions are null and void and superseded by this Agreement and any mutually executed Order Forms. Where Medgraduates has provided you with a translation of the English language version of this Agreement or any document referenced in this Agreement, the translation is provided for your convenience only and the English language versions of any such document, will control.
22. Contracting Party, Governing Law, and Currency for Indian Customers. As of June 1, 2020, if Customer is located in India, then Customer is contracting with Medgraduates India LLP under this Agreement. In such case, notwithstanding Section 18 above, this Agreement and any disputes arising under it will be governed by the laws of India, and both parties consent to the exclusive jurisdiction and venue of courts in Delhi, India for all disputes arising out of this Agreement. In addition, if Customer is located in India, notwithstanding Section 18 above, then any dispute, claim, or any non-payment (any of which shall be treated as a dispute) whether present or future, whatsoever between the parties under, arising out of, relating to or in connection with this Agreement shall be settled by mandatory arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996 by a sole arbitrator mutually appointed by the parties and both parties consent to such mandatory arbitration. Either party may serve the other party with a notice in writing specifying the existence and nature of the dispute and the intention to refer the dispute to arbitration. If the parties are unable to agree on a sole arbitrator within 30 days of such notice, each Party shall appoint an arbitrator, and the arbitrators so appointed shall jointly appoint the third arbitrator. The award determined through arbitration shall be final and binding. The venue of such arbitration shall be in Delhi. The proceedings shall be conducted in English. Notwithstanding Section 5 above, if Customer is located in India, then all fees payable by Customer will be in Indian Rupees.

 

Medgraduates Business Privacy Statement

This Medgraduates Business Privacy Statement was updated on August 1, 2023.

In the course of providing Medgraduates Business (“MB”) services and related services to its corporate, non-profit organization, and governmental customers (“Customers”), Medgraduates will receive and have access to personal data of individual users to whom customers grant access (“Users”). For the purposes of this privacy statement, Customers are data controllers and Medgraduates is a data processor. Medgraduates’s processing of User data and the security measures implemented to protect such data are detailed in and governed by a written agreement between Medgraduates and each of its Customers.

As a data processor, Medgraduates will access, store and use the personal data of individual Users solely for the purpose of providing the UB services to its Customers and will process the data as instructed by its Customers.

As data controllers, Customers decide which of their employees or other authorized personnel are given access to the UB services. They do this by designating one or more UB account administrators or group administrators (“Administrator”) who act on behalf of the Customer and have the ability to customize the Customer account, manage individual User accounts, access the UB Insights tool and related reporting features, access the UB Administrator tools, and populate the Customer account with Customer-provided content. Customers are solely responsible for establishing policies for and ensuring compliance with all applicable laws and regulations, relating to the collection of personal information relating to individual Users selected by Customers for accessing the UB services. Medgraduates has no direct relationship with individual Users, who should contact Customers (their employer) for assistance with any requests or questions relating to the processing of their personal information.

For avoidance of doubt, this Privacy Statement does not apply to:

1. any processing of data for the purpose of marketing the UB service to enterprise and corporate prospects; and
2. any other offerings available at Medgraduates.com separate from the UB services, for which the Medgraduates Privacy Policy is applicable. A User may already have an account with Medgraduates to access Medgraduates’s consumer marketplace educational content (“Marketplace”), and data processed as a result of the use of the Medgraduates Marketplace from a User account is governed by the Medgraduates Privacy Policy.

In the event where Medgraduates makes any material changes to the manner in which it processes User data to provide its services to Customers, it will notify Customers.

Medgraduates Business Privacy Statement

1. Information about Users collected and stored by Medgraduates
2. Purpose of User Data Processing and Retention Period
3. Cookies and other Tracking Technologies
4. Sharing User Information
5. Processing of User Data outside of the EEA
6. Jurisdiction-Specific Information
7. General
8. Information about Users collected and stored by Medgraduates
9. When a User is given access to the UB services by the Administrator, a User may set up an individual User account and Medgraduates will collect information provided by the User or the Administrator. The Customer can customize the type of data requested to create an account, which may include the following:
   • first name, last name, and email address required
   • photo, areas of interest, job skills, goals, and role (optionally provided by User or Customer)
   • other personal data, as allowed by the Customer

 

 

A unique identifying number is assigned by Medgraduates upon the creation of a User account.

2. User profile pages may be viewable by other Users in the same UB organization but are not viewable by individuals outside of the organization.
3. Administrators may assign a User to a group membership.
4. Customers may choose to integrate UB with a Single Sign On (SSO) identity provider to enable Users to log in to UB User accounts without the need to disclose hashed passwords to Medgraduates. Users may log in by providing their individual SSO credentials to the SSO identity provider, which will authenticate them and allow or deny access to the Customer account. SSO identity providers share with Medgraduates a unique cookie ID and authentication “token” information to recognize the User as an authorized user of Customer.
5. Customers may choose whether Administrators and Users can interact with others (including with instructors, teaching assistants, and other students) by posting reviews about educational content, messaging or chatting, posting questions or answers, or posting other content. Posted content is stored by Medgraduates and may be publicly available or viewable by others, including Administrators, Users, or instructors and teaching assistants, depending on where the content is posted.
6. At the option of the Customer, Administrators may enable the ability to “Share to Slack.” This feature allows Users to manually or automatically post a message to the Customer’s own instance of the Slack messaging service. To enable this optional functionality, Customer’s Slack administrators must grant Medgraduates the ability to read the full list of public channels, private channels, and users in the Customer’s Slack instance. These lists may include individuals in Customer’s Slack instance who are not UB Users. Slack user lists and channels are briefly cached before being automatically purged from Medgraduates ‘s systems.
7. Medgraduates stores information relating to the activities of Users as they use and interact with the UB services, such as content viewed, searched for, or accessed (and information relating to that content); interactions with instructors, teaching assistants, Administrators, and other Users; as well as answers, essays, and other items submitted by Users to satisfy the educational content requirements. This information is linked to a User’s unique account ID and is shared with Customers via the Customer Account reporting tools or upon request of the Customer.
8. The UB service enables Users to contact the Medgraduates Support Team for assistance or to report a problem, concern, potential abuse, or other issues regarding the UB services or other users. Medgraduates may collect and store the User’s name, email address, location, operating system, IP address as well as the User’s activity on the Medgraduates platform and communications with the Medgraduates help desk team. Medgraduates may request additional information from Users in order to resolve any issue reported by a User or by another user.
9. When a User uses the UB services, Medgraduates collects and stores certain information by automated means: (a) technical information about the User’s computer or wireless device, such as IP address, operating system type and version, unique device ID, browser, browser language, domain, and other operating systems or platform information. This information is collected through the use of server log files and tracking technologies, such as: (i) cookies, which are small files that websites send to a computer or wireless device to uniquely identify a browser or mobile device or to store information in a browser setting; and (ii) other tracking technologies (see below for more detailed information).
10. IP addresses received from browsers or devices of Users may be used to determine the approximate location of Users.
11. If a Customer makes purchases via credit card, Medgraduates collects certain data about the purchase (such as name and ZIP code) as necessary to process the order. Customers must provide certain payment and billing data directly to Medgraduates’s payment processing partners, including name, credit card information, billing address, and ZIP code. Medgraduates may also receive limited information, like the fact that Customers have a new card and the last four digits of that card, from payment service providers to facilitate payments. For security, Medgraduates does not collect or store sensitive cardholder data, such as full credit card numbers or card authentication data.
12. Purpose of User Data Processing and Retention Period

Medgraduates processes the information collected about Users and Administrators for the purpose of providing the UB services to its Customers, specifically:

• Providing, administering, and facilitating access to the UB services, for Customers and Users, and managing Customer or User account preferences
• Fulfilling Customer’s instructions with respect to personal data of Users
• Communicating with Users, including via email, for the purpose of:
  • Responding to User questions or concerns
  • Making notifications to Users at the request of the Customer
  • Sending Users administrative messages and information, including confirmation of account creation, enrollment and progress in courses and related content, and notifications of responses from instructors to User questions
  • Providing information to Users about available content, new UB service features, and personalized content recommendations, which Users can opt out of at any time
  • Sending updates and other relevant messages via push notifications to User wireless devices, which can be managed from the “options” or “settings” page in the mobile application
• Enabling communications among Users and instructors or teaching assistants
• Incorporating feedback into and improving the UB services
• Resolving User support requests or claims

If we are not able to collect and process your personal information, we may be unable to provide some or all of the UB Services to you.

Email Preferences

Users can individually opt out of receiving non-transactional emails by: (i) following the unsubscribe instructions provided in the email communication; or (ii) managing User account email preferences. A Customer can also instruct Medgraduates to configure email preference settings for all Users of a Customer.

Retention of Personal Data

Medgraduates will retain the data of Users for as long as instructed by the Customer and no longer than required to serve the purposes of processing. Medgraduates will delete certain or all personal data relating to Users upon request of the Customer. Medgraduates may retain aggregated or anonymized data as set forth below.

Use of aggregated or anonymized data

User data is aggregated with other Medgraduates Marketplace user data or anonymized to enable Medgraduates to improve its products and services and develop new products and services, including:

• Reviewing and analyzing User browser and wireless device technical information
• Reviewing user activity across UB and the Medgraduates Marketplace (for example, Medgraduates analyzes trends and User traffic and usage information to identify popular content)
• Facilitating the technical functioning of the UB services and Medgraduates Marketplace, including to troubleshoot and resolve issues, secure the UB services, and prevent fraud and abuse
• Developing a personalized content recommendation engine

When User data is used for the above purposes, it is aggregated and/or anonymized so that no personal data of Users is processed. This non-personal data may be retained for as long as it is needed to serve the purposes identified above.

3. Cookies and other Tracking Technologies

Like many online platforms, Medgraduates uses server log files and automated data collection tools, such as browser cookies and scripts. Cookies are small text files placed onto a computer or device while browsing the Internet. Cookies are used to collect, store, and share bits of information about User activities. Medgraduates uses both session cookies and persistent cookies to deliver and secure the UB service; provide functionality, like customizing a user’s view or remembering a user’s preferences; and measure site, service, or feature usage. Medgraduates may tie the information collected by these means to the unique account ID of Users.

To view a complete list of cookies and your options, Users may click the “Cookie settings” link on the footer of the UB site.

User Preferences with respect to cookies and other tracking technologies

Users can adjust their cookie settings by clicking the “Cookie settings” link on the footer of the UB site, or they may set their web browser to notify them about the placement of new cookies, limit the type of cookies or reject cookies altogether. If a browser is set to block cookies, Users may not be able to use some or all of the features of the UB services (for example, may not be able to log in). General information about cookies and how to disable them can be found at https://cookiepedia.co.uk/all-about-cookies.

Various browsers may offer their own management tools for removing HTML5 LSOs.

Most modern web browsers give you the option to send a Do Not Track signal to the websites you visit, indicating that you do not wish to be tracked. However, there is no accepted standard for how a website should respond to this signal, and we do not take any action in response to this signal. Instead, in addition to publicly available third-party tools, we offer you the choices described in this policy to manage the collection and use of information about you.

4. Sharing User Information

In order to provide the UB services to its Customers, Medgraduates shares data regarding Users with a number of third-party service providers. These third parties are contractually required to use User data solely as directed by Medgraduates for the purpose of providing services to Medgraduates. Administrators of existing Customers are able to access our list of current sub-processors on the left sidebar of this page while logged in to UB.

• Instructors who upload content on the Medgraduates platform, as well as their teaching assistants, may receive names of enrolled Users, to enable them to respond to user questions and feedback. Instructors do not receive the email addresses of Users.
• Other service providers of Customer may receive information as instructed by Customer.
• To perform its services, Medgraduates leases servers from data centers and uses cloud hosting services on which certain content and User data relating to UB is hosted.
• Medgraduates’s help center platform vendor hosts and stores all communications between Administrators or Users and the Medgraduates support team. The help center vendor is contractually required to store and process User related data solely as directed by Medgraduates for the purpose of providing services to Medgraduates. Medgraduates also partners with a chat messaging vendor to provide support to Users and Administrators, to collect feedback, and to display in-app messages for feature announcements or onboarding new users.
• Medgraduates shares User information with third-party companies that perform email services to enable Medgraduates to send email communications to Users and to manage email preference settings of Users.
• For Leadership Academy users, certain features like chat rooms, message boards, news groups, or other public forums are available and are visible to other participants, so confidential or proprietary information should only be shared in accordance with their organization’s standards.

Any other sharing of User data is subject to the consent and instructions of the Customer.

5. Processing of User Data outside of the EEA

Our servers and subprocessors are located in the United States. In order to provide the Services to you, we transfer and process your data there. If personal data processed by Medgraduates originates from a User or Administrator in the EEA, Medgraduates will ensure that such processing will only take place if: (a) the non-EEA country in question ensures an adequate level of data protection; (b) the transfer is made pursuant to a Data Processing Agreement (“DPA”) executed between Medgraduates and the Customer and subject to the standard contractual clauses, designed to facilitate transfers of personal data from the EEA to all third countries, that have been adopted by the European Commission (known as the “Model Clauses”), which have been incorporated into the DPA.

6. Jurisdiction-Specific Information

Australia. If you are located in Australia, you may contact our privacy team at info@medgraduates.com in order to:

• request access to or seek correction of your personal information
• make a complaint about a breach of the Australian Privacy Principles which will be investigated and responded to within 30 days.

7. General

Translation for Convenience Purposes Only. In the event that Customer has been provided a translated version of the Medgraduates Business Privacy Statement in a language other than English, that translation is provided for convenience purposes only. The English version of the UB Privacy Statement provided at https://www.Medgraduates.com/terms/ub-privacy/ is controlling, and in the event of a conflict between the English version of this Privacy Statement and any translated version, the English version will prevail.

 

 

 

Instructor Terms

These Instructor Terms were last updated May 3, 2021.

When you sign up to become an instructor on the Medgraduates platform, you agree to abide by these Instructor Terms (“Terms“). These Terms cover details about the aspects of the Medgraduates platform relevant to instructors and are incorporated by reference into our Terms of Use, the general terms that govern your use of our Services. Any capitalized terms that aren’t defined in these Terms are defined as specified in the Terms of Use.

As an instructor, you are contracting directly with Medgraduates, Inc. (a Delaware corporation in the United States), regardless of whether another Medgraduates subsidiary facilitates payments to you.

1. Instructor Obligations

As an instructor, you are responsible for all content that you post, including lectures, quizzes, coding exercises, practice tests, assignments, resources, answers, course landing page content, labs, assessments, and announcements (“Submitted Content“).

You represent and warrant that:

• you will provide and maintain accurate account information;
• you own or have the necessary licenses, rights, consents, permissions, and authority to authorize Medgraduates to use your Submitted Content as specified in these Terms and the Terms of Use;
• your Submitted Content will not infringe or misappropriate any third party’s intellectual property rights;
• you have the required qualifications, credentials, and expertise (including education, training, knowledge, and skill sets) to teach and offer the services that you offer through your Submitted Content and use of the Services; and
• you will ensure a quality of service that corresponds with the standards of your industry and instruction services in general.

You warrant that you will not:

• post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information;
• post or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or any other form of solicitation (commercial or otherwise) through the Services or to any user;
• use the Services for business other than providing tutoring, teaching, and instructional services to students;
• engage in any activity that would require us to obtain licenses from or pay royalties to any third party, including the need to pay royalties for the public performance of a musical work or sound recording;
• frame or embed the Services (such as to embed a free version of a course) or otherwise circumvent the Services;
• impersonate another person or gain unauthorized access to another person’s account;
• interfere with or otherwise prevent other instructors from providing their services or content; or
• abuse Medgraduates resources, including support services.

2. License to Medgraduates

You grant Medgraduates the rights detailed in the Terms of Use to offer, market, and otherwise exploit your Submitted Content. This includes the right to add captions or otherwise modify Submitted Content to ensure accessibility. You also authorize Medgraduates to sublicense these rights to your Submitted Content to third parties, including to students directly and through third parties such as resellers, distributors, affiliate sites, deal sites, and paid advertising on third-party platforms.

Unless otherwise agreed (including within our Promotions Policy), you have the right to remove all or any portion of your Submitted Content from the Services at any time. Except as otherwise agreed, Medgraduates ‘s right to sublicense the rights in this section will terminate with respect to new users 60 days after the Submitted Content’s removal. However, (1) rights given to students before the Submitted Content’s removal will continue in accordance with the terms of those licenses (including any grants of lifetime access) and (2) Medgraduates ‘s right to use such Submitted Content for marketing purposes shall survive termination.

We may record and use all or any part of your Submitted Content for quality control and for delivering, marketing, promoting, demonstrating, or operating the Services. You grant Medgraduates permission to use your name, likeness, voice, and image in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Services, your Submitted Content, or Medgraduates ‘s content, and you waive any rights of privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.

3. Trust & Safety

3.1 Trust & Safety Policies

You agree to abide by Medgraduates ‘s Trust & Safety policies, Restricted Topics policy, and other content quality standards or policies prescribed by Medgraduates from time to time. You should check these policies periodically to ensure that you comply with any updates to them. You understand that your use of the Services is subject to Medgraduates ‘s approval, which we may grant or deny at our sole discretion.

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

• an instructor or content does not comply with our policies or legal terms (including the Terms of Use);
• content falls below our quality standards or has a negative impact on the student experience;
• an instructor engages in behavior that might reflect unfavorably on Medgraduates or bring Medgraduates into public disrepute, contempt, scandal, or ridicule;
• an instructor engages the services of a marketer or other business partner who violates Medgraduates ‘s policies;
• an instructor uses the Services in a way that constitutes unfair competition, such as promotion of their off-site business in a way that violates Medgraduates ‘s policies; or
• as determined by Medgraduates in its sole discretion.

3.2 Co-Instructors and Teaching Assistants

The Medgraduates platform allows you to add other users as co-instructors or teaching assistants for Submitted Content that you manage, and you are required to comply with our Co-Instructor Relationship Rules and Guidelines when taking such actions. By adding a co-instructor or teaching assistant, you understand that you are authorizing them to take certain actions that affect your Medgraduates account and Submitted Content. Violations of Medgraduates ‘s terms and policies by your co-instructor or teaching assistant may also impact your Medgraduates account and Submitted Content. Medgraduates is not able to advise on any questions or mediate any disputes between you and such users. If your co-instructors have an assigned revenue share, their share will be paid out of your earned revenue share based on the ratios you have specified in your Course Management settings as of the date of the purchase.

3.3 Relationship to Other Users

Instructors don’t have a direct contractual relationship with students, so the only information you’ll receive about students is what is provided to you through the Services. You agree that you will not use the data you receive for any purpose other than providing your services to those students on the Medgraduates platform, and that you won’t solicit additional personal data or store students’ personal data outside the Medgraduates platform. You agree to indemnify Medgraduates against any claims arising from your use of students’ personal data.

3.4 Anti-Piracy Efforts

We partner with anti-piracy vendors to help protect your content from unauthorized use. To enable this protection, you hereby appoint Medgraduates and our anti-piracy vendors as your agents for the purpose of enforcing copyrights for each of your content, through notice and takedown processes (under applicable copyright laws like the Digital Millennium Copyright Act) and for other efforts to enforce those rights. You grant Medgraduates and our anti-piracy vendors primary authority to file notices on your behalf to enforce your copyright interests.

You agree that Medgraduates and our anti-piracy vendors will retain the above rights unless you revoke them by sending an email to info@medgraduates.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.

4. Pricing

4.1 Price Setting

When creating Submitted Content available for purchase on Medgraduates, you will be prompted to select a base price (“Base Price“) for your Submitted Content from a list of available price tiers. Alternatively, you may choose to offer your Submitted Content for free. As a premium instructor, you will also be given the opportunity to participate in certain promotional programs under the terms of our Promotions Policy (“Promotional Programs“).

If you do not opt to participate in any Promotional Programs, we will list your Submitted Content for the Base Price or the closest local or mobile app equivalent (as detailed below). If you opt to participate in a Promotional Program, we may set a different discounted price or list price for your Submitted Content as described in the Promotions Policy.

When a student purchases using a foreign currency, we will convert the relevant Base Price or Promotional Program price into the student’s applicable currency using a system-wide foreign currency conversion rate set by Medgraduates and fixed periodically into a table of corresponding price tiers by currency (“Price Tier Matrix“). Since the Price Tier Matrix is fixed, those conversion rates may not be identical to the applicable market rate in effect when a transaction is processed. We reserve the right to update the Price Tier Matrix at any time. The Price Tier Matrix and additional information on Medgraduates ‘s pricing tiers are available here.

When a student purchases through a mobile application, the mobile platform provider’s pricing matrix will control, and we will choose the price tier closest to the applicable Base Price or Promotional Program price. Because mobile platforms impose their own currency conversion rates, conversions for mobile app prices may not match the conversions in the Price Tier Matrix.

You give us permission to share your Submitted 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 Submitted Content. You understand that you will not receive compensation in these cases.

4.2 Transaction Taxes

If a student purchases a product or service in a country that requires Medgraduates to remit national, state, or local sales or use taxes, value added taxes (VAT), or other similar transaction taxes (“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).

4.3 Promotional Programs

Medgraduates offers several optional marketing programs (Promotional Programs) in which you can choose to participate, as detailed in our Promotions Policy. These programs can help increase your revenue potential on Medgraduates by finding the optimal price point for your Submitted Content and offering them through subscriptions collections.

There is no up-front cost to participate in these programs, and you can modify your participation status at any time, though changes you make will not apply to currently active campaigns and certain programs may have additional requirements on termination.

5. Payments

5.1 Revenue Share

When a student purchases your Submitted Content, we calculate the gross amount of the sale as the amount actually received by Medgraduates from the student (“Gross Amount“). From this, we subtract any Transaction Taxes, any mobile platform fees applied to mobile provider checkout sales, a 3% service and processing fee (except in Japan, where we subtract a 4% fee) for any non-mobile provider checkout sales, and any amounts paid to third parties in connection with the Promotional Programs to calculate the net amount of the sale (“Net Amount“).

If you have not opted into any of Medgraduates ‘s optional Promotional Programs, and except for sales through instructor-generated coupon codes or course referral links as described below, your revenue share will be 37% of the Net Amount less any applicable deductions, such as student refunds. 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.

If you opt into any of the Promotional Programs, the relevant revenue share may be different and will be as specified in the Promotions Policy.

Medgraduates makes all instructor payments in U.S. dollars (USD) regardless of the currency with which the sale was made. Medgraduates 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 the sales price (in local currency) and your converted revenue amount (in USD).

5.2 Instructor Coupons and Course Referral Links

The Medgraduates platform allows you to generate coupon codes and referral links to offer certain items of your Submitted Content to students at a discount, at Medgraduates ‘s current price, or for free, as permitted within the Services. These coupon codes and referral links are subject to limits, and you may not sell them on third-party websites or otherwise offer them in exchange for compensation. Additional information and restrictions on these coupon codes and referral links are outlined in our Trust & Safety policies.

Where a student applies your coupon code or referral link at checkout, your revenue share will be 97% of the Net Amount less any applicable deductions, such as student refunds.

5.3 Receiving Payments

For us to pay you in a timely manner, you must own a PayPal, Payoneer, or Jazz cash, U paisa account (for Pakistani residents only) in good standing and must keep us informed of the correct email 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 or impose other penalties if we do not receive proper identifying information or tax documentation from you. You understand and agree that you are ultimately responsible for any taxes on your income.

Depending on the applicable revenue share model, payment will be made within 45 days of the end of the month in which (a) we receive the fee for a course or (b) the relevant course consumption occurred.

As an instructor, you are responsible for determining whether you are eligible to be paid by a Pakistani company. We reserve the right not to pay out funds in the event of identified fraud, violations of intellectual property rights, or other violations of the law.

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.

5.4 Refunds

You acknowledge and agree that students have the right to receive a refund, as detailed in the Terms of Use. Instructors will not receive any revenue from transactions for which a refund has been granted under the Terms of Use.

If a student asks for a refund after we have paid the relevant instructor payment, we reserve the right to either (1) deduct the amount of the refund from the next payment sent to the instructor or (2) where no further payments are due to the instructor or the payments are insufficient to cover the refunded amounts, require the instructor to refund any amounts refunded to students for the instructor’s Submitted Content.

6. Trademarks

While you are a published instructor and subject to the requirements below, you may use our trademarks where we authorize you to do so.

You must:

• only use the images of our trademarks that we make available to you, as detailed in any guidelines we may publish;
• only use our trademarks in connection with the promotion and sale of your Submitted Content available on Medgraduates or your participation on Medgraduates; and
• immediately comply if we request that you discontinue use.

You must not:

• use our trademarks in a misleading or disparaging way;
• use our trademarks in a way that implies that we endorse, sponsor, or approve of your Submitted Content or services; or
• use our trademarks in a way that violates applicable law or in connection with an obscene, indecent, or unlawful topic or material.

7. Deleting Your Account

Instructions on how to delete your instructor account are available here. We’ll use commercially reasonable efforts to make any remaining scheduled payments that are owed to you before deleting your account. You understand that if students have previously enrolled in your Submitted Content, your name and that Submitted Content may remain accessible to those students after your account is deleted. If you need help or encounter difficulty deleting your account, you can contact us via our Support Center.

8. Miscellaneous Legal Terms

8.1 Updating These Terms

From time to time, we may update these Terms to clarify our practices or to reflect new or different practices (such as when we add new features), and Medgraduates reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If we make any material change, we will notify you using prominent means such as by email notice sent to the email address specified in your account or by posting a notice through our Services. Modifications will become effective on the day they are posted unless stated otherwise.

Your continued use of our Services after changes become effective shall mean that you accept those changes. Any revised Terms shall supersede all previous Terms.

8.2 Translations

Any version of these Terms in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

8.3 Relationship Between Us

You and we agree that no joint venture, partnership, employment, contractor, or agency relationship exists between us.

8.4 Survival

The following sections shall survive the expiration or termination of these Terms: Sections 2 (License to Medgraduates), 3.3 (Relationship to Other Users), 5.3 (Receiving Payments), 5.4 (Refunds), 7 (Deleting Your Account), and 8 (Miscellaneous Legal Terms).

9. How to Contact Us

The best way to get in touch with us is to contact our Support Team. We’d love to hear your questions, concerns, and feedback about our Services.

 

Affiliate Terms & Conditions

These Affiliate Terms & Conditions were last updated on April 1, 2021.

THIS IS A LEGAL AGREEMENT BETWEEN YOU (“YOU”, “YOUR”, OR “YOURS”), AND MEDGRADUATES, INC., A DELAWARE CORPORATION LOCATED IN SAN FRANCISCO, CALIFORNIA, UNITED STATES OF AMERICA (“MEDGRADUATES”, “WE”, “US”, OR “OUR”). BY CLICKING ON THE “I ACCEPT” BUTTON AT THE END OF THESE AFFILIATE TERMS AND CONDITIONS (“AFFILIATE TERMS”) YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THESE AFFILIATE TERMS AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION HEREIN.

Any version of these Affiliate Terms in a language other than English is provided for convenience and You understand and agree that the English language will control if there is any conflict.

All capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in Medgraduates’s Terms of Use, Pricing and Promotions Policy or the Publisher Membership Agreement.

1. Overview

These Affiliate Terms contain the complete terms and conditions that apply to You when becoming an affiliate in Medgraduates’s affiliate program (the “Affiliate Program”). The purpose of these Affiliate Terms is to allow You to make affiliate commissions through sales generated from Your website to Our Services in the manner set forth herein.

2. Enrollment in the Affiliate Program

(a) Application Completion. If You have not already done so, You need to complete an application to the Affiliate Program (the “Application”). You need to identify Your website, describe how You plan to promote Medgraduates’s Services on Your website, and provide certain contact information. The Application can be found at https://www.Medgraduates.com/affiliate/.

(b) Acceptance of Your Application. If we choose to accept Your Application, You will receive an email notification confirming that Your Application has been approved. You understand and agree that We may accept or reject Your Application at Our sole discretion. Your Application will be rejected if any of the information You provide is incorrect or incomplete, if Your website promotes materials of a sexual, pornographic, violent, or defamatory nature, if You or Your website discriminate, violate any applicable law, or violate any person’s intellectual property rights, or for any other reason We may deem fit to reject Your Application.

(c) Access to our Affiliate Program. If We have accepted Your Application, We will send You a welcome email with Your login details so that You may enter Our secure affiliate center. From this center You will be able to download Promotional Materials and qualifying links as well as access Your reports which will describe Our calculation of the affiliate commissions due to You. It is Your responsibility to keep Your username and password information secure. For purposes of clarity, Promotional Materials is defined as banners, text links, article copy, and access to data feeds.

(d) You will ensure that your information including your email address is at all times complete, accurate and up-to-date. We may send communications to the email address associated with your account. You will be deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address associated with your account is no longer current.

(e) You must be in good standing with the Federal Trade Commission (the “FTC”) and in compliance with all FTC guidelines. As an Affiliate, you also understand and agree that you have read and fully agree to the terms listed on the Official FTC Website. Specific requirements and examples for Medgraduates Affiliates can be found here.

3. Specific Obligations of Affiliates

As a member of Our Affiliate Program, You represent, warrant, and covenant that You will:

(a) Link to Our Services. You will implement the links, banners, and other means of linking Your website to Our Services (collectively, “Referral Links”) pursuant to the referral specifications set forth on the Affiliate Program on Rakuten Linkshare (“Referral Specifications”). On this page You will be able to download certain technical materials, including links, HTML code, banner ads, copy and other content, and any documentation for the foregoing (collectively, “Referral Materials”). When Our customers click through the Referral Links to purchase an item on the Medgraduates site, you can receive commissions for qualifying individual marketplace transaction purchases as described in Affiliate Commissions.

(b) Maintain Your Site: The maintenance and the updating of Your website will be Your responsibility. Medgraduates will notify you via email of any changes to these Terms and our Referral Materials. However, as a member of Our Affiliate Program and because Our information is updated often, it will be necessary for You to update the Referral Materials on Your website to maintain consistency and accuracy between Our Services and the Referral Specifications.

(d) Follow and Comply with All Copyright Laws: It is entirely Your responsibility to follow and comply with all applicable copyright and other laws that pertain to Your website. We will not be responsible if You use another person’s copyrighted material in violation of the law.

(e) Not to solicit Our Instructors: As a member of Our Affiliate Program, You agree not to directly or indirectly, for Yourself or on behalf of another, solicit business away from, or solicit, induce, influence, or encourage any of Our Instructors to upload their Medgraduates Course(s) on Your websites and/or platforms, or otherwise alter, terminate or breach their contractual or other business relationship with Us.

4. Affiliate Responsibilities

As a member of Our Affiliate Program, You understand and agree that:

(a) We Can Monitor Your Site: You hereby give Us the right to monitor Your website at any time to determine if You are following these Affiliate Terms, and to notify You of any changes We feel You should make to remain in compliance. Further, You must comply with any requests we make for you to take down specific content from your website. Failure to comply is a violation of these Terms and grounds for termination of Your affiliate status.

(b) We Determine the Policies for Referred Customers: Persons who become customers of Our Services through referrals made in the Affiliate Program will be considered Our customers, at Our sole discretion. All Our terms, rules, policies, and operating procedures that apply to Our Users will apply to such referred customers. We may change Our terms, rules, policies, and operating procedures at any time, as further described in Our Terms of Use and Our other terms as We may post from time to time

(c) You will not promote Medgraduates through paid advertising or media buying that leads directly to the Medgraduates website (found at www.Medgraduates.com). You will not bid on Medgraduates -branded keywords as an affiliate. This applies to all advertising platforms and to all affiliates unless direct approval from Medgraduates is granted.

(d) You will not use Our company name or variations of Our company name in your Domain Names or Social Media pages: You may not register or purchase domain names that include Our company’s name or any misspellings or variations of Our company name to run promotions as an affiliate. Additionally, you may not include Our Company name, variations of Our company name, or the look and feel of Our own social media pages on any social media pages (i.e. Facebook Fan Page) where You run promotions as an affiliate.

(e) You will be Responsible for Your Website’s Content: You may not promote Our content and Our Instructors’ courses on a website that contains any form of misleading, defamatory, obscene, illegal, bigoted, pornographic or any other content deemed offensive by Us.

(f) You will not promote using cookie-stuffing: You may not use cookie stuffing techniques or click-generators that set the tracking cookie without the user actually clicking on the Referral Link. You will not artificially generate clicks or impressions on your site or create visits on the Medgraduates site, whether by way of a robot or software program or otherwise.

(g) You will not mimic Our media and content: Publishers must make sure that his or her media does not copy or resemble the look and feel of the Medgraduates website or create the impression that Your media is part of Our company’s website. You also understand that using the language found on Our pages verbatim is not allowed unless it is to describe the content found on any given course landing page.

(h) You will be Responsible for Your use of content found on Our site. You may create Your own promotional materials using pages from our site as reference. You may also use course images and part of the text in Our pages to promote the products accurately on Your site. However, You may NOT download, copy, or use video content (free or paid), course supplementary materials (PDFs, quizzes or extra material), or lesson descriptions and upload them on Your own site(s). Violation of this provision may result in the immediate termination of Your affiliate account.

(i) You will not use spyware, malware, virus and the like: You may not include on your site, display, or otherwise use Referral Links or other Content that uses any spyware, malware, or virus, or any software application not expressly and knowingly authorized by users prior to being downloaded or installed on their computer or other electronic device.

(j) You will be open and honest about Your relationship to Us: You may not misrepresent or embellish the relationship between you and Medgraduates or imply any relationship or affiliation between you and Medgraduates or any other person or entity except as expressly permitted by this affiliate Agreement. You may not represent yourself as an agent or employee of Medgraduates or represent that you have the authority to bind Medgraduates to a contract.

(k) You cannot utilize a browser extension to promote Medgraduates or Medgraduates courses without direct approval from Medgraduates. All coupon codes available in the extension must be approved by Medgraduates. You also understand and agree that your browser extension cannot allow users to upload new coupons into the extension’s feed.

(l) You will not earn commissions for free courses: Our site contains paid and free courses. Any customer You refer to Us that subsequently enrolls in a free course or uses a ‘free promo code’ to get a paid course for free will not be eligible to earn You a commission and that particular sale will not appear on Your affiliate account. We will terminate the account of Affiliates who only promote free courses, or Affiliates who promote primarily free courses.

(m) You will be mindful of who You do business with: You may not use marketing practices that attract fake customers. We, in our sole discretion, will make the determination whether someone is a fake customer.

(n) You will ensure your sub-affiliates follow all of Our terms: You have the right to work with a sub-affiliate network so long as your sub-affiliates follow Our Affiliate Terms. You understand that You are responsible for Your sub-affiliate’s compliance with these terms and that non-compliance by any of Your sub-affiliates may result in the termination of Your affiliate account.

(o) For Medgraduates employees who are also Medgraduates Affiliates: You will make it clear you are a Medgraduates employee when promoting Medgraduates as an affiliate. As a Medgraduates employee, You agree to clearly state in all promotional posts or promotions containing Medgraduates affiliate links Your employee and affiliate relationship with Medgraduates via a disclaimer. Specific requirements and examples for Medgraduates Affiliates who are also Medgraduates employees, can be found here.

These Affiliate Terms will begin and become effective upon Our acceptance of Your Application.

5. Affiliate Commissions

(a) Eligibility: Except in jurisdictions in which such a transaction is not permitted, You are eligible to earn affiliate commissions through Referrals (as defined in section (b) below) during the term of these Affiliate Terms, according to the calculation described below.

(b) Amount due: The exact amount of affiliate commissions due to You in any given quarter will be calculated in the following manner:

The affiliate commission is set up in the offers available to You in Your Publisher account. A “Referral” is a paying customer that You refer from Your website to Our website using the Referral Materials in accordance with the Referral Specifications. Acceptance of a Referral as a User of Our Services shall be at Our sole discretion.

(c) Payment of affiliate commissions will be made on a monthly basis. Payments are disbursed according to the payment method You have selected in Your affiliate account. If Your account is terminated due to violation of these Affiliate Terms, We reserve the right to withhold all future payments owed to You.

(d) Affiliate payments are sent to you using Linkshare’s affiliate network payment system. Medgraduates does not send payment directly to any affiliates. Affiliates are responsible for making sure they are able to accept payments from Medgraduates ‘s affiliate network.

(e) Affiliates are responsible for any and all charges, fees, taxes, exchange rates, surcharges and other expenses incurred in order to receive affiliate payments. Please check with your receiving banking institution to find out if any of these apply for your account.

(f) If We determine that payment of affiliate commissions to You in any jurisdiction is illegal under any laws, then We may reserve the right to not pay affiliate commissions for any sales made in that jurisdiction.

(g) We may withhold Your final payment for a reasonable time to ensure that the correct amount is paid to You.

(h) If at any time there has been no substantial activity on your account for XX years, then we will have the right to withhold any accrued fee. Further, any unpaid fees in your account may be subject to escheatment under applicable law.

6. Licenses

(a) You hereby grant Us a non-exclusive, non-transferable, revocable right to use Your names, titles, and logos in the advertising, marketing, promoting, and publicizing in any manner of Our rights under these Affiliate Terms. However, We are under no obligation to advertise, market, promote, or publicize.

(b) We both agree not to use the other’s proprietary materials in any manner that is disparaging or that otherwise portrays the other in a negative light. We each reserve all of our respective rights in the proprietary materials covered by this license. Either one of us may revoke this license at any time by giving the other written notice ending our engagement under these Affiliate Terms and Your Affiliate status. Other than the license granted in these Affiliate Terms, we each retain all right, title, and interest to our respective rights and no right, title, or interest is transferred to the other.

7. Disclaimer

WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING MEDGRADIATES. ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, RELIABILITY AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

8. Limitations of Liability

WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THESE AFFILIATE TERMS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE AFFILIATE TERMS, IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE AFFILIATE TERMS, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT, OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL REFERRAL FEES PAID TO YOU UNDER THESE AFFILIATE TERMS.

9. Indemnification

You agree to indemnify and hold harmless Medgraduates and its employees, representatives, agents, and affiliates, against any and all claims, suits, actions, or other proceedings brought against them based on or arising from any claim resulting from Your breach of these Affiliate Terms. You will pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by Us in connection with or arising from any such claim, suit, action, or proceeding.

10. Termination

Medgraduates or You can Each End Our Engagement Under these Affiliate Terms: Either Us or You may end these Affiliate Terms AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax.

11. Modification

From time to time, We may update these Terms to clarify Our practices or to reflect new or different practices, for example We may change the scope of Referral Fees, payment procedures, and Affiliate Program rules, or Referral Specifications or Referral Materials, and Medgraduates reserves the right in its sole discretion to modify and/or make changes to these Affiliate Terms at any time, at Our sole discretion. If We make any material change to these Affiliate Terms, You will automatically receive an email notifying You that changes were made and prompting You to agree to Our new Affiliate Terms. Modifications will become effective on the day they are posted unless stated otherwise. If any modification is unacceptable to You, Your only option is to end Your participation in the Affiliates Program by removing Us as an advertiser in Your Rakuten Linkshare account. Your continued access to Our Linkshare platform will be contingent on Your acceptance of Our updated Affiliate Terms. You should visit the Services regularly to ensure You are aware of any changes to the Affiliate Terms, as any revised Affiliate Terms shall supersede all previous Affiliate Terms.

12. Miscellaneous

(a) You represent and warrant to Us that:

(i) These Affiliate Terms constitutes Your legal, valid, and binding obligation, enforceable against You in accordance with the terms and conditions set-forth herein;

(ii) You have the full right, power, and authority to accept and be bound by these Affiliate Terms and to perform Your obligations under these Affiliate Terms, without the approval or consent of any other party;

(iii) You have sufficient right, title, and interest in and to the rights granted to Us in these Affiliate Terms; and,

(iv) YOU HAVE READ AND TAKEN INTO ACCOUNT THE LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER PROVISIONS OF THESE AFFILIATE TERMS PRIOR TO ACCEPTING THESE AFFILIATE TERMS.

(b) Independent Contractors. Each of us shall be deemed to be independent contractors with respect to the subject matter of these Affiliate Terms, and nothing contained in these Affiliate Terms shall be deemed or construed in any manner as creating any partnership, joint venture, employment, agency, fiduciary, or other similar relationship. You will not make any statement, whether on your site or otherwise, that contradicts or may contract anything in this paragraph.

(c) Assignability. You may not assign Your rights or obligations under these Affiliate Terms to any party, and any attempt to do so will be void and without effect. We are free to assign these Affiliate Terms.

(d) Governing Laws. These Affiliate Terms shall be governed by the substantive laws of the State of California without reference to its choice or conflicts of law principles that would require the application of the laws of another jurisdiction, and shall be considered to have been made and accepted in the State of California. Any dispute that may arise in connection with these Affiliate Terms shall be resolved in accordance with our Terms of Use.

(e) You may not amend or waive any provision of these Affiliate Terms unless in writing and signed by both of us.

(f) Entire Agreement. These Affiliate Terms represent the entire agreement between Us and You, and shall supersede all prior agreements and communications between us, oral or written.

(g) Headings and Titles. The headings and titles contained in these Affiliate Terms are included for convenience only, and shall not limit or otherwise affect the terms herein.

(h) Severability. If any provision of these Affiliate Terms is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the both of us is effectuated, and the remainder of these Affiliate Terms shall have full force and effect.

CorpU Terms & Conditions

These terms and conditions were last updated on August 1, 2023.

The terms and conditions below apply to Customer’s use of Medgraduates’s platform, CorpU (“CorpU”), as described below. All terms not defined herein have the definitions ascribed to them in the Master Services Agreement (“Agreement”) between Medgraduates and Customer.

1. CorpU Offering.By purchasing access to CorpU, as specified in the relevant Order Form, Customer will receive licenses to access specific learning content (the “Cohort Licenses”) accessible through an online learning platform (the “CorpU Platform”) that includes Cohort Services (as defined below).
2. CorpU Platform.Customer will be provided access to the CorpU Platform, as detailed in the applicable Order Form, where Users may access the specific cohort learning content (“CorpU Content”) and/or any Customer proprietary content, materials, and information (“Customer IP”). Customer may purchase access for additional CorpU Platform Users (in excess of those in the applicable Order Form), subject to an additional fee and the terms and conditions set forth herein.
3. Cohort Licenses.Access to CorpU Content is limited to Users with Cohort Licenses and is available for the duration of an applicable cohort program (or such other duration agreed between the Parties), each of which shall consist of a minimum of 25 participants (the “Cohort Program”). Customer will notify Medgraduates at least a minimum of six weeks prior to the launch of a Cohort Program. To the extent a Cohort Program has to be canceled or rescheduled through no fault of Medgraduates (e.g., did not meet the required 25 participants, etc.), Medgraduates shall not have any liability for such cancellation and may charge an additional fee to accommodate the rescheduled Cohort Program. Any request to reschedule a Cohort Program by Customer requires at least 14 days written notice.
4. Additional Services.Optional third-party products (“Vendor Add-ons”) or additional support services (“Cohort Services”) may be included with CorpU. The availability of the Vendor Add-ons and/or Cohort Services is included with Customer’s Cohort License at an additional cost per User, which shall be set forth in an Order Form. Cohort Services are not available for Customer proprietary content. Any additional services requested by Customer will be separately scoped at an additional cost.
5. Customer IP.Customer represents and warrants that Customer has all right, title and interest in and to all Customer IP provided to Medgraduates to perform the Services set forth in the applicable Order Form and shall defend, indemnify, and hold harmless Medgraduates and its Affiliates, subsidiaries, directors, officers, employees, and agents with respect to any claims against Medgraduates regarding such Customer IP.
6. Restrictions on Use of Licenses.Each Cohort License, once assigned to a User, is unique to such User and may not be assigned or shared with any other person via shared login or any other method. All Cohort Licenses expire on the one-year anniversary date of the issuance of such Cohort Licenses by Medgraduates and must be renewed annually thereafter.

 

Medgraduates Business Pro Terms & Conditions

These terms and conditions were last updated on June 1, 2023.

These Medgraduates Business Pro Terms and Conditions (these “Terms”) apply to Customer’s access and use of Medgraduates Business Pro. All terms not otherwise defined in these Terms will have the meanings ascribed to them in the Master Services Agreement between Medgraduates and Customer (the “Agreement”).

1. Medgraduates Business Pro is a Service that provides an interactive experience containing hands-on learning labs, workspaces, role paths, and assessments.
2. Users may access certain third-party platforms through Medgraduates Business Pro, which are governed by and subject to separate terms and conditions.
3. Customer acknowledges and agrees that: (a) Customer is solely responsible for all content inputted by Customer or its Users in connection with use of Medgraduates Business Pro (collectively, “Interactive Content”) including on the server instances that provide interactive environments as a part of Medgraduates Business Pro (“Interactive Sessions”); and (b) Medgraduates, its Affiliates, or licensors will not preserve, back up, or store the Interactive Content.
4. The parties agree that the following are incorporated into the Terms of Use. With respect to the Medgraduates Business Pro Services, Customer shall not, nor permit its Users to:
   1. Provide web, database, or forum access, or engage in cryptocurrency mining, on or through Medgraduates Business Pro,
   2. Exceed the usage limitations (including, but not limited to, Interactive Session quantity or duration, or User number limitations) applicable to Customer’s use of Medgraduates Business Pro,
   3. Use or access an Interactive Session in any commercial production environment, or
   4. use any data or information other than simulated, anonymous, non-personal, non-live data when using Medgraduates Business Pro.
5. In addition to the remedies available to Medgraduates under the Agreement, Medgraduates may remove any Interactive Content that violates the Terms of Use.

 

Launch Services

This Agreement was last updated on August 1, 2023.

Scope of Launch Services

Medgraduates will provide access to a dedicated project manager and launch program to assist Customers with the launch of the Services as further detailed in Schedule A ((“Launch Services”). The provision of the Launch Services is contingent upon the Customer purchasing subscriptions to use the Services which are provided pursuant to the Master Services Agreement ((“MSA”). Except as specifically stated herein, the MSA shall continue in full force and effect and is supplemental to and incorporated herein by reference.

Customer Cooperation/Responsibilities

Customer will cooperate reasonably and in good faith with Medgraduates in performance of Launch Services by, without limitation, (a) allocating sufficient resources and timely performing any tasks reasonably necessary to enable Medgraduates to perform its obligations under each Order Form, (b) timely delivering any materials and other obligations required under each Order Form, (c) timely responding to Medgraduates inquiries related to the Launch Services, (d) assigning an internal project manager for each Order Form to serve as a primary point of contact for Medgraduates, (e) actively participating in scheduled project meetings, (f) in a timely manner and at no charge to Medgraduates, access to the appropriate and knowledgeable employees and agents, continuous administrative access to Medgraduates, and coordination of remote online and telephonic meetings all as reasonably required by Medgraduates, and (g) complete, accurate and timely information, data and feedback, all as reasonably required.

Term

This Addendum will remain in effect until the earlier of (a) completion of the Launch Services or (b) 9 months from the date of the Order Form.

Fees and Expenses

All Launch Services are billed and invoiced in accordance with the terms of the MSA upon receipt of a signed Order Form. All amounts for Launch Services, including Launch Service related travel and expenses, are due and payable in line with the terms of the Order Form.

Independent Contractor

Each Party, including employees and consultants, will at all times maintain the status of independent contractor with respect to one another.

Intellectual Property

Except as expressly set forth in this Addendum, neither party grants the other party, express or implied, Intellectual Property Rights.

Warranties and Disclaimer

Medgraduates warrants that the Launch Services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards, in conformance with Schedule A and Medgraduates will comply with all applicable laws in providing the Launch Services. For any breach of the above warranty, excluding Learning Program Manager, the exclusive remedy and our entire liability will be the re-performance of the applicable Launch Services. Except as is expressly provided in this section, Medgraduates provides the Launch Services as is and makes no warranties of any kind, express or implied. Although Medgraduates will use reasonable efforts to perform the Launch Services within the Term, Medgraduates does not warrant or guarantee that the Launch Services will be completed within the Term.

Schedule A

Launch Services assist customers with the launch of Medgraduates products by providing a Project Manager to accelerate time to launch. The Medgraduates team provides Launch Services that may include the following phases:

• Discover:

The discovery phase is an opportunity to connect Medgraduates and customer stakeholders. The discovery phase includes a project kick-off meeting including; contract review, goal alignment, and presentation of Launch Services. After the project kick-off is completed, mobilization activities commence including; stakeholder alignment, proposed launch timeline, scoping, and resource coordination.

• Plan:

All project plan development including definition, sequencing, timeline, duration, milestone development and resource planning is created during the Plan phase. Any risks or customer dependencies are identified and communicated to customer stakeholders.

• Execute:

All product configuration is completed in the Execute phase. The Project Manager provides weekly project status reviews communicated via email. Medgraduates product configuration, license allocation, resource coordination, and change management planning are completed during this phase to prepare for launch.

• Launch:

The Launch phase begins when all elements of the execution phase are completed. The Launch phase includes customer training, communication plan and templates provided, and product(s) launch.

• Post-Launch:

The Project Manager will support the project for 10 business days post go-live and during this time will monitor launch to check goal progress, identify areas for improvement, and optimize success metrics. The Project Manager will provide a formal email communication to conclude the launch project.

Promotions Policy

This Promotions Policy was last updated on August 1, 2023.

This Promotions Policy (“Policy”) includes information about methods that Medgraduates instructors can use to promote their content, including instructor coupons, course referral links, and Medgraduates’s optional marketing programs. This Policy is incorporated by reference into our Terms of Use and Instructor Terms. Any capitalized terms that aren’t defined in this Policy are defined as specified in the Terms of Use or Instructor Terms.

You can find translated versions of this Policy by following our Help Center language instructions. The following translations are also available for languages not supported by the Help Center:

• Chinese – Traditional (促銷政策)
• Chinese – Simplified (推广政策)
• Dutch (Promotiebeleid)
• Russian (Политика порядка проведения промоакций)
• Romanian (Politica de promoții)
• Indonesian (Kebijakan Promosi)
• Thai (นโยบายโปรโมชั่น)

Any version of this Policy in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

1. How the Promotional Programs Work

Medgraduates offers premium instructors the opportunity to participate in Promotional Programs, which you can opt into through the Promotional Agreements page of your instructor settings or by a written agreement (including by email) between you and Medgraduates for certain programs, as detailed below. The specific programs offered may change from time to time. 

Not all deals or programs will be available in all geographic territories or for all Medgraduates content. Medgraduates has sole discretion to determine which content to offer as part of the Promotional Programs and to set or update sale prices. Medgraduates may remove any of your content from the Promotional Programs at any time and in its sole discretion, with or without notice to you.

The discount amounts referenced below are approximate, as the actual discount may be slightly higher due to rounding and currency conversion. Medgraduates does not guarantee any minimum level of success in connection with the Promotional Programs.

2. Medgraduates Deals Program

The Deals Program helps increase your revenue potential by enabling Medgraduates to offer your content at a compelling discount as part of targeted promotions, as well as to optimize your list price. The Deals Program allows Medgraduates to offer your content to students at a discounted price or list price no lower than $9.99 USD (or local equivalent), except in sales to Medgraduates’s resellers or distributors, where the price may be lower. For clarity, Medgraduates determines local equivalents of $9.99 USD using economic factors such as purchasing power, rather than employing a direct currency conversion. A table of minimum sales prices after discount in each of Medgraduates’s major markets can be found in our Help Center article on pricing tiers. We reserve the right to update this table and change base price tier options from time to time.

Where a sale to a Medgraduates reseller or distributor results in a sale price for your content that is lower than permitted by this Policy, Medgraduates will calculate your revenue share based on a Gross Amount permitted by this Policy.

Deals Program deals may be promoted through the Services, user communications, or third-party platforms, and the duration of the deals may vary.

You can opt out of the Deals Program at any time. However, your content will remain subject to any applicable sales, campaigns, or promotions that are already active at the time you opt out, until those sales, campaigns, or promotions are completed.

3. Medgraduates Business Program

Premium instructors may also participate in our subscription program (“Medgraduates Business Program”), subject to the additional terms in this section. The Medgraduates Business Program consists of Medgraduates’s subscription-based content collections available to individual consumers and business customers, including private, public, non-profit, and government organizations (“Subscription Customers”), featuring a select group of Medgraduates’s top content for professional and personal development skills. 

By opting into the Medgraduates Business Program, you agree to make all of your content eligible for inclusion in Medgraduates’s subscription-based content collections. We may elect whether to select your content for inclusion in any collection, including any add-on, variation, or subset of that collection, and may change the selection from time to time at our sole discretion.

Because the collections are subscription-based, we may select sale prices and offer free trials at our discretion. While your content is included in a collection, you may not unpublish that content or make it private. 

If you’ve agreed to provide any Assessment Questions (as defined below), you are also subject to the additional terms in Section 4 (Assessments).

Instructors who have previously opted into the “Medgraduates Subscription Program” are subject to the terms of this section.  

3.1 Revenue Share

By participating in the Medgraduates Business Program, you agree that for each collection, your revenue share will be calculated as follows:

1. Each month, Medgraduates will calculate the total monthly subscription fees paid to Medgraduates on behalf of all current Subscription Customers of such collection minus any applicable Transaction Taxes, foreign exchange fees, and third-party fees, such as reseller, promotion, distribution, or payment processing fees.
2. Twenty-five percent (25%) of this amount will be allocated to instructors participating in such collection (“Instructor Revenue Pool“) as further described below.
3. Each month, Medgraduates will calculate the total minutes of content (including course videos, quizzes, practice tests, and coding exercises) in such collection consumed by all current Subscription Customers through their subscription to such collection (“Total Minutes Consumed“). For clarity, the Total Minutes Consumed does not include any consumption by access through a free trial.
4. Each month, Medgraduates will also calculate how many of the Total Minutes Consumed are attributable to each of your items of content that was included in such collection that month (“Your Content Minutes“).
5. To calculate your revenue, share each month, Medgraduates will divide the Instructor Revenue Pool by the Total Minutes Consumed, then multiply that per-minute amount by Your Content Minutes.

As Medgraduates makes additional types of content (such as assessments and labs) available through the collections, we may update subsection (3) above to specify additional types of content that will be included in the calculations to determine the Total Minutes Consumed and Your Content Minutes.

3.2 Exclusivity

Except as otherwise provided for Assessment Questions below, once your content is included in a collection, you agree that you will not begin to offer any on-demand content, such as pre-recorded courses, that directly compete with or injure the sales of that content on any site or platform other than your own. For clarity, this doesn’t include literary works or in-person instructional trainings. If you choose to terminate your participation in the Medgraduates Business Program, you agree that this exclusivity provision will remain in place until we remove your content from all collections.

3.3 Termination

You can choose to terminate your participation in the Medgraduates Business Program at any time by emailing instructorsupport@Medgraduates.com. Medgraduates will remove your content from the collections within 12 months of termination and will continue to pay you revenue share based on the then-current rates until your content is removed from the relevant collection. 

Once your content is removed for any reason from a collection, Subscription Customers will no longer be able to enroll in your content and you will no longer earn revenue share from that collection. However, any individual end user who previously enrolled in your content will continue to be able to access that content for as long as they remain subscribed to the relevant collection.

4. Assessments

Medgraduates’s assessments (“Assessments”) consist of question and answer pairs with explanations (each, an “Assessment Question”) to measure proficiency and learning across certain topics, skills, domains, or occupations. Assessments are made available by Medgraduates as a standalone content type, separate from courses. For clarity, practice tests, quizzes, coding exercises, and labs are not considered Assessments or Assessment Questions. 

By providing an Assessment Question, as mutually agreed between us in writing (including by email), you agree to the terms in this section.

We may elect whether to select your Assessment Question for inclusion on Medgradiates.com or in the Medgraduates Business Program, and may change that selection from time to time and at our sole discretion. If your Assessment Question is included in the Medgraduates Business Program, then you will be subject to the terms relevant to that program above. 

You agree that your Assessment Questions will comply with all criteria as may be agreed in writing (including by email) by you and Medgraduates, such as the topic, format, domain, difficulty level, and quantity.

By providing your Assessment Question, you grant Medgraduates an exclusive license to use, copy, reproduce, distribute, display, publish, and prepare derivative works of your Assessment Question. You agree that you will not make your Assessment Question available to others (including through your own site or platform) or license or permit any third party to do so.

You may choose to terminate your license of an Assessment Question at any time by emailing info@medgraduates.com. Medgraduates will remove your Assessment Question from the Services within 12 months of termination and will continue to pay you any relevant revenue share based on the then-current rates until your Assessment Question is removed from the relevant portion of the Services.  

5. Modifications

We may update this Policy from time to time to clarify our practices or to reflect new or different practices. If we make any material change, we will notify you using prominent means such as by email notice sent to the email address specified in your account or by posting a notice through our Services. Modifications will become effective on the day they are posted unless stated otherwise.

6. How to Contact Us

If you have any questions about this Policy, please contact our support team.