Terms of service

Effective as of January 30th, 2026

Magic School
Terms of Service

Last Updated: January 30, 2026

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Welcome to Magic School, operated by Magic School, Inc. (“MagicSchool”). We provide teachers and school staff (together, “Educators”) with online access to generative artificial intelligence tools through our website or its subdomains (collectively, the “Website”), browser extensions, and other services (collectively, our “Services”). Our Services are designed to save you time and support student success!

Please read this Terms of Service agreement (the “Terms of Service”) carefully. These Terms of Service, along with all supplemental terms that may be presented to you for your review and acceptance (collectively, the “Agreement”), govern your access to and use of the Services. By clicking on the “I Accept” button, completing the registration process, browsing our Website, or otherwise accessing or using any of the Services, you represent that (1) you have read, understand, and agree to be bound by the Agreement, and (2) you have the authority to enter into the Agreement personally or on behalf of the legal entity identified during the Account registration process, and to bind that legal entity to the Agreement. Without limiting the foregoing, if you an Educator accessing or using the Services on behalf of a school, school district or other educational institution (each, an “Educational Institution”), you represent and warrant that you have sufficient authority to enter into this Agreement with us on behalf of your Educational Institution. Our Services are not intended for personal use, nor for any purpose outside an Educators’ trade, business, or profession. Educators may only use the Services as a professional aid as part of their role at an Educational Institution. The term “you” refers to the individual or such legal entity, as applicable. If you, or if applicable, such legal entity, do not agree to be bound by the Agreement, you, and if applicable, such legal entity, may not access or use any of the Services.

If your Education Institution has entered into a master services agreement with MagicSchool, then your access to and use of the Services shall be governed by such master services agreement and not these Terms of Service.

IF YOU SUBSCRIBE TO A PAID SUBSCRIPTION TO THE SERVICES FOR A TERM (THE “INITIAL TERM”), THE AGREEMENT WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL TERM AT MAGICSCHOOL’S THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU DECLINE TO RENEW YOUR SUBSCRIPTION IN ACCORDANCE WITH SECTION 6.2 (AUTOMATIC RENEWAL) BELOW.

FOR U.S. USERS ONLY: PLEASE BE AWARE THAT SECTION 12 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND MAGICSCHOOL (THE “ARBITRATION AGREEMENT”). AMONG OTHER THINGS, SECTION 12 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING AND FINAL ARBITRATION. SECTION 12 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 12 CAREFULLY.

UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US THROUGH BINDING, FINAL ARBITRATION, WITH LIMITED EXCEPTIONS, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR OTHER REPRESENTATIVE PROCEEDING OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

USING THE MAGICSCHOOL SERVICES
1. AI Tools. Our Services use certain artificial intelligence and deep learning platforms, algorithms, tools and models, including those provided by third parties (collectively, “AI Tools”), to support Educators in generating educational Content for their students (collectively, “Output”). Output is provided by the Services based on User Content submitted to certain areas of the Services, including prompts, comments, questions, and other user interactions with certain features of the Services (collectively, “Input”). You acknowledge and agree that MagicSchool may share Input with the AI Tools for this purpose and such AI Tools may not be required to maintain the confidentiality of any of Your Content. You assume all risks associated with your use of such AI Tools. MagicSchool will have no liability for the unavailability of any AI Tools, or any third party’s decision to discontinue, suspend, or terminate any AI Tools.
2. MagicSchool Browser Extensions. Use of any browser extensions and associated documentation that are made available via the Services (“Extensions”) is governed by the Agreement. Subject to your compliance with the Agreement, MagicSchool grants you a non-assignable, non-transferable, non-sublicensable, revocable, non-exclusive license to use the Extensions for the sole purpose of enabling you to use the Services in the manner permitted by the Agreement.
3. Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions, except as otherwise expressly provided by this Agreement: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit any of the Services; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other parts of the Services (including images, text, page layout, or form); (c) you shall not use any metatags or other “hidden text” using MagicSchool’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile, or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Any future release, update, or other addition to the Services shall be subject to the Agreement. MagicSchool, its suppliers, and service providers reserve all rights not granted in the Agreement.
MAGICSCHOOL ACCOUNTS
1. Registering Your Account. You may be required to become an Account Holder to access certain features of the Services. For purposes of the Agreement, an “Account Holder” is a user who has registered an account with MagicSchool (an “Account”) either through the Services or through a third-party service such as Microsoft or Google (each, a “Third-Party Service”) through which the user has logged in to the Services (each such account, a “Connected Account”). By registering an Account, you agree to provide and maintain accurate, current, and complete information about yourself as prompted by the Account registration form. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if MagicSchool has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current, or incomplete, MagicSchool has the right to suspend or terminate your Account and refuse all use of the Services (or any portion thereof).
2. Access Through a Third-Party Service. You may link your Account with Connected Accounts by allowing MagicSchool to access your Connected Account as permitted under the applicable terms and conditions that govern your Connected Account. You represent that you are entitled to grant MagicSchool access to your Connected Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your Connected Account and without obligating MagicSchool to pay any fees or making MagicSchool subject to any usage limitations imposed by such Third-Party Service. You may disable the connection between your Account and your Connected Accounts by contacting your Account Administrator.
3. Registration Restrictions. You represent that you are: (a) of legal age to form a binding contract under the laws of your place of residence; and (b) not a person barred from using the Services under the laws of the United States, your place of residence, or any other applicable jurisdiction. You agree not to create an Account or use the Services (i) using a false identity or information, or on behalf of someone other than yourself; or (ii) if you have been previously removed by MagicSchool, or if you have been previously banned from any of the Services.
4. Use of Your Account. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by any other persons, including minors, and you will accept full responsibility for any such unauthorized use. You may not share your Account login or password with anyone, and you agree to notify MagicSchool immediately of any unauthorized use of your password or any other breach of security.
5. MagicSchool Communications. By providing your contact information to MagicSchool, you agree to receive communications from us, including via email. Communications from us and our affiliated companies may include but are not limited to operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, communications concerning promotions run by us, and news concerning MagicSchool. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF.
RESPONSIBILITY FOR CONTENT
1. Types of Content. You acknowledge that all information, data, text, software, graphics, messages, and other materials provided to or accessible through the Services, including but not limited to Input (collectively, “Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not MagicSchool, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Services, as well as any Output created by the Services in connection with your Input (collectively, “Your Content”). You and other Account Holders of the Services, and not MagicSchool, are similarly responsible for all Content that you and they make available through the Services (collectively, “User Content”).
2. Your Content. MagicSchool does not claim ownership of Your Content. As between you and MagicSchool, you retain all right, title, and interest in and to Your Content. When you provide Your Content on or in any Services, you represent that you own or have all necessary rights to post or publish Your Content on or in the Services and that such posting or publishing does not violate any policies of your Educational Institution. Subject to any applicable Account settings that you select, you grant MagicSchool a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Services to you and to other users of the Services, including students and other Account Holders. Notwithstanding anything to the contrary in this Agreement, given the nature of the Services, you acknowledge that: (i) Outputs may not be unique across users and the Services may generate the same or similar Output for another user under similar terms; (ii) the Services may generate Output that is derived from and owned by third-party sources; and (iii) MagicSchool does not represent or warrant that the Outputs are protectible by any intellectual property rights under applicable law. Responses that are requested by and generated for other users are not considered Your Content. You are solely responsible for and assume all risks associated with your use of the Outputs, including any potential copyright infringement claims from third parties or any disclosure of your Outputs that personally identifies you or any third party.
3. Connected Account Content. By granting MagicSchool access to any Connected Accounts, you understand that MagicSchool may access, make available, and store (if applicable) any data or information you elect to share to the Services that you have provided to and stored in your Connected Account (“Connected Account Content”) so that it is available on and through the Services via your Account. Unless otherwise specified in the Agreement, all Connected Account Content shall be considered Your Content for all purposes of the Agreement. Depending on the Connected Accounts you choose and subject to the privacy settings that you have set in such Connected Accounts, personally identifiable information that you post to your Connected Accounts may be available on and through your Account on the Services. Please note that if a Connected Account or associated service becomes unavailable, or MagicSchool’s access to such Connected Account is terminated by the Third-Party Service, then Connected Account Content will no longer be available on and through the Services. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR CONNECTED ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND MAGIC SCHOOL DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH CONNECTED ACCOUNTS.
4. No Obligation to Pre-Screen Content. You acknowledge that MagicSchool has no obligation to pre-screen User Content, although MagicSchool reserves the right in its sole discretion to pre-screen, refuse or remove any User Content. By entering into the Agreement, you hereby provide your irrevocable consent to MagicSchool’s monitoring of Your Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. In the event that MagicSchool pre-screens, refuses, or removes any of Your Content, you acknowledge that MagicSchool will do so for MagicSchool’s benefit, not yours. Without limiting the foregoing, MagicSchool shall have the right to remove any of Your Content that violates the Agreement or is otherwise objectionable.‍
5. Storage. MagicSchool has no responsibility or liability for the deletion or accuracy of any User Content, including Your Content; the failure to store, transmit or receive transmission of any User Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain features of the Services may enable you to specify the level at which such features restrict access to Your Content. You are solely responsible for choosing the appropriate level of access to Your Content. You agree that MagicSchool retains the right to create reasonable limits on MagicSchool’s use and storage of User Content, such as limits on file size, storage space, processing capacity, and similar limits as determined by MagicSchool in its sole discretion.‍
6. Administrator Access to Your Content. If you are an Educator accessing or using the Services on behalf of an Educational Institution, you hereby grant that Educational Institution and its administrator(s) permission to access, use, download, export, disclose, share, restrict, and/or remove Your Content. You also acknowledge and understand that an Educational Institution may restrict or terminate your access to your Account, including Your Content. ‍
USER CONDUCT
1. ‍Use of AI Tools. Output provided by our Services is designed to assist Educators, but by no means replaces your professional skills and judgment. It is imperative that you review Output generated by our Services and revise it to ensure it is appropriate for use. This includes, but is not limited to, the following considerations:
  1. Use the “80-20” approach. View Output as a starting point to create draft materials (roughly 80% of the way there) that you then revise with your professional review for the last 20% of effort.
  2. Check for bias and accuracy. AI can occasionally produce biased, fictitious, or otherwise incorrect Content. Generative AI models are not databases of knowledge, but rather an attempt to synthesize information the model has been trained on. Always double-check for bias and accuracy before sharing Output with students or others.
  3. Know the limits of AI. Our Services’ knowledge in terms of historical events or developments is not always trained on the most up-to-date materials, so keep that in mind when dealing with recent topics.
  4. Protect Privacy. If you are an Educator using our Services and you or your Educational Institution have entered into a Data Protection Addendum or similar agreement with us, you or your students are permitted to enter students’ personally identifiable information in accordance with that agreement. Otherwise, please do not provide any students’ personally identifiable information or use any of our Services that collect students’ personally identifiable information. Doing so may violate applicable laws or your Educational Institution’s policies and result in the suspension or termination of your Account.‍
2. Acceptable Use Policy. As a condition of use, you agree not to use any of the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) make available any Content on or through the Services that: (i) infringes, misappropriates or otherwise violates any intellectual property right, right of publicity, right of privacy or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk email; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes; (v) impersonates any person or entity, including any employee or representative of MagicSchool; (vi) interferes with or attempt to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by the Agreement; or (vii) attempts to engage in or engage in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Services.‍
3. Monitoring and Enforcement. MagicSchool reserves the right to: (a) remove or refuse to post any of Your Content for any or no reason in our sole discretion; (b) take any action with respect to any of Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates the Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for MagicSchool; (c) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (d) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement.
  
  If MagicSchool becomes aware of any possible violations by you of the Agreement, MagicSchool reserves the right to investigate such violations. If, as a result of the investigation, MagicSchool believes that criminal activity has occurred, MagicSchool reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. MagicSchool is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Content, in MagicSchool’s possession in connection with your use of the Services, to (i) comply with applicable laws, legal process, or governmental request; (ii) enforce the Agreement; (iii) respond to any claims that Your Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property, or personal safety of MagicSchool, its Account Holders or the public, and all enforcement or other government officials, as MagicSchool in its sole discretion believes to be necessary or appropriate.‍
OWNERSHIP ‍
1. Services. Except with respect to Your Content and other User Content, you agree that MagicSchool and its suppliers own all rights, title, and interest in the Services (including but not limited to, any computer code, themes, objects, characters, character names, stories, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, and MagicSchool software). You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Services.‍
2. Trademarks. MagicSchool’s name and all related stylizations, graphics, logos, service marks, and trade names used on or in connection with any Services are the trademarks of MagicSchool and may not be used without permission in connection with your, or any third-party, products or services. Third-party trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.‍
3. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to MagicSchool through its suggestion, feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and that MagicSchool has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to MagicSchool a fully paid, royalty-free, perpetual, irrevocable, worldwide, and non-exclusive right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or MagicSchool’s business.‍
FEES AND PURCHASE TERMS ‍
1. Payment. If you sign up for a paid subscription tier to the Services (a “Paid Subscription”), you will be responsible for payment of the applicable fee for any Paid Subscriptions (each, a “Subscription Fee”) at the time you sign up for such Paid Subscription (each, a “Service Commencement Date”). You must provide MagicSchool with a means of payment such as a valid credit card (Visa, MasterCard, or any other issuer accepted by us) (each, a “Payment Provider”) as a condition to signing up for a Paid Subscription. ‍
2. Payment Provider. MagicSchool currently uses Stripe, Inc. and its affiliates as its third-party Payment Provider for payment services (e.g., card acceptance, merchant settlement, and related services). By completing a transaction using the Services, you acknowledge and agree to be bound by the Payment Provider’s terms and conditions, which are currently accessible via the following link: https://stripe.com/us/terms. You hereby consent and authorize MagicSchool and the applicable Payment Provider to share any information and payment instructions you provide to the minimum extent required to complete your transactions. You acknowledge and agree that MagicSchool may, in its sole discretion at any time, change Payment Providers or add additional Payment Providers without notice to you. Your agreement with your Payment Provider governs your use of the designated payment method, and you must refer to that agreement, not this Agreement, to determine your rights and liabilities with respect thereto. By signing up for a Paid Subscription and providing MagicSchool with a valid method of payment and associated payment information, you agree that MagicSchool is authorized to immediately invoice your Account for all fees and charges as they become due and payable and that no additional notice or consent is required. You agree to immediately notify MagicSchool of any change in your billing address or payment method. MagicSchool reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Services or by email delivery to you. Except as otherwise provided by Section 11.3 (Termination of Services by You) below, all Subscription Fees are non-refundable.‍
3. Automatic Renewal. Your Paid Subscription will continue indefinitely until terminated in accordance with this Agreement. After your Initial Term, and again after any subsequent renewal term, your Paid Subscription will automatically commence on the first day following the end of such term (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at MagicSchool’s then-current price for such Paid Subscription. You agree that your Account will be subject to this automatic renewal feature unless you cancel your Paid Subscription at least thirty (30) days prior to the Renewal Commencement Date (or in the event that you receive a notice from MagicSchool that your Paid Subscription will be automatically renewed, you will have thirty (30) days from the date of the MagicSchool notice), by logging into and going to the “Manage Subscriptions” page of your “Customer Portal” page. If you cancel your Paid Subscription, you may use the features associated with your Paid Subscription until the end of your then-current subscription term; your Paid Subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the Subscription Fees paid for the then-current subscription period. Upon renewal of your Paid Subscription, if MagicSchool does not receive payment from your Payment Provider, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that MagicSchool may either terminate or suspend your Paid Subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Paid Subscription will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received).‍
4. Free Trials and Other Promotions. Any free trial or other promotion that provides Paid Subscription-level access to the Services must be used within the specified time of the trial. At the end of the trial period, your use of those features will expire unless you pay the applicable Subscription Fees. If you are inadvertently charged for a Paid Subscription, please contact MagicSchool to have the charges reversed.‍
5. Taxes. The Subscription Fees do not include any Sales Tax that may be due in connection with the Services. If MagicSchool determines it has a legal obligation to collect a Sales Tax from you, MagicSchool may collect such Sales Tax in addition to the Subscription Fees. If any Services, or payments for any Services, under the Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to MagicSchool, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority. You will indemnify MagicSchool for any liability or expense MagicSchool may incur in connection with such Sales Taxes. Upon MagicSchool’s request, you will provide it with official receipts or a tax exemption certificate issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes or are otherwise exempt. For purposes of this section, “Sales Tax” shall mean any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax. You agree to make all payments of fees to MagicSchool free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of fees to MagicSchool will be your sole responsibility, and you will provide MagicSchool with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.‍
INDEMNIFICATION. You agree to indemnify and hold MagicSchool, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “MagicSchool Party” and collectively, the “MagicSchool Parties”) harmless from any losses, costs, liabilities, and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of any Services in violation of the Agreement; (c) your violation of any rights of another party, including any Account Holders; or (d) your violation of any applicable laws, rules or regulations in connection with this Agreement or the Services. MagicSchool reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to fully cooperate with MagicSchool in asserting any available defenses. This provision does not require you to indemnify any of the MagicSchool Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.‍
DISCLAIMER OF WARRANTIES AND CONDITIONS

As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. MAGIC SCHOOL EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES.     (i) MAGIC SCHOOL MAKES NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR      REQUIREMENTS; (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS      THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.

     (ii) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM MAGIC SCHOOL OR THROUGH THE SERVICES      WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

     (iii) FROM TIME TO TIME, MAGICSCHOOL MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT.      SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND,      AND MAY BE MODIFIED OR DISCONTINUED AT MAGICSCHOOL’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH      FULL FORCE TO SUCH FEATURES OR TOOLS.
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1. No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT MAGIC SCHOOL PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE MAGIC SCHOOL PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES AND OTHER USERS OF THE SERVICES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.‍
2. MAGIC SCHOOL MAKES NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.
3. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM MAGIC SCHOOL OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
4. FROM TIME TO TIME, MAGICSCHOOL MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT MAGICSCHOOL’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.‍
LIMITATION OF LIABILITY ‍
1. Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL THE MAGIC SCHOOL PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT MAGIC SCHOOL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A MAGIC SCHOOL PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A MAGIC SCHOOL PARTY’S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A MAGIC SCHOOL PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION. ‍
2. Cap on Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, THE MAGIC SCHOOL PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (i) THE TOTAL AMOUNT PAID TO MAGICSCHOOL BY YOU DURING THE THREE (3)-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY;OR (ii) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A MAGIC SCHOOL PARTY FOR (a) DEATH OR PERSONAL INJURY CAUSED BY A MAGIC SCHOOL PARTY’S NEGLIGENCE; OR FOR (b) ANY INJURY CAUSED BY A MAGIC SCHOOL PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.‍
3. User Content. EXCEPT FOR MAGIC SCHOOL’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN MAGIC SCHOOL’S PRIVACY POLICY AND DATA PROCESSING ADDENDUM, MAGIC SCHOOL ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT) OR USER COMMUNICATIONS.‍
4. Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.‍
5. Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MAGIC SCHOOL AND YOU.‍
‍TERM AND TERMINATION ‍
1. Term. The Agreement commences on the date you accept them (as described in the preamble above) and remain in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement. ‍
2. Termination of Services by MagicSchool. If you have materially breached any provision of the Agreement, or if MagicSchool is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful), MagicSchool has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in MagicSchool’s sole discretion and that MagicSchool shall not be liable to you or any third party for any termination of your Account.‍
3. Termination of Services by You. If you want to terminate the Services provided by MagicSchool, you may do so by (a) notifying MagicSchool at any time and (b) deleting your Account using the “Profile Settings” page. Your notice should be sent, in writing, to MagicSchool’s address set forth below. If you have signed up for a Paid Subscription, you will have thirty (30) days from the Service Commencement Date, or any Renewal Commencement Date, to cancel such Paid Subscription, in which case MagicSchool will refund your Subscription Fee, if already paid. ‍
4. Effect of Termination. Termination of any Paid Subscription to the Service includes removal of access to the features associated with such Paid Subscription. Termination of this Agreement may also include deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. MagicSchool will not have any liability whatsoever to you for any suspension or termination of this Agreement or your Account, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of this Agreement, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.‍
‍GENERAL PROVISIONS ‍
1. Governing Law. Any dispute, claim or request for relief relating in any way to your use of the services will be governed and interpreted by and under the laws of the state of Colorado, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement. ‍
2. Electronic Communications. The communications between you and MagicSchool may take place via electronic means, whether you visit the Services or send MagicSchool emails, or whether MagicSchool posts notices on the Services or communicates with you via email. For contractual purposes, you (a) consent to receive communications from MagicSchool in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that MagicSchool provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. ‍
3. Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without MagicSchool’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Notwithstanding anything to the contrary herein, MagicSchool may assign this Agreement and its rights and obligations under this Agreement without providing notice to you. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.‍
4. Force Majeure. MagicSchool shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, pandemics, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials. ‍
5. Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact us at: [email protected]. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.‍
6. Choice of Language. It is the express wish of the parties that the Agreement and all related documents have been drawn up in English. ‍
7. Notice. Where MagicSchool requires that you provide an email address, you are responsible for providing MagicSchool with your most current email address. In the event that the last email address you provided to MagicSchool is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, MagicSchool’s dispatch of the email containing such notice will nonetheless constitute effective notice. You may give notice to MagicSchool at the following address: 4845 Pearl East Cir Ste 118 PMB 83961, Boulder, CO 80301 USA Attn: Legal. Such notice shall be deemed given when received by MagicSchool by letter delivered by any next working day delivery service or first-class postage prepaid mail at the above address.‍
8. Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.‍
9. No Third-Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties hereto, and no other person or entity shall be entitled to enforce any of the terms of this Agreement.‍
10. Severability. If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.‍
11. Export Control. You may not use, export, import, or transfer any Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals, the U.S. Department of Commerce’s Denied Person’s List or Entity List, the UK consolidated sanctions lists, the European Union (“EU”) consolidated sanctions lists and/or any entity that is at least 50% owned, directly or indirectly, or otherwise controlled or acting on behalf of or for the benefit of, a person or persons included in such U.S., UK or EU orders and/or lists . By using the Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not, nor is any user or any entity or person that directly or indirectly owns, controls or is otherwise affiliated with Educational Institution, listed on any list of prohibited or restricted parties, including any such lists maintained by the United Nations, the U.S. Government, the UK Government, the EU or any of its member states. You also will not use the Services for any purpose prohibited by the laws of the U.S., the UK, the EU or any of its member states, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by MagicSchool are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer MagicSchool products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.‍
12. Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.‍
13. Changes to Agreement. Please note that this Agreement is subject to change by MagicSchool in its sole discretion at any time. When changes are made, MagicSchool will make a copy of the updated Agreement available at the Website and update the “Last Updated” date at the top of these Terms of Service. If we make any material changes to the Agreement, we will provide notice of such material changes on the Website and attempt to notify you by sending an email to the email address provided in your Account registration. Any changes to this Agreement will be effective immediately for new users of the Services and will be effective for existing Account Holders upon the earlier of (a) thirty (30) days after the “Last Updated” date at the top of these Terms of Service, or (b) your consent to and acceptance of the updated Agreement if MagicSchool provides a mechanism for your immediate acceptance in a specified manner (such as a click-through acceptance), which MagicSchool may require before further use of the Services is permitted. If you do not agree to the updated Agreement, you must stop using all Services upon the effective date of the updated Agreement. Otherwise, your continued use of any of the Services after the effective date of the updated Agreement constitutes your acceptance of the updated Agreement. Please regularly check the Website to view the then-current Agreement. You agree that MagicSchool’s continued provision of the Services is adequate consideration for the changes in the updated Agreement.‍
14. Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. It is MagicSchool’s policy to terminate access to the Services of any Account Holder who repeatedly infringes copyright upon prompt notification to MagicSchool by the copyright owner or the copyright owner’s legal agent.

If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a Notice of Copyright Infringement (also known as a “takedown notice”) containing the following information to Magic School’s Designated Agent listed below. For us to act in response to such a notice it must include:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.

3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.

4. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.

5. A statement that the complaining party has 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.

6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

A sample form for this notice is available from the U.S. Copyright Office at https://www.copyright.gov/512/sample-notice.pdf

Upon receipt of a Notice of Copyright Infringement, we will respond expeditiously to remove, or disable access to, the material that is claimed to be infringing or to be the subject of the infringing activity and attempt to notify the user accused of infringement.

If the user accused of infringement believes that the material that was removed (or to which access was disabled) is not infringing, or believes they have the right to post and use such material from the copyright owner, the user who posted the material in question may send a "counter-notice" containing the following information to our Designated Agent:

1. a physical or electronic signature of the user;

2. identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;

3. a statement under penalty of perjury that the user has 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;

4. the user’s name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.

A sample form for a counter-notice is available from the U.S. Copyright Office at https://www.copyright.gov/512/sample-counter-notice.pdf

If our Designated Agent receives a counter-notice, by law we must restore access to the allegedly infringing material after no less than then (10) days nor more than fourteen (15) business days, unless the party who submitted the original Notice of Claimed Infringement informs us that they have filed a court action against the user accused of posting infringing material.

Contact information for MagicSchool’s Designated Agent for notice of claims of copyright infringement is as follows:

Magic School, Inc.
Attn: DMCA Designated Agent
4845 Pearl East Cir Ste 118 PMB 83961
Boulder, CO 80301-6112
[email protected]
‍‍
ARBITRATION AGREEMENT ‍
1. Applicability of Arbitration Agreement. If you live in the U.S., subject to the terms of this Arbitration Agreement, you and MagicSchool agree that any disagreement, controversy, or claim arising out of or relating in any way to your access to or use of the Services, any communications you receive from the MagicSchool, or this Agreement and prior versions of this Agreement (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (a) you and MagicSchool may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (b) you or MagicSchool may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that were not noticed or that involve facts occurring before the existence of this or any prior versions of this Agreement as well as claims that may arise after the termination of this Agreement. ‍
2. Informal Dispute Resolution. There might be instances when a Dispute arises between you and MagicSchool. If that occurs, MagicSchool is committed to working with you to reach a prompt, low‐cost and mutually beneficial resolution. You and MagicSchool agree to participate in good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court (“Informal Dispute Resolution”). You and MagicSchool agree that as part of these efforts, either party has the option to ask the other to meet and confer telephonically (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you must also personally participate.
  
  To initiate Informal Dispute Resolution, a party must give notice in writing to the other party (“Notice”). Such Notice to MagicSchool should be sent by email to [email protected] or regular mail to our offices located at 4845 Pearl East Cir Ste 118 PMB 83961, Boulder, CO 80301 USA Attn: Legal. The Notice must include: (a) your name, telephone number, mailing address, and e‐mail address associated with your Account (if you have one); (b) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (c) a description of the Dispute. MagicSchool will send Notice, including a description of the Dispute, to your email address or regular address on file. It is your responsibility to ensure your email and regular address are correct and remain up to date.
  
  The Informal Dispute Resolution process lasts forty-five (45) days and is a mandatory precondition to commencing arbitration. During this period, either party has the option to ask the other to participate in an Information Dispute Resolution Conference as part of a good faith effort to resolve the Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms or organizations represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.
  
  The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in Informal Dispute Resolution.
3. ‍Waiver of Jury Trial. YOU AND MAGIC SCHOOL HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and MagicSchool are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review. ‍
4. Waiver of Class and Other Non-Individualized Relief. EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall affect the terms and conditions under the subsection 12.9 entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision, not subject to any further appeal or recourse, determines that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and MagicSchool agree that the particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of Colorado. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or MagicSchool from participating in a class-wide or mass settlement of claims.‍
5. Rules and Forum. This Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement, including the procedures governing Batch Arbitration, and any arbitration. If Informal Dispute Resolution does not resolve satisfactorily within forty-five (45) days after receipt of a Notice, you and MagicSchool agree that either party shall have the right to finally resolve the Dispute through binding arbitration.
  
  The arbitration will be administered by the National Arbitration & Mediation (“NAM”) in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the “NAM Rules”) in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the “NAM Mass Filing Rules”), and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.
  
  A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (a) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration, and the Account username (if applicable), as well as the email address associated with any applicable Account; (b) a statement of the legal claims being asserted and the factual bases of those claims; (c) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (d) a statement certifying completion of the Informal Dispute Resolution process as described above; and (e) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration. Any Request you send to MagicSchool should be sent by email to [email protected] or regular mail to our offices located at 4845 Pearl East Cir Ste 118 PMB 83961, Boulder, CO 80301 USA Attn: Legal. MagicSchool will provide the Request to your email address on file.
  
  If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that, consistent with the standards set forth in Federal Rule of Civil Procedure 11(b): (i) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (ii) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery (“Counsel’s Certification”).
  
  Unless you and MagicSchool otherwise agree, or the Batch Arbitration process discussed in subsection 12.9 is triggered, the arbitration will be conducted in the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM fee schedules (the “Fee Schedules”).
  
  You and MagicSchool agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
  
  You and MagicSchool agree that at least fourteen (14) days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party’s costs from the time of the offer.
  
  1.2 Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Colorado and will be selected by the parties from NAM’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then NAM will appoint the arbitrator in accordance with NAM Rules, provided that if the Batch Arbitration process under subsection 12.9 is triggered, NAM, without soliciting input or feedback from any party, will appoint the arbitrator for each batch.
  
  1.3 Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes regarding the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes regarding the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator. The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
  
  1.4 Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). To the extent, following a presentation on the merits, on its own motion or a party’s, and after affording a reasonable opportunity to respond, an arbitrator determines that a party who commenced arbitration did not bring its claim(s) consistent with Counsel’s Certification and the standards set forth in Federal Rule of Civil Procedure 11(b), the arbitrator shall, as part of its award, impose sanctions by ordering that the initiating party reimburse the responding party for all arbitration costs and arbitrators’ fees the responding party incurred under the Fee Schedules.
  
  1.5 Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and MagicSchool agree that in the event that there are twenty-five (25) or more individual Requests of a substantially similar nature filed against MagicSchool by or with the assistance of the same law firm, group of law firms, or organizations (“Claimants’ Counsel”), within a ninety (90) day period, NAM shall (a) administer the arbitration demands in batches of 100 Requests per batch (or, if between twenty-five (25) and ninety-nine (99) individual Requests are filed, a single batch of all those Requests, and, to the extent there are fewer than 100 Requests remaining after the batching described above, a final batch consisting of the remaining Requests); (b) appoint one arbitrator for each batch; and (c) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be selected by Claimants’ Counsel or, if Claimants’ Counsel does not have a preference, by the arbitrator, and one final award (“Batch Arbitration”). NAM shall administer all batches concurrently, to the extent possible.
  
  All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issue(s) and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by MagicSchool.
  
  You and MagicSchool agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (i) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (ii) the adoption of an expedited calendar of the arbitration proceedings.
  
  This Batch Arbitration provision shall in no way be interpreted as authorizing or creating a class, collective, and/or representative arbitration or action of any kind, except as expressly set forth in this provision, and nothing about the Batch Arbitration process will preclude any party from participating in any arbitration administered according to that process.
  
  1.6 Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief,” if any part or parts of this Arbitration Agreement (other than Section 12.9) are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect. However, if Section 12.9 of this Arbitration Agreement is found under the law to be invalid or unenforceable then, in that case, the entire Arbitration Agreement shall be void, and the parties agree that all Disputes will be heard in the state or federal courts located in Denver, Colorado. You further agree that any Dispute that you have with MagicSchool as detailed in this Arbitration Agreement must be initiated within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
  
  1.7 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: 4845 Pearl East Cir Ste 118 PMB 83961, Boulder, CO 80301 USA Attn: Legal, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your MagicSchool Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any arbitration agreements that you may currently have with us, including any previous versions of this Arbitration Agreement to which you agreed, and has no effect on any arbitration agreements with us you may enter in the future.
  
  1.8 Modification. You and we agree that MagicSchool retains the right to modify this Arbitration Agreement in the future. Any such changes will be posted at https://www.MagicSchool.ai/privacy-security/terms-of-service and you should check for updates regularly. Notwithstanding any provision in this Agreement to the contrary, we agree that if MagicSchool makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the Services, including the acceptance of products and services offered on the Website following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes. If you have previously agreed to a version of this Agreement with an arbitration agreement and you did not validly opt out of arbitration, changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of arbitration. MagicSchool will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Agreement.
  
  1.9 Governing Courts. To the extent that the Dispute is not covered by any arbitration agreement between you and us, it shall proceed before the state or federal courts located in Denver, Colorado (except for small claims court actions which may be brought in the county where you reside).