PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY

BEFORE ACTIVATING YOUR ACCOUNT.

SumoMath, LLC (hereafter called ""SumoMath"") provides its service to you, subject to the

following Terms of Service ("TOS"), which may be updated by us from time to time without

notice to you. When using particular SumoMath services, you and SumoMath shall be subject to any posted

guidelines or rules applicable to such services which may be posted from time to time. All such

guidelines or rules are hereby incorporated by reference into the TOS.

A license grants access to the purchased SumoMath.com website as well as permission to

use its copyrighted resources as part of a classroom curriculum or individual subscriber. Each

teacher or individual subscriber using the resources must have a license in order to obtain the

necessary permission. Each SumoMath license is valid for one individual subscriber or teacher with a

digital classroom of up to 30 students. If a teacher’s classroom has less than 30 students, it is

not permitted to share a license with another teacher or classroom.!Licenses must be

maintained for continued permission to use downloaded, copyrighted materials. Each license

must be registered in the name of the classroom teacher using the resources.

Unauthorized sharing of usernames and passwords, or downloaded resources, may result in the

immediate cancellation of the entire license without refund, and will be subject to retroactive

charges.

Purchasing a License:

Individual License:

Parents on behalf of a minor less than 18 years of age may purchase an individual user license,

the license must be registered in the name of, and with the contact information for, the parent or

legal guardian of the individual user.

Individuals 18 years or older may purchase an individual user license, the license must be

registered in the name of, and with the contact information for, the speciﬁc individual user.

Principal/School Admin/Department Director:

A principal, school admin, or department director can purchase a license for classroom

teachers.

If purchasing a Single Teacher License, the license must be registered in the name of, and with

the contact information for, the speciﬁc classroom teacher.

If purchasing a Multiple Teacher License, the main contact can be the purchaser, but each

account must be registered in the name of, and with the contact information for, the speciﬁc

classroom teacher.

SumoMath Terms of Service:

1. ACCEPTANCE OF TERMS

SumoMath provides its services on any purchased website to you, subject to the following Terms of

Service ("TOS"), which may be updated from time to time. Please bookmark this page to review

the most current version of the TOS at any time. Your use of any purchased website and its

materials constitutes your agreement to all such terms, conditions, policies, and notices (the

"Agreement"). This Agreement is a legal document that governs the terms and conditions of

your subscription to SumoMath.com. You are also agreeing to accept a non-exclusive, non-

assignable right and license to use SumoMath.com and its resources. SumoMath.com is

offered and sold on a subscription basis; however, certain areas are available to visitors without

cost on a trial or demonstration basis.

2. DESCRIPTION OF SERVICE

SumoMath provides users with a service to help learn and practice mathematics including the use of

learning tools such as an abacus (“The Service”). Unless explicitly stated otherwise, any new

features that augment or enhance the current Service, including the release of new resources,

shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS" and

that "SumoMath" assumes no responsibility for the timeliness, deletion, mis-delivery, or failure to store

any user communications or personalization settings.

You are responsible for obtaining access to the Service, and that access may involve third-party

fees (such as Internet service provider or airtime charges). You are responsible for those fees.

In addition, you must provide and are responsible for all equipment necessary to access the

Service.

3. LICENSE USAGE

A license grants access to the purchased SumoMath website as well as permission to use its

copyrighted resources. Each teacher or individual using the resources must have a license in

order to obtain the necessary permission. Each SumoMath license is only valid for one individual or

classroom teacher with up to 30 students. If a classroom has less than 30 students, it is not

permitted to share a license with another classroom or individual outside the

classroom.!Licenses must be maintained for continued permission to use downloaded,

copyrighted materials. Each license must be registered in the name of the classroom teacher or

individual using the resources.

As part of the registration process, each teacher or individual will select, or be provided with, a

username and password ("Username"). You agree to provide us with accurate, complete,

unique and updated contact information for each teacher or individual using downloaded

resources or accessing the website(s). Failure to do so will constitute a breach of this

Agreement, which may result in immediate termination of your rights to use the resources or

access the account. You may not (a) select or use a Username of another person with the intent

to impersonate that person, (b) use a name subject to the rights of any other person without

written authorization from that individual, or (c) use a Username that we, in our sole discretion,

deem inappropriate or offensive. You are responsible for maintaining the conﬁdentiality of your

username and password, and you will be responsible for all uses of your username and

password, whether or not authorized by you.

In order to access the Service, or use its downloaded resources, you need to obtain a username

and password (“Username”). Usernames are either selected by, or issued to, individual

subscribers or teachers within a learning institution (collectively, "Users") as part of the

registration process. You agree to provide us with accurate, complete, unique and updated

contact information for each individual subscriber or teacher using downloaded resources or

accessing the Services. Failure to do so will constitute a breach of this Agreement, which may

result in immediate termination of your rights to use the resources or access the account.

You also agree that Usernames may not be shared within anyone. They may only be used by

the teacher or individual to whom they are assigned. Users remain at all times solely and fully

responsible for the proper use of Usernames issued hereunder. Users also agree to supervise

and take full responsibility for the use of the Website by minors under the age of 13 years.

All Users are entirely liable for all activities conducted through that Account is aware of, and

complies with, the terms of this Agreement, and are responsible for ensuring with reasonable

effort others do not access the service through their account. Each person who uses the

Account agrees to be bound by the terms of this Agreement.

You are responsible for notifying us immediately of any known or suspected unauthorized use(s)

of your Account, or any known or suspected breach of security, including loss, theft, or

unauthorized disclosure of your Username. You must also promptly change your Username to

prevent unauthorized access to your Account. We will have no liability for any circumstances

arising from the unauthorized use of a Username or your Account. Any fraudulent, abusive, or

otherwise illegal activity on your Account may be reported to appropriate law-enforcement

agencies by us.

4. MODIFICATIONS TO SERVICE

SumoMath reserves the right at any time and from time to time to modify or discontinue, temporarily or

permanently, the Service (or any part thereof) with or without notice. You agree that SumoMath shall

not be liable to you or to any third party for any modiﬁcation, suspension, or discontinuance of

the Service.

"SumoMath" may change, add, or remove any part of this Agreement, or any other terms associated

with the use of the website, at any time, by posting a notice of such changes to the Terms of

Service page of the website. Any changes shall become part of the Agreement and shall apply

as soon as such a notice is posted. By continuing to use the services after the notice is posted,

you are indicating your acceptance of those changes.

5. SPONSORS, THIRD PARTIES, AND ADVERTISERS

Your correspondence or business dealings with, or participation in promotions of, sponsors, third

parties, or advertisers found on or through the Service, including payment and delivery of

related goods or services, and any other terms, conditions, warranties, or representations

associated with such dealings, are solely between you and such sponsor, third party, or

advertiser. You agree that SumoMath shall not be responsible or liable for any loss or damage of any

sort incurred as the result of any such dealings or as the result of the presence of such

sponsors, third parties, or advertisers on the Service.

6. LINKS

SumoMath may provide, or third parties may provide, links to other websites or Internet resources.

Because SumoMath has no control over such websites and resources, you acknowledge and agree

that SumoMath is not responsible for the availability of such external websites or resources, and does

not endorse and is not responsible or liable for any content, accuracy, quality, advertising,

products, or other materials on, or available from, such websites or resources. You further

acknowledge and agree that SumoMath shall not be responsible or liable, directly or indirectly, for any

damage or loss caused, or alleged to be caused by or in connection with use of, or reliance on,

any such content, goods, or services available on, or through any such website or resource.

7. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

a. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE

IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SumoMath

EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER

EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE

IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A

PARTICULAR PURPOSE AND NON-INFRINGEMENT.

b. RLM MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET

YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED,

TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE

OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR

RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES,

INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY

YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, (V)

ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED, (VI) OR THAT

THIS WEBSITE, ITS CONTENT, AND THE SERVERS ON WHICH THE

WEBSITE AND CONTENT ARE AVAILABLE ARE FREE OF VIRUSES OR

OTHER HARMFUL COMPONENTS.

c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH

THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND

RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY

DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT

RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN,

OBTAINED BY YOU FROM "SumoMath" OR THROUGH, OR FROM, THE SERVICE

SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

e. INFORMATION CREATED BY THIRD PARTIES THAT YOU MAY ACCESS

ON THE WEBSITE OR THROUGH LINKS IS NOT ADOPTED OR

ENDORSED BY SumoMath AND REMAINS THE RESPONSIBILITY OF SUCH

THIRD PARTIES.

8. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT SumoMath SHALL NOT BE

LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,

CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT

LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE,

DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SumoMath HAS BEEN

ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING

FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE

COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES

RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES

PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR

TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE;

(III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR

TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY

THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER

RELATING TO THE SERVICE. IN NO EVENT SHALL "SumoMath"'S TOTAL

LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF

ACTION, WHETHER IN CONTRACT, NEGLIGENCE, TORT OR

OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR

ACCESSING "SumoMath".

9. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN

WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR

INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF

THE ABOVE LIMITATIONS OF SECTIONS 6 AND 7 MAY NOT APPLY TO

YOU.

10. TRADEMARK INFORMATION

All materials on the SumoMath website(s), including without limitation, names, logos, trademarks,

service marks, images, graphics, photographs, illustrations, artwork, and other elements making

up the Service are protected by copyrights and other intellectual property rights owned and

controlled by SumoMath or by other parties that have licensed their material to "SumoMath". EXCEPT AS

SPECIFICALLY PROVIDED HEREIN, no Online Materials may be republished, posted,

transmitted, or distributed in any way, or otherwise used for any purpose, without the prior

written permission of their respective owners. You may not add, delete, distort, or otherwise

modify any SumoMath content. Any unauthorized attempt to modify any Online Material, to defeat

security features, or to utilize this website for means other than its intended purposes is

prohibited.

SumoMath logos and product and service names are trademarks of SumoMath, LLC. All other

trademarks appearing on the website are trademarks of their respective owners and our

reference to them does not imply or indicate any approval or endorsement by their owners

unless such approval or endorsement is expressly made. SumoMath will enforce its intellectual

property rights to the fullest extent of the law.

If you suspect that the content or trademarks of a SumoMath website product are being misused

please contact us!as soon as possible.

11. NON-WAIVER

The failure of SumoMath to exercise or enforce any right or provision of the TOS shall not constitute a

waiver of such right or provision. If any provision of the TOS is found by a court of competent

jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give

effect to the parties' intentions as reﬂected in the provision, and the other provisions of the TOS

remain in full force and effect. You agree that regardless of any statute or law to the contrary,

any claim or cause of action arising out of, or related to, use of the Service or the TOS must be

ﬁled within one (1) year after such claim or cause of action arose or be forever barred.

12. HEADINGS FOR CONVENIENCE ONLY

The section titles in the TOS are for convenience only and have no legal or contractual effect.

13. VIOLATIONS

Please contact us immediately to report any violations.

14. INDEMNIFICATION

You agree to indemnify and hold "SumoMath", and its subsidiaries, afﬁliates, ofﬁcers, agents, co-

branders or other partners, and employees, harmless from any claim or demand, including

reasonable attorneys' fees, made by any third party due to or arising out of Content you submit,

post, transmit or make available through the Service, your use of the Service, your connection

to the Service, your violation of the TOS, or your violation of any rights of another.

15. LETTERS, REVIEWS, OR OTHER SUCH COMMENTS OR

MATERIALS

Any comments, materials, or letters sent by you to "SumoMath", including without limitation, questions,

comments, suggestions, criticisms or the like ("Received Materials") shall be deemed to be non-

conﬁdential and free of any claims of proprietary or personal rights unless you explicitly state in

the correspondence that the letter is "not for publication" and contains "private and proprietary"

information that may not be distributed. SumoMath shall have no obligation of any kind with respect to

such Received Materials and SumoMath will be free to reproduce, use, disclose, exhibit, display,

transform, edit, abridge, create derivative works from, and/or distribute, the Received Materials

without limitation or restriction. Furthermore, SumoMath is free to use any ideas, concepts, know-how,

or techniques contained in any communication you send to SumoMath for any purpose whatsoever,

including, but not limited to, developing, manufacturing, and marketing products using such

information, without compensation or any other obligations to anyone, including you.

16. PRIVACY

SumoMath is committed to protecting the privacy of website visitors and does not share personally

identiﬁable information with third parties without your consent. Please consult our Privacy

Policy!for more information on our information collection, use and disclosure practices. You

acknowledge that, although SumoMath agrees to use its best efforts to comply with and to ensure that

its users, content providers, distributors and licensees comply with our Privacy Policy, SumoMath

cannot be held responsible for the actions of third parties who violate our Privacy Policy.

17. RESTRICTIONS ON USE

You may not use SumoMath or its content for any illegal purpose or in any manner inconsistent with

these Terms and Conditions. You agree to use SumoMath solely for your own noncommercial use and

beneﬁt and not for resale or other transfer or disposition to any other person or entity.

Permitted Use: You have our permission to print a reasonable number of copies of SumoMath content

displayed on the Website for noncommercial personal or classroom use, provided that any

copies you print continue to show all notices concerning copyright, trademark and other

proprietary rights that appear in the material you reproduce and do not exceed the classroom

license set forth in Section 3.

Prohibited Uses: Except as expressly permitted by copyright law and except as permitted in the

preceding paragraph, you must obtain written permission from "SumoMath", or the third-party owner of

material appearing on the Website, for any other copying, redistributing or publishing of any

SumoMath or "Third Party Content." The downloading of any code from the Website is strictly

prohibited. You may not modify, publish, transmit, participate in the transfer or sale of,

reproduce, create derivative works from, distribute, perform, display or in any way exploit, any of

the SumoMath or Third Party Content, in whole or in part, for commercial purposes without the

express permission of "SumoMath".

Linking to and framing the Website: You may create and publish links to any SumoMath homepage.

Creating and publishing links to any other pages within the Website (except bookmarking such

pages for your personal noncommercial use) is not permitted. Framing the Website is strictly

prohibited.

Additional Restrictions: You may not: (a) access the Website by any means other than by

means supporting secure and encrypted communications; (b) copy, reverse engineer,

disassemble, decompile, translate, or modify any Website application or service;(c) sublicense,

rent, lease, or permit any third party, to access any Website application or service through the

use of User's Username, except as permitted hereunder; (d) publish the results of benchmark

tests of any Website application or service, or use any Website application in any manner which

is competitive with services provided by "SumoMath"; and (e) knowingly use or permit any others to use

any facilities or services of SumoMath or its Licensors in connection with any effort that the User

knows seeks to breach the security or conﬁdentiality of any other digital or on-line environment.

Users understand that except for SumoMath Content, SumoMath does not control, provide, operate, and is

not responsible for, any content, goods or services available on the Internet other than the SumoMath

Content on the Website. Internet content made accessible on the Internet by independent third

parties is not part of, and is not controlled by, "SumoMath". SumoMath neither endorses nor is responsible for

the accuracy or reliability of such Internet content, goods or services.

Users should be aware that the Internet contains content, goods and services that you may ﬁnd

obscene, improper, hurtful or otherwise offensive and that may not be suitable for certain users

of the Website. Because of the nature of the Internet, we cannot control where children may go

while using the Website. Parents, guardians or teachers should supervise children when using

the Website and the Internet at all times.

Any unauthorized use may subject you to civil liability and criminal prosecution under applicable

laws.!In the event you download Content from "SumoMath", the software, including any ﬁles, images

incorporated in or generated by the software and data that may accompany the Content are

licensed to you by "SumoMath". "SumoMath", or our contract partners, does not transfer title to the Content to

you. "SumoMath", or our contract partners, retains full and complete title to the Content and all

intellectual property rights therein. You may not redistribute, sell, decompile, reverse-engineer or

disassemble the Content.

18. SEVERABILITY

In the event any provision of this Agreement conﬂicts with the law or if any such provisions are

held invalid by a court with jurisdiction over the parties to this Agreement, such provision will be

deemed to be restated to reﬂect as nearly as possible the original intentions of the parties in

accordance with applicable law, and the remainder of this Agreement will remain in full force and

effect.

19. ENTIRE AGREEMENT

This Agreement and any other terms and conditions of service on a

SumoMath website constitute the entire agreement between you and SumoMath

and govern your use of the Service.

20. REFUSAL OR DISCONTINUANCE OF SERVICE

In the event that SumoMath determines, in its sole discretion, that a User has breached any portion of

these terms and conditions, or has otherwise demonstrated inappropriate conduct, it reserves

the right to (i) warn the User via e-mail that she or he has violated this Agreement; (ii) delete any

content provided by the User (or anyone accessing User's account); (iii) discontinue the User's

account and/or any other SumoMath service; (iv) notify and/or send content to and/or fully cooperate

with the proper law enforcement authorities for further action; (v) retroactively charge for the

unauthorized use; and/or (vi) take any other action that SumoMath deems appropriate.

21. CHOICE OF LAW AND FORUM

The laws of the State of California will govern this Agreement. The laws of the State of California

will govern any dispute arising from the terms of this agreement or breach of this agreement and

you agree to personal jurisdiction by the state and federal courts in California. The parties

hereby expressly waive trial by jury in any action, proceeding or counterclaim brought by either

of the parties against the other on any matters whatsoever arising out of, or in any way

connected with, these Terms and Conditions and agree to submit to binding arbitration. SumoMath

makes no representation that materials on SumoMath are appropriate or available for use in all

locations. Those who choose to access SumoMath do so on their own initiative and are responsible

for compliance with local laws, if and to the extent local laws are applicable. Materials from SumoMath

are further subject to United States export controls. No materials from SumoMath may be downloaded

or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iran, Iraq,

Libya, North Korea, Syria or any other country to which the United States has embargoed

goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated

Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using

the materials, you represent and warrant that you are not located in, under the control of, or a

national or resident of any such country or on any such list.