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LEGAL

Terms and Conditions of Use

Tovuti Terms and Conditions of Use

Last Updated: 9 January 2026

Agreement to Terms

By accessing or using the Tovuti website (www.tovutilms.com), platform, and services (collectively, the "Service"), you agree to be bound by these Terms and Conditions ("Terms"), our Master Service Agreement, and Privacy Policy. These documents are incorporated by reference into these Terms.

These Terms apply to:

  • Visitors to our website
  • Users of our learning management platform
  • Subscribers to our services
  • Any person accessing our content or features

If you do not agree to these Terms, do not use our website or services.

Eligibility

To use our services, you must:

  • Be at least 18 years old, OR
  • Be an emancipated minor, OR
  • Have legal parental or guardian consent

You confirm that you have the legal capacity to enter into these Terms and comply with all obligations herein.

 

Important Notice: Arbitration Agreement

By using our services, you agree to resolve disputes through binding arbitration and waive your right to participate in class action lawsuits. See Section 5 for full details.

 

1. Website and Platform Use

1.1 Website Access

General Visitors: By accessing our website, you agree to use it only for lawful purposes. You may not:

  • Attempt to gain unauthorized access to any portion of the website
  • Interfere with or disrupt the website or servers
  • Use any automated tools to access or monitor the website without permission
  • Collect information about other users without consent
  • Impersonate any person or entity
  • Post or transmit harmful code or materials

Content Viewing: Website content is provided for informational purposes. You may view and temporarily cache content for personal, non-commercial use. You may not reproduce, distribute, modify, or create derivative works without written permission.

1.2 Subscription Service

Platform Subscribers: Subject to payment of applicable fees, Tovuti grants you a limited, non-exclusive, non-transferable, revocable right to access and use our subscription service ("Service") for your business purposes.

Key Terms:

  • All rights not expressly granted are reserved to Tovuti
  • Late payments are subject to additional fees
  • No refunds are provided
  • Payment terms are governed by our Master Service Agreement

1.3 User-Generated Content on Website

Public Areas: Our website may include forums, comment sections, or other interactive features where you can post content. By posting content, you:

  • Grant Tovuti a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display your content
  • Represent that you own or have rights to the content you post
  • Agree not to post illegal, offensive, or infringing content
  • Understand that we may remove any content at our discretion

Prohibited Content: Do not post content that:

  • Violates intellectual property rights
  • Contains hate speech, harassment, or threats
  • Includes personal information of others without consent
  • Promotes illegal activities
  • Contains spam or excessive commercial content
  • Includes malicious code or links

1.4 Links to Third-Party Websites

Our website may contain links to third-party websites. These links are provided for convenience only. We:

  • Do not endorse or control third-party websites
  • Are not responsible for their content, privacy policies, or practices
  • Recommend reviewing their terms before engaging with them

1.5 Prohibited Uses

You may not:

Technical Restrictions:

  • Copy, scrape, or extract content through automated means (bots, spiders, etc.)
  • Reverse engineer, decompile, or attempt to discover source code
  • Modify or create derivative works
  • Remove proprietary notices or bypass access controls

Commercial Restrictions:

  • Rent, lease, sell, or transfer access rights
  • Use the Service to develop competing products
  • Conduct competitive analysis or benchmarking (except as permitted by law)

Content Restrictions:

  • Submit content that infringes intellectual property rights
  • Upload malware, viruses, or malicious code
  • Submit unlawful content

1.6 Account Security

Platform Users and Subscribers: If you create an account to access our platform or services:

Your Responsibilities:

  • Provide accurate and complete registration information
  • Keep login credentials confidential and secure
  • Use only your own account (never share credentials)
  • Notify us immediately of unauthorized access or security breaches
  • Update your account information to keep it current

Account Restrictions:

  • One person per login credential
  • Accounts are non-transferable
  • You are responsible for all activity under your account
  • Sharing accounts violates these Terms and may result in suspension

Administrator Access:

  • Each login may be used by only one individual
  • You are responsible for all activity under your credentials
  • Administrators can view user content and personal information

1.7 Service Management

Website and Platform Availability:

  • We strive to maintain continuous availability but cannot guarantee uninterrupted access
  • We may perform maintenance, updates, or modifications at any time
  • We are not liable for temporary unavailability or service disruptions

Updates and Changes:

  • We may update features and functionality from time to time
  • We will provide advance notice before removing material features (unless security, legal, or performance issues require immediate action)
  • Website content may be updated without notice

Termination Rights:

  • We reserve the right to suspend or terminate your access to the website or platform at any time, with or without cause or notice
  • This includes termination for violations of these Terms or suspected fraudulent activity
  • Upon termination, you must cease all use of the website and platform

Technical Support:

  • Support is provided to platform subscribers as described in the Master Service Agreement
  • Website visitors may contact us through the support page but are not entitled to technical support
  • We will use commercially reasonable efforts to correct material errors during business hours
  • You must provide necessary access and information to facilitate support
  • We are not obligated to provide support for issues caused by your actions, third-party systems, unauthorized modifications, or force majeure events

1.8 Technical Requirements

Browser and Device Compatibility:

  • Our website and platform are optimized for modern browsers
  • Some features may require specific browser versions or settings
  • Third-party plugins or extensions may be required
  • We make no warranties about compatibility with your device
  • You assume all risk when downloading third-party software

Cookies and Tracking:

  • Our website uses cookies and similar technologies
  • By using our website, you consent to our use of cookies as described in our Privacy Policy
  • You can manage cookie preferences through your browser settings

Internet Access:

  • You are responsible for obtaining and maintaining internet access
  • You are responsible for all internet access charges and data fees
  • Streaming quality depends on your connection speed and device
  • Check with your provider regarding potential data charges

Third-Party Services:

  • Some features may require you to accept terms with external providers
  • We are not responsible for third-party service agreements or your interactions with external sites
  • You may need accounts with third-party services to use certain features

 

2. Billing and Payment

2.1 Payment Methods

  • You must provide at least one valid payment method
  • We will charge your primary payment method; if it fails, we may charge alternate methods
  • You remain responsible for all unpaid amounts
  • If payment fails and you don't cancel, we may suspend access until payment is received

Payment Processor Fees: Your payment provider may charge additional fees (foreign transaction fees, processing fees, etc.). These are not controlled by Tovuti.

2.2 Cancellation

You may only cancel your subscription as indicated in Section 7 of the Tovuti Master Service Agreement.

2.3 No Refunds

All payments are non-refundable. There are no refunds or credits for partially used billing periods. After cancellation, you retain access through the end of your current billing period.

2.4 Promotions

  • Promotions and discounts are limited to one per user
  • Cannot be combined with other offers
  • Cannot be applied to past orders
  • No cash value

 

3. Intellectual Property and Content

3.1 Tovuti's Intellectual Property

All website and platform content, including design, trademarks, logos, text, graphics, videos, and functionality, is owned by Tovuti or licensed third parties and protected by U.S. and international intellectual property laws.

Protected Elements Include:

  • Website design and layout
  • Platform interface and features
  • Tovuti name, logos, and trademarks
  • All text, images, videos, and multimedia content
  • Software code and algorithms
  • Documentation and training materials

Your Limited License:

  • Website Visitors: You may view and temporarily cache website content for personal, informational use only
  • Platform Subscribers: During your subscription, you have a limited, personal, non-commercial, non-transferable right to access and use platform content for your business purposes as specified in your agreement

Restrictions: You may not:

  • Copy, modify, distribute, or republish website or platform content without written permission
  • Use content for commercial purposes beyond your subscription scope
  • Remove copyright notices or attribution
  • Archive, download, or aggregate content
  • Circumvent content protections or digital rights management

3.2 Your Data

You own your data. As between you and Tovuti, you retain all rights to content and information you submit ("Your Data").

Analytics Exception: "Your Data" does not include anonymized analytics, such as:

  • Device and system information
  • Usage statistics and aggregated transaction data
  • Error logs and technical diagnostics

We may collect and use this information to improve our services. We will never access Your Data for support without your explicit permission.

3.3 User Content Responsibilities

Platform Subscribers: You are solely responsible for:

  • Accuracy, legality, and appropriateness of all content you submit
  • Compliance with applicable regulations 
  • Obtaining required consents from individuals whose data you collect
  • Taking appropriate action in response to user submissions (e.g., disability accommodations)

Website Visitors Who Post Content: If you post comments, feedback, or other content on our website:

  • You retain ownership of your content
  • You grant us a license to use, display, and distribute your content
  • You are responsible for ensuring your content is legal and appropriate
  • You may not post confidential information

Tovuti's Rights:

  • We may (but are not obligated to) screen, monitor, edit, or remove any content
  • We may provide analytics on user responses and interactions
  • We may disclose content when required by law (with prompt notice to you when legally permitted)
  • We reserve the right to remove content that violates these Terms

Data Protection: Never share passwords, financial information, or sensitive personal data through public areas of the website. Protect your personal information and that of others.

3.4 DMCA Copyright Policy

If you believe content infringes your copyright, send written notice to our copyright agent including:

  1. Physical or electronic signature of rights holder (or authorized agent)
  2. Identification of the copyrighted work(s)
  3. Identification of infringing material and its location
  4. Your contact information
  5. Statement of good faith belief that use is unauthorized
  6. Statement under penalty of perjury that information is accurate and you're authorized to act

Incomplete notices may be invalid under the DMCA.

3.5 Feedback and Suggestions

Voluntary Submissions: Any feedback, suggestions, ideas, or materials you provide to Tovuti (whether through the website, platform, or direct communication) become our property. We may use them without compensation, acknowledgment, or restriction. You waive any moral rights to such feedback to the extent permitted by law.

Unsolicited Submissions: We do not accept or review unsolicited ideas for new products, features, or services. If you send unsolicited materials:

  • You do so with no expectation of compensation
  • You acknowledge we may already be developing similar ideas
  • You waive any claims if we use similar concepts
  • We are not responsible for any similarities to your submissions

How to Provide Feedback: For general feedback about our services, please use our Contact Page or designated feedback channels.

 

4. Disclaimers and Limitations of Liability

4.1 "AS IS" Service

THE WEBSITE, PLATFORM, AND ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TOVUTI DOES NOT GUARANTEE:

  • Uninterrupted or error-free access to the website or platform
  • Specific learning outcomes or results
  • Compatibility with all devices or browsers
  • Accuracy or completeness of website content
  • That the website or platform will meet your specific requirements
  • That defects will be corrected

Website Content Disclaimer: Information on our website is for general informational purposes only. It should not be considered professional advice. We make no representations about the accuracy, reliability, or completeness of website content.

4.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

Tovuti is not liable for:

  • Personal injury or property damage
  • Special, incidental, indirect, or consequential damages
  • Lost profits, revenue, data, or business opportunities
  • Service interruptions, downtime, or data loss
  • Unauthorized access to your data
  • Errors or omissions in website content
  • Actions of third parties or third-party websites
  • Your reliance on website content

Liability Cap: Our total liability for any claims arising from the website, platform, or services will not exceed the amount you paid us in the 12 months preceding the incident giving rise to liability. For website visitors who have not paid fees, our liability shall not exceed $100.

4.3 Your Indemnification

You agree to indemnify, defend, and hold harmless Tovuti, its affiliates, and personnel from all third-party claims, damages, and expenses (including reasonable attorneys' fees) arising from:

  • Your breach of these Terms
  • Your violation of applicable law
  • Your violation of intellectual property or other rights
  • Content you post or submit
  • Your use or misuse of the website or platform
  • Your negligence or willful misconduct

4.4 Jurisdictional Variations

Some jurisdictions don't allow certain warranty exclusions or liability limitations. In such cases, our limitations apply to the maximum extent permitted by law. Nothing in these Terms affects non-waivable statutory consumer rights.

 

5. Dispute Resolution

5.1 Binding Arbitration

YOU AND TOVUTI AGREE THAT DISPUTES WILL BE RESOLVED THROUGH BINDING ARBITRATION OR SMALL CLAIMS COURT, NOT JURY TRIAL.

This applies to all disputes arising from:

  • Use of the website
  • Use of the platform or services
  • These Terms or any related agreements
  • Any relationship between you and Tovuti

The Federal Arbitration Act governs this provision. This arbitration agreement survives termination of your account or relationship with Tovuti.

5.2 Pre-Arbitration Notice

Before filing arbitration or small claims court action, you must send written notice by certified mail to:

Tovuti, Inc.
775 S. Rivershore Lane, Suite 200
Eagle, Idaho 83616, USA

The notice must:

  1. Describe the nature and basis of the claim
  2. Specify the relief sought

If we don't resolve the dispute within 60 days of receiving notice, either party may commence arbitration or file in small claims court.

5.3 Arbitration Rules

  • Governed by American Arbitration Association (AAA) Commercial Arbitration Rules
  • Administered by AAA
  • Hearings in Delaware (unless parties agree otherwise)
  • One arbitrator selected under AAA rules
  • Award is final and binding (except for limited judicial review permitted by law)

Exception: This arbitration provision does not apply to injunctive relief sought by Tovuti.

5.4 Class Action Waiver

YOU AND TOVUTI AGREE TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS PART OF ANY CLASS OR REPRESENTATIVE ACTION.

The arbitrator cannot consolidate multiple parties' claims. If this provision is found unenforceable, the entire arbitration provision is void.

 

6. General Provisions

6.1 Governing Law

These Terms are governed by Delaware law under the Federal Arbitration Act, without regard to conflict of laws principles. This does not limit mandatory consumer protection rights in your jurisdiction.

6.2 Changes to Terms

We may update these Terms from time to time. Changes will be posted on this page with a new "Last Updated" date.

For Website Visitors: Continued use of the website after changes are posted constitutes acceptance of the new Terms.

For Platform Subscribers: Changes are effective immediately for new users. For existing subscribers, changes take effect 30 days after posting unless otherwise stated.

We encourage you to review these Terms periodically.

6.3 Electronic Communications

We will send account-related communications (invoices, confirmations, notices) electronically to your registered email address. You agree that electronic communications satisfy all legal requirements for written communication.

6.4 Force Majeure

Neither party is liable for failure to perform due to circumstances beyond reasonable control, including:

  • Natural disasters or acts of God
  • War, terrorism, or civil disturbance
  • Epidemics or pandemics
  • Utility failures or communications disruptions
  • Acts of government

This does not include economic hardship or insufficient funds.

6.5 U.S. Government Rights

Any software provided is a "commercial item" under FAR 2.101. U.S. Government end users receive only the rights granted to all other users under these Terms.

6.6 Export Compliance

If you export any software, you must comply with all relevant export laws and regulations. Do not export to countries restricted by U.S. regulations without proper authorization.

6.7 Relationship of Parties

These Terms create an independent contractor relationship. Neither party may bind the other or imply any other relationship (partnership, joint venture, agency, employment).

6.8 Assignment

You may not transfer or assign these Terms or any rights hereunder. We may assign these Terms without restriction.

6.9 Severability

If any provision is found invalid or unenforceable, the remaining provisions remain in full force and effect.

6.10 Survival

Provisions that by their nature should survive termination (intellectual property rights, limitations of liability, dispute resolution, indemnification) will survive termination of your account or access to the website.

6.11 Entire Agreement

These Terms, together with our Privacy Policy and Master Service Agreement (for subscribers), constitute the entire agreement between you and Tovuti regarding use of the website and services, and supersede all prior agreements and understandings. If your institution has a Master Service Agreement with Tovuti, the Master Service Agreement terms shall supercede these Terms of Use in the event of a conflict. 

6.12 Contact and Notices

Official Notices: We may provide notices to you via email, website posting, or mail. You agree to receive electronic communications from us.

Your Notices to Us: For legal notices, use certified mail to our address below. For general inquiries, use our contact page.

 

7. Contact Information

For questions about these Terms, contact us at:

Tovuti, Inc.
775 S. Rivershore Lane, Suite 200
Eagle, Idaho 83616, USA

Email: legal@tovutiteam.com
Phone: (888) 646-2353

Support: www.tovutilms.com/contact

 

By using our website or services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.