Products

StudyMate Class License Agreement

StudyMate Class

License Agreement

To obtain a campus-wide license for StudyMate, complete the agreement (available in MS Word or PDF format) and return it to Respondus with your purchase order or payment. Please allow 2-3 days for processing. Our email address, fax and mailing address are listed below.

Upon receipt of payment or purchase order, Licensee will receive an annual, campus-wide license for both StudyMate Class and StudyMate Author. This agreement can also be used for a free, 3-month pilot of StudyMate Class.

The text of the agreement itself is included below for reference.

Return to:

E-mail: sales@respondus.com
Fax: 425-881-3329
Mail: Respondus, Inc.
 Attn: Sales
 8201 164th Avenue NE, Suite 200
 PO Box 3247
 Redmond, WA 98052
 USA

StudyMate Class License Agreement
for Non-profit Educational Institutions

Definitions

Licensor: Respondus, Inc., a corporation duly organized and existing under the laws of the state of Washington, USA, having its corporate headquarters in Redmond, Washington, being proprietor of assessment tools for the education market.

Licensee: A not-for-profit school, college, or university that has obtained a license for the StudyMate Class service in accordance with the terms of this agreement.

End Users: Any students, faculty or staff affiliated with the Licensee.

Service:

StudyMate Class: A hosted application that integrates with learning management systems and allows the creation of learning activities and games in a collaborative, web-based environment.
StudyMate Class Integration Connector: A web extension that connects the course management system to the StudyMate Class, using a Blackboard Building Block™, ANGEL Learning Object, Canvas External Learning Tool, Desire2Learn External Learning Tool, Moodle Module, or similar technology.
StudyMate Author: A Windows-based software application that allows the creation of learning activities and games. The activities and games can be published to learning management systems, or to a server hosted by Licensor, StudyMate.com.

Grant of License Respondus grants Licensee, for the Term of Contract, a non-exclusive, non-transferable, worldwide license, without the right to sublicense, to use the Integration Connector, in object code format only, and the accompanying documentation, solely for the purposes of delivering the Service to End Users. Licensee acknowledges that this license is restricted to use only by students, faculty or staff that are affiliated with Licensee unless otherwise stated in a subsequent agreement signed in writing by both parties.

Restrictions on License Licensee may not remove, alter or conceal any Marks on the Service or any component parts; or copy, modify, translate, reverse engineer, decrypt, decompile or disassemble or otherwise seek to discover the source code for the Service or create derivative works based on the Service, nor may Licensee permit any third party to do any of the foregoing.

Licensee may not use the Service or any part thereof except as specifically provided and permitted by this License Agreement and, without limiting the generality of the foregoing, specifically, Licensee may not: sell, license or otherwise transfer, or permit any third party (including any subsidiary, parent, or affiliate not expressly licensed under this Agreement) to use (except as expressly permitted by this Agreement), sell, license or otherwise transfer, the Service or any part thereof; rebrand with Marks other than Licensor's Marks any part of the Service; resell or distribute the Service, or use it on a timeshare or service bureau basis; attach any of Licensee's Marks in or to any part of the Service other than as otherwise approved in advance by Licensor; or in any other way use the Service to provide a service directly competitive with Licensor or seek to gain economic advantage from the non-permitted use of the Service.

Licensee agrees to permit Licensor to audit compliance with this License Agreement, as Licensor deems reasonably necessary.

Licensee agrees, understands, and permits the Licensor’s Service to store or cache End User information for the purposes of operating the Service. Such user information shall not be used in any manner other than operating the Service.

Termination
This agreement is effective until terminated. The Licensee may terminate this agreement at any time by notifying the Licensor. If the Licensee terminates its license prior to the end of the academic year (generally July 31), the Licensor will not refund or prorate the Licensee for its licensing fees, nor will it reduce or waive any licensing fees still owed to the Licensor.

The Licensor has the right to terminate this agreement if the Licensee violates one or more terms in this agreement. If the Licensor sends a notice of termination to the Licensee, the Licensee must immediately discontinue all use of the Service. In addition, the Licensee may be subject to legal action by the Licensor.

Disclaimer of Warranty
While the Licensor has tried to ensure that the Service is accurate and free from defect, it is provided “as is” without warranty of any kind. The Licensee and its End Users assume the entire risk as to the results and performance of the Service. The Licensor disclaims all warranties, expressed or implied, including but not limited to implied warranties of fitness for a particular purpose. In no event shall the Licensor be liable for any damages whatsoever arising out of the use of, or inability to use, the Service.

Products and Services
Upon receipt of payment or purchase order, the Licensor will deliver or make available to the Licensee the Service. Updates of the Service will be made available to the Licensee at no additional charge. The Licensor will make available ticket-based web support to two individuals designated by the Licensee. These individuals are known as “Authorized Support Persons.” Under this license, End Users of the Licensee must channel all questions related to the Service through the Authorized Support Persons, the latter of which must make a good-faith effort to answer such questions before submitting a support ticket at www.respondus.com. It is up to the discretion of the Licensor to provide phone support in certain instances.

Term of Contract
This license agreement is based on “academic years,” starting August 1 and ending July 31, unless an alternate date is otherwise agreed to in writing. This agreement is automatically renewed unless the Licensee indicates in writing its intent to discontinue its License. If the Licensee has not issued payment for its annual license fee by August 1, or the agreed upon renewal date, the Licensor is permitted to restrict access to the Service or reduce the functionality of the Service.

Ownership of Service and Integration Connector
The Service and Integration Connector are copyrighted by the Licensor and remain the property of the Licensor. This license is not a sale of the software.

License Fees
The annual fee is determined by the general size of the institution (generally based on the Full-Time Equivalency of student enrollments). The annual fee structure for a StudyMate Class license is as follows:

Under 2,000 students $2995
2,001 to 2,500 students $3295
2,501 to 5,000 students $3795
5,001 to 10,000 students $4095
10,001 to 15,000 students $4395
15,001 to 20,000 students $4695
20,001 to 25,000 students $4995
25,001 to 30,000 students $5295
30,001 to 35,000 students $5595
35,001 to 40,000 students $5895
Over 40,000 students Ask for Quote

There is generally no fee associated with a pilot license of StudyMate Class. After the pilot period has expired, the Service will default to a free “Lite” version of StudyMate Class. The “Lite” version of StudyMate Class uses the same Integration Connector, so no reinstallation is required for institutions wanting to continue with the “Lite” version. See the StudyMate Class "Lite" Feature Comparison for more information.

Approximately three months prior to the August 1 license renewal date, the Licensor will provide the Licensee an invoice for the next year's license fee. Payment of the annual license fee is due by the renewal date.

Upon receipt of payment or purchase order, Licensee will receive an annual, campus-wide license for both StudyMate Class and StudyMate Author.

Price Adjustment
The Licensor has the right to increase or decrease the annual license fee from year to year. If the Licensor intends to adjust the annual license fee, it must give notice to the Licensee no less than 60 days before the annual renewal date.

Prorating of Fees and Credits
During the first year of a license, the Licensor may, on its own discretion, prorate the annual license fee to adjust for a partial year of licensing.

General
The failure by a party to exercise or enforce any right hereunder shall not operate as a waiver of such party's right to exercise or enforce such right or any other right in the future. This Agreement may only be amended in a writing executed by both parties, and no purchase order or other document that purports to modify or supplement this Agreement shall add to or vary the terms of this Agreement.

Initiating a License
To obtain a campus-wide license for the Service, fill out the Ordering and Contact Information form below and return it with a purchase order or payment. A pilot license doesn’t require a purchase order or payment, but does require return of the form below.