Last Updated: February 26, 2025
Authorised Users agree to be bound by the terms of this Agreement. In the event an Authorised User is not the Licensee, then the Licensee agrees to be bound by the terms of this Agreement as if it were the Authorised User.
1. DEFINITIONS
In this Agreement, the following expressions shall have the following meanings.
"Service Provider" | Atypical AI Corp. |
"Access Period" | The period for which the Licensee has been granted a licence to access or use the Works, as applicable. |
Research and development | Our Legitimate Interests (in analyzing and improving our educational services and our business). |
"Authorised User(s)" |
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"Charges" | The charges agreed between the Licensor and the Licensee. |
"Commercial Use" | Use for the purposes of monetary reward (whether by or for the Licensee, an Authorised User, or any other person or entity) by means of sale, resale, loan, transfer, hire, or other form of exploitation of the Works. |
"Licensee" | The (i) individual or that individual’s parent or legal guardian (as required by applicable law) and/or (ii) school or institution (as applicable) that has been granted a licence for use of the Works. |
"Licensor Trademarks" | The designations OXFORD, and OXFORD UNIVERSITY PRESS. |
"Material" | Any material including text and images contained in the Works and accessed online. |
"Secure Network" | A network (whether a standalone network or a virtual network within the Internet) which, by virtue of logins, passwords and other security measures as may be appropriate, is only accessible to Authorised Users. A cache server or any server or network which can be accessed unauthorised users is not a Secure Network. |
"Site" | The sites determined by the Licensor for access to the Works by Authorised Users. |
"Software and Teaching & Learning Materials" | Comprises of the following categories of materials. All software and resources provided by the Licensor, including but not limited to: (i) all device and web applications, software files and other computer information (including artificial intelligence functionality); (ii) photographs, images, sounds, videos, clip art and other artistic works bundled with the Licensor’s software; (iii) related explanatory written materials and files; (iv) fonts; and (v) teaching plans, lesson plans, ebooks, PowerPoint files, reading passages, exercises, quizzes, assessments, question banks, model solutions, sample answers, experiments, virtual tours, simulation, and animation. Any modified versions and copies of, and upgrades, updates and additions to, such information, provided to the Authorised User by the Licensor at any time. |
"User Generated Content" | As defined in Clause 5.1 below. |
"User Prompts" | As defined in Clause 5.1 below. |
"Works" | The works licensed from the Licensor to the Licensee including, where applicable, all apps, software, web applications, and resources provided by the Licensor to the Licensee, and Software and Teaching & Learning Materials. |
2. USAGE RIGHTS AND LIMITATIONS ON USE
2.1. Authorised Users are eligible to use the Software and Teaching & Learning Materials if they are (i) 18 years or older and capable of agreeing to be bound by this Agreement or (b) at least 13 and younger than 18 years of age and the Licensor has received consent to the use of the Software and Teaching & Learning Materials from a parent, legal guardian, or educational institution.
2.2 In relation to the Works and Software and Teaching & Learning Materials, the Licensor hereby grants Authorised Users a non-exclusive non-transferable licence for the Access Period in respect of each Site for the purposes of private study to access such Works by means of the Secure Network.
2.3 If Authorised Users are offered access to, or use of, the Works on a trial basis, separate and/or additional terms and conditions may apply to such trial access or use. Any such trial terms and conditions shall be clearly indicated to Authorised Users if applicable.
2.4 For the avoidance of doubt Authorised Users may not (and may not allow any third party to):
2.4.1 remove or alter the Licensor's or Service Provider's copyright notices or other means of identification or disclaimers as they appear in the Works;
2.4.2 systematically make multiple printed or electronic copies of portions of the Works for any purpose;
2.4.3 reverse compile, download, copy, modify, adapt, distribute, transmit, assign, transfer, publish, reproduce, retain, damage, change, alter or otherwise deal in or encumber the Works or any part(s) thereof or therein or any associated contents, materials or documentation (in whatever format and medium) thereof during the continuance of the Access Period and after the termination of this Agreement;
2.4.4 use any “robot”, “bot”, “spider”, “scraper” or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the Works or any data, content, information or services accessed via the same and/or use the Works in combination with any artificial intelligence tool not already integrated within the Works (including to prompt, train, fine-tune, ground, develop or operate any artificial intelligence tool);
2.4.5 display or distribute any part of the Works on any electronic network, including without limitation, the Internet and the World Wide Web, other than the Secure Network;
2.4.6 permit anyone other than an Authorised User to access or use the Works; and
2.4.7 use all or any part of the Works (a) for any Commercial Use or (b) to create a product or service competing with the Works.
2.5 Authorised Users will notify the Licensor immediately if they become aware of any unauthorised use of the Works.
2.6 Authorised Users will notify the Licensor promptly (i) of the facts and circumstances surrounding any unauthorised access, possession, or use of the Works, or the Licensor's intellectual property, or any portion thereof; and (ii) on becoming aware of any claim by any third party that the Works infringe an intellectual property or proprietary right of any third party.
2.7 The Licensor reserves the right to withdraw from the Works content that it no longer retains the right to provide or that it has reasonable grounds to believe is unlawful, harmful, false, or infringing.
2.8 The Licensor reserves the right to suspend access to the Works in the event of any unauthorised use of the Works.
3. INTELLECTUAL PROPERTY RIGHTS
3.1. Authorised Users acknowledge that, as between the Licensor and Authorised Users, all copyrights, patent rights, Licensor Trademarks, services marks, database rights, trade secrets and other intellectual property rights relating to the Works, are the sole and exclusive property of the Licensor (and/or its Service Provider, where relevant) and that this Agreement does not convey to Authorised Users any right, title, or interest therein except for the right to use the Works in accordance with this Agreement.
3.2 Authorised Users acknowledge that they may not create any derivative work based on any of the Works (“Derivative Works”) without the prior written permission of the Licensor. If permission is granted to create Derivative Works and to the extent permitted by applicable law, Authorised Users acknowledge and agree that Authorised Users do not own any such Derivative Works. To the extent that Authorised Users acquire any right, title, or interest in or to any such Derivative Works, Authorised Users hereby assign the same to the Licensor and/or the Service Provider, as applicable. For the avoidance of doubt, User Generated Content excludes all Derivative Works.
3.3 Authorised Users may make suggestions to the Licensor to improve or fix a problem related to the Works, on the understanding that such Authorised Users will have no right to any payment or acknowledgement if any such improvement or fix is made by the Licensor as a result of any Authorised User's suggestion or otherwise. Licensor and the Service Provider, as applicable, may freely use any such suggestions.
4. DATA PROTECTION AND PRIVACY
4.1. The Licensor may process any personal data that Authorised Users supply to the Licensor on registration in accordance with the Licensor’s Privacy Policy (https://corp.oup.com/privacy-policy)..
4.2 If cookies are placed in the memory of Authorised Users’ devices in the course of their use of the Works, then further details will be provided beforehand, in accordance with theLicensor’s Cookie Policy (http://global.oup.com/cookiepolicy) and any content-specific policy as notified to the Authorized User at the point of download.
4.3 Authorised Users agree to the Licensor sharing Authorised Users’ names and email address with the Service Provider, solely to enable the Service Provider to facilitate Authorised Users’ access to and usage of the Works during the Access Period.
4.4 Authorised Users agree that during the Access Period, the Service Provider may gather usage data from Authorised Users in accordance with all applicable relevant data privacy legislation, including input into and output from the generative artificial intelligence elements of the Works, and information on Authorised Users’ interaction with the Works. The Service Provider will then share usage data with the Licensor to enable evaluation of the Works.
4.5 Authorised Users agree that the Licensor will be permitted to retain anonymized usage data after the Access Period ends, but that all personal user information (including records of chats with any generative artificial intelligence assistants) should be irretrievably deleted after 45 days, unless the Authorised User opts- in to data retention in the event of continued usage of the Works. Subject to the foregoing, the Licensor may freely use such anonymized usage data for any lawful, business purpose.
5. MATERIAL UPLOADED BY AUTHORISED USERS
5.1. Some Works may allow Authorised Users to submit text material to the Site in the form of resources generated by Authorised Users that are based on the Works (“User Generated Content”). Authorised Users represent and warrant that the Authorised Users’ contribution to such User Generated Content shall:
5.1.1 be original and the own work of the Authorised Users;
5.1.2 not infringe the copyright or other property rights of any other person;
5.1.3 not introduce viruses or Trojans or other harmful elements;
5.1.4 not contain any scandalous, libellous, obscene, unlawful or otherwise objectionable material (as determined by the Licensor); and
5.1.5 not exceed the maximum limit applicable in size.
5.2 Authorised Users will be permitted to submit text material to the Site in the case of artificial intelligence functionality in the form of chat interaction or prompts (“User Prompts”). Authorised Users represent and warrant that the Authorised Users’ contribution to such User Prompts shall:
5.2.1 be original and the own work of the Authorised Users;
5.2.2 not infringe the copyright or other property rights of any other person;
5.2.3 not introduce viruses or Trojans or other harmful elements;
5.2.4 not contain any scandalous, libellous, obscene, unlawful or otherwise objectionable material (as determined by the Licensor); and
5.2.5 not exceed the maximum limit applicable in size.
5.3 If any copyright literary or artistic material, such as textual extracts, papers, maps, photographs, diagrams, tables or illustrations reproduced from other publications or sources, are included in any User Generated Content or User Prompts, the Authorised User undertakes to obtain permission from the copyright owner to cover the use of such material and to pay the copyright owner any necessary reproduction fees and the Authorised Users shall be responsible for ensuring that appropriate acknowledgement is made in the User Generated Content.
5.4 Authorised Users shall be fully responsible for any User Generated Content and User Prompts submitted as permitted hereunder and the Licensor reserves the right to remove, modify, edit or decline to publish any User Generated Content or User Prompts without notice for any reason.
5.5 The Licensor shall not be liable in any way for any User Generated Content and User Prompts to the full extent permitted by law and Authorised Users shall indemnify the Licensor against any and all losses including legal and other expenses which the Licensor may incur as a result of any breaches of the warranties given in Clause 5.1 and 5.2.
5.6 By submitting User Generated Content and User Prompts to the Site, the Authorised User grants to the Licensor (and the Service Provider to the extent required for it to deliver its services/deliverables to the Licensor) a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and licence to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such User Generated Content and User Prompts (in whole or part) and/or to incorporate them in other works in any form, media, or technology now known or later developed, including the right to use the User Generated Content for promotional and marketing purposes.
6. REPRESENTATIONS AND WARRANTIES
6.1. The Licensor provides access to, or allows the use of, the Works on an "as is" basis and the Licensor gives no warranty, express or implied, and makes no representation that: (i) the Works will be suitable for any particular purpose or for any particular use under specified conditions, notwithstanding that such purpose, use, or conditions may be known to the Licensor; or (ii) the Works will operate error free or without interruption.
6.2 To the extent that the Licensor provides access to any artificial intelligence as part of any Work/s, said technology is also provided on an "as is" basis and without any warranty and/or representation as set out in Clause 6.1. Authorised Users acknowledge that the outputs of generative artificial intelligence models may not always be accurate, complete, reliable or current, and should always be verified before being relied upon.
6.3 Authorised Users acknowledge that an Internet connection may be required to access or use the Works. In no circumstances will the Licensor be liable to Authorised Users for any loss resulting from a cause over which the Licensor does not have direct control, including but not limited to failure of electronic or mechanical equipment or communication lines, telephone or other connectivity problems, unauthorised access, theft, or operator errors.
6.4 In no circumstances will the Licensor be liable to Authorised Users for any consequential, incidental, special or indirect damages or loss of profits including, without limitation, damages for loss of data or corruption of data, loss of programs, loss of business or goodwill, or other damages or losses of any nature arising out of the use of, or inability to use the Works.
6.5 Authorised Users agree that the entire liability of the Licensor to an Authorised User arising out of any kind of legal claim (whether in contract, tort, by statute or otherwise) in any way connected with the use or inability to use the Works shall be the refund of any charges paid in respect of the licence to the Works for the Access Period in which the claim arises.
6.6 Authorised Users shall, in the performance of their obligations under this agreement, comply with all applicable laws, rules and regulations.
7. CHANGES TO THIS AGREEMENT
7.1. The terms and conditions of this Agreement may be changed by the Licensor in its sole discretion, provided that the Licensor will use reasonable efforts to provide the Licensee with reasonable notice of any change by notifying the Licensee of a change when the Authorised Users next log in to use the Works.
7.2 The continued use of the Works by Authorised Users after receiving notification of the changes described in Clause 7.1 will be deemed as the Licensee’s acceptance of the changes.
8. TERMINATION
8.1. The Licensor may terminate this Agreement if Authorised Users are in breach of any of the terms, including by infringing the rights of copyright holders.
8.2 The Licensee may terminate this Agreement at any time but shall not be entitled to a refund.
8.3 On termination of this Agreement however caused Authorised Users’ licence to access and use the Works will automatically cease and any User Generated Content and any other data submitted by Authorised Users may be permanently lost.
8.4 Any right that any party may have against the other in respect of any breach, non- performance or repudiation of any of the provisions of this Agreement which shall have accrued up to the date of termination or expiry of this Agreement shall not be affected or prejudiced.
9. GENERAL
9.1. The Licensor’s Legal Notice forms part of this Agreement, and is available at: https://corp.oup.com/legal-notice/. In case of a conflict, the clauses of this Agreement shall prevail.
9.2 This Agreement constitutes the entire agreement of the parties about its subject matter, supersedes all prior communications, understandings and agreements (whether written or oral) relating to its subject matter and, except as expressly set forth in Clause 7.1, may not be amended or modified except by agreement in writing signed by both parties.
9.3 No provision in this Agreement is intended to be enforceable by any third party.
9.4 The rights of the parties arising under this Agreement shall not be waived except in writing. Any waiver of any of a party's rights under this Agreement or of any breach of this Agreement by the other party shall not be construed as a waiver of any other rights or of any other further breach.
9.5 This Agreement shall be governed by the law of the jurisdiction of the Licensor and are subject to the jurisdiction of the courts of the country of the Licensor.
Last Updated: June 3, 2024
Please read these Terms of Service (the “Terms”) and our Privacy Policy (“Privacy Policy”) carefully because they govern your use of the web application (the “Web App”) and Generative AI educational services accessible via the Web App offered by Atypical AI Corp (“Atypical”). To make these Terms easier to read, the Web App and our services are collectively called the “Services.”
Atypical is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.