OASIS - TERMS AND CONDITIONS

Thank you for your interest in the Order and Shipment Information System ("OASIS") of Pearson Canada Inc. (“Pearson”). OASIS is the order verification/tracking and order placement service Pearson provides its customers to permit follow-up on the status of their orders and to order our products. OASIS is accessible through the ID and Personal Identification Number ("PIN") assigned to your business/institution by Pearson. OASIS contains pricing, ordering, shipping, product and other account information that is confidential between your business/institution and Pearson. It also provides links to third party sites (for which Pearson has no responsibility) of the shipping companies that may be providing services in connection with your business/institution’s orders. OASIS is intended for business/institution customers only.

The access to and use of OASIS and the applications, functionality, products, services, information and other materials available on and through OASIS (the “Content”) is subject to the terms and conditions set forth herein (the “Terms and Conditions”). Your use of OASIS constitutes your acceptance of these Terms and Conditions. Unless otherwise indicated, OASIS, the software used for OASIS and the Content are the property of Pearson and/or its licensors, subsidiaries, affiliates, or assigns. OASIS, the software used for OASIS and the Content are protected by intellectual property legislation, without limitation, pursuant to copyright and trademark laws.

GENERAL TERMS

1. You are authorized to download the material on this website for your use only. In doing so, you may not remove or in any way alter any trademark, copyright, or other proprietary notice. Except as allowed in the preceding sentence, you may not modify copy, distribute, republish, commercially exploit, communicate to the public by telecommunications, translate or upload any of the material on OASIS without the prior written consent of Pearson. No intellectual property or other rights in and to OASIS, other than the limited right to use set forth above, are transferred to you.

2. OASIS may be used for order tracking/verification and order placement, and Pearson makes no representation or warranty about the accuracy or reliability of the information provided on this site or any third-party site to which it may be linked. Any information provided via this service in no way alters, modifies, or supersedes any invoice or other agreement between your business/institution and Pearson.

3. In order to use OASIS, you must obtain, at your own costs, access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must, at your own costs: i) provide all equipment necessary to make such connection to the World Wide Web, including a computer, modem or other access devices; and ii) provide any necessary software and comply with any data structure requirements to access or otherwise interface with OASIS as may be indicated by Pearson.

4. Your business/institution acknowledges and agrees that it is responsible for protecting and safeguarding its ID and PIN from any unauthorized use, and you agree to maintain the confidentiality of that information. In addition, should any of your employees with access to OASIS leave your business/institution, you will be responsible for changing your PIN if you believe such a step is warranted. Pearson is not responsible for any liability arising from any unauthorized use of this service (including without limitation from your business'/institution's or from the failure of any employee of the business/institution (“User”) to safeguard an ID or PIN from unauthorized use, or from a former employee's use of a PIN your business/institution has not changed to obtain access to your business'/institution's account information contained on OASIS) and/or for any breach of the above confidentiality obligations. You agree that you are responsible for all activities that occur under your ID or PIN.

5. It is your responsibility to evaluate the accuracy and completeness of all information, opinions and other material on OASIS. In connection with placing an order for our products on OASIS, you acknowledge that price information is subject to change without notice. Pearson also reserves the right to correct any errors in pricing. In addition, prices for products may be subject to contracts you may have with Pearson that may not be reflected on OASIS or at the then current suggested list price. If you add products when creating a purchase order that have not gone through the OASIS pricing routine then your contract price, if applicable, will apply to such products or if you do not have a contract or contract terms do not apply to such product then the current suggested list price less applicable discount will be applied. Product availability may vary by product. You assume total responsibility for establishing such procedures for data back up and virus checking as you consider necessary.

6. This service has e-mail messaging capabilities. You hereby represent and warrant that your employees are authorized to send e-mail messages and that such messages shall not infringe any proprietary or other rights of third parties or contain any otherwise unlawful information.

7. The PIN and your acceptance of these Terms and Conditions provides you with authorization to enter only your business'/institution's account on OASIS and no other account or Pearson site, and Users may not use the PIN to gain access to any other OASIS account or Pearson site. You agree to notify Pearson immediately if your business/institution becomes aware that your PIN allows access to any account other than your own so that Pearson may take steps to correct the error.

8. In consideration of your use of OASIS, you agree to: (a) provide true, accurate and current information about yourself, and/or the persons you designate to use OASIS, and (b) maintain and promptly update this information to keep it true, accurate, current, and complete. If you (or any User) provide any information that is untrue, inaccurate, not current, incomplete, or misrepresentative, or Pearson has reasonable grounds to suspect that such information is untrue, inaccurate, not current, incomplete, or misrepresentative, Pearson has the right to suspend or terminate your access and refuse any and all current or future use of OASIS. As a condition of your use of OASIS, you warrant that you will not use OASIS for any purpose that is unlawful or prohibited by these Terms and Conditions. You agree not to use OASIS in any manner that could damage, disable, overburden, or impair OASIS or interfere with any other party's use and access to OASIS. You agree not to obtain or attempt to obtain through OASIS any materials or information not intentionally made available to you through OASIS.

9. OASIS IS PROVIDED BY PEARSON ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT YOUR USE OF OASIS IS AT YOUR SOLE RISK. PEARSON MAKES NO REPRESENTATION, WARRANTY OR CONDITION, WHETHER EXPRESS, IMPLIED, LEGAL, STATUTORY OR OTHERWISE, WITH RESPECT TO THIS SERVICE, OR ANY SITE WITH WHICH IT IS LINKED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF TITLE, QUALITY, FITNESS FOR A PARTICULAR USE, MERCHANTABLE QUALITY, OR ANY IMPLIED, LEGAL, STATUTORY OR OTHER WARRANTIES OR CONDITIONS ARISING OUT OF A COURSE OF PERFORMANCE, DEALING, CUSTOM OR TRADE USAGE. IN ADDITION, PEARSON MAKES NO REPRESENTATION THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY OR ALL INFORMATION PROVIDED VIA THE SITE WILL BE ACCURATE. PEARSON SHALL IN NO EVENT BE LIABLE FOR ACTUAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ANY LOSS OF REVENUE, PROFITS OR DATA, OR ANY OTHER LIABILITY ARISING IN CONNECTION WITH YOUR BUSINESS'/INSTITUTION'S OR ANY USER'S USE OF THIS SERVICE, EVEN IF PEARSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION ANY LIABILITY FOR ANY E-MAIL TO/FROM YOUR BUSINESS OR ANY USER'S BREACH OF CONFIDENTIALITY, OR YOUR BUSINESS'/INSTITUTION'S FAILURE TO SAFEGUARD USE OF THE PIN. PEARSON DOES NOT WARRANT THAT OASIS, ITS SERVERS, OR E-MAIL SENT FROM PEARSON ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. The Content and software on OASIS are proprietary property of Pearson and/or its licensors and are protected by copyright and other intellectual property laws. You agree not to display, disparage, dilute, or taint any trademarks of Pearson and/or its licensors or use any confusing similar marks or use such trademarks in such a way that would misrepresent the ownership of such mark. Copying, redistribution, or publication of any part of OASIS, the Content or the software is prohibited.

11. The OASIS site may contain links that may take you to other third party web sites or may display information on your computer screen from other third party web sites which are not maintained by Pearson. Such sites may contain terms and conditions, privacy provisions or other provisions that differ from the terms and conditions applicable to OASIS. Such links are provided solely for your convenience. A link to any service or web site is not an endorsement of any kind of the service or the sites, their content, or their sponsoring organization, and Pearson assumes no responsibility or liability whatsoever in connection with such sites.

12. We may revise these Terms and Conditions at any time by updating this posting. Please check these terms periodically for revisions. Revisions become effective when posted, and your continued use of OASIS following the posting of revisions to these Terms and Conditions will indicate your acceptance of these revisions. We reserve the right at any time, and from time to time, to modify OASIS, or any part thereof. We further reserve the right to terminate your user identification or PIN, or any part thereof, or your use of OASIS if we believe that you have violated or acted inconsistently with these Terms and Conditions. You represent and warrant that you have full authority to enter into these Terms and Conditions and to bind your business/institution to them and that your business/institution accepts and agrees to each and every one of these Terms and Conditions.

13. These Terms and Conditions constitute the entire agreement between you and Pearson, govern your use of OASIS, and supersede any prior agreements between you and Pearson concerning use of OASIS. These Terms and Conditions and the relationship between you and Pearson will be governed by the laws of the Province of Ontario without regard to its conflict of law provisions and the federal laws of Canada applicable therein. You and Pearson agree to submit to the personal and exclusive jurisdiction of the courts located within the City of Toronto. The failure of Pearson to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of these Terms and Conditions 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 these Terms and Conditions remain in full force and effect.