Terms and Conditions of Use

Last update: November 3, 2025

Welcome to Prometric. We are passionate about creating innovative solutions that empower users everywhere to meet and exceed their professional and educational goals. These Terms of Use ("Terms") are between you and Prometric LLC and its affiliates (collectively, the “Company” or “we”). By using any of the Company's platforms, products, or services (collectively referred to as "Services"), you agree to the Terms below.

1. Acceptance of Terms; Right of Suspension and/or Termination

PLEASE READ THESE TERMS CAREFULLY. THESE TERMS GOVERN THE USE OF OUR SERVICES AND APPLIES TO ALL USERS VISITING OR ACCESSING THE SERVICES BY ANY MEANS. BY ACCESSING OR USING THE SERVICES IN ANY WAY, COMPLETING THE ACCOUNT REGISTRATION PROCESS, BROWSING OR DOWNLOADING THE SERICES, YOU REPRESENT THAT: (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH PROMETRIC, (3) YOU ARE NOT BARRED FROM USING THE SERVICES UNDER THE LAWS OF THE UNITED STATES, YOUR LOCATION OR ANY OTHER APPLICABLE JURISDICTION; AND (4) YOU HAVE THE AUTHORITY TO ACCEPT THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.

Any violation(s) of these Terms shall result in an immediate termination of your account and/or removal of access to the Services at Company’s sole discretion. 

2. Changes to Terms

We reserve the right to modify these Terms at any time. We will post the amended terms on our website, and it is your responsibility to review these Terms periodically. Any such modifications become effective immediately and supersede and replace any previous version of these Terms. Your continued use of our Services after modifications are posted constitutes your acceptance of the amended Terms.

3. Access and Use of Services and Prometric Content

3.1 License Grant

You acknowledge and agree that the Services and any information or materials related to the Services (“Prometric Content”) are the property of the Company or its suppliers and are proprietary to them. The Company and its suppliers and licensors hold all rights to the Services and Prometric Content, including but not limited to copyright, trademark, patent, trade secret, licensing, and other intellectual property rights. The Company shall also retain copyright, trademark and trade secret rights on any unpublished statistical procedures or processes, reports, bulletins, or manuals, which the Company may disclose to you in performing Services under these Terms. 

During the applicable term of your agreement for Services you are subject to the payment of any fees in any applicable order form, schedule or other agreement with the Company and your compliance with the terms of such order form, schedule or other agreement, the Company grants you a limited, revocable, non-transferable, and non-exclusive license to access and use our Services and Prometric Content solely for your internal business, professional, or educational purposes in accordance with these Terms and any other agreement governing your use of and access to the Services and Prometric Content. . You acquire no right, title or interest in the Services or Prometric Content except for the limited access license granted to you herein, and the Company reserves all rights in and to the Services and Prometric Content.

Where an organization (including, without limitation, a school, district, employer, or testing center) licenses the Services, that organization may permit its authorized personnel, staff, or enrolled participants to access and use the Services on its behalf, provided that the organization ensures such users compliance with these Terms. Institutions are solely responsible for obtaining all necessary consents or authorizations (including parental or guardian consent for minors where required by law) and for the acts and omissions of their authorized users.

3.2 Use of Artificial Intelligence Technologies

The Company may employ Artificial Intelligence (“AI”) technologies to enhance and deliver our Services. By using our Services, you acknowledge and agree to the following:

a) Our Services may involve AI-generated content, responses, or recommendations, which may not always be reviewed or verified by human staff prior to delivery. Such outputs are provided on an “as is’ basis and are subject to the disclaimers and limitations of liability in Section 6. We implement human oversight for certain AI-driven processes at our sole discretion but make no representation or warranty to you regarding any human oversight verification process. You agree to evaluate the accuracy of any AI-generated content and shall not rely on the Company to do so. 

b) While the Company strives for accuracy, given the probabilistic nature of machine learning, and AI, use of our AI technologies may in some situations result in content that contains errors, inconsistencies, biases, or output that does not accurately reflect the action generated. We provide no warranty regarding its accuracy, completeness, or fitness for a particular purpose. You agree to use such content at your own risk and discretion.

c) The Company strives to comply with applicable AI regulations, but you acknowledge that legal requirements in this evolving field may change, potentially affecting our Services and your use of these Services. You agree to comply with all applicable laws and regulations in connection with your use of the Services. Where you are an organization or institution that permits multiple authorized users (for example, a school, district, employer, or testing center), you are responsible for ensuring that such users use of AI features complies with applicable law. This includes, where relevant, obtaining all required consents or authorizations (such as parental or guardian consent for minors).

3.3 Use Restrictions 

You agree not to:

a) Reproduce, copy, duplicate, or modify, any portion of the Services or Prometric Content, including any assessment or testing materials, remove any proprietary notices, or create or enable the creation of derivative works based thereon, without express written permission from Prometric.

b) Rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Prometric Content.

c) Reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain unauthorized access to any software component of the Services or any other systems or networks connected to the Services, in whole or in part.

d) Upload to the Service(s) (without express written permission from the Company) or use the Service(s) to send or store viruses, worms, time bombs, Trojan horses or other harmful or malicious code, files, scripts, agents or programs.

e) Use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Rights or other right of any third party, or that violates any applicable local, state, national, or international law.

f) Probe, scan, penetrate, or test the vulnerability of the Services, or servers or networks connected to the Services, or to breach the Company’s security or authentication measures, whether by passive or intrusive techniques, without Prometric’s express written consent.

g) Disseminate any portion of the Services or Prometric Content through electronic means, including web content, e-mail, bulletin board postings, chat and any other type of posting or transmission that relies on the internet.

h) Take any action through the Services that is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane.

i) Publish the results of your use of the Services in any public forum, without the prior written consent of the Company.

k) Use AI-generated outputs from the Services to develop competing products or services, or in a manner that misrepresents such outputs as professional advice or guidance.

l) Permit any authorized user to violate these restrictions or fail to ensure that all authorized users comply with them.

4. Account Creation and Security

If you create an account on any of our platforms, you are responsible for maintaining the confidentiality of your account and password. You agree not to share any usernames, passwords and network links or connections with any other party, without express written permission of the Company. You agree to accept responsibility for all activities that occur under your account.

If an organization or other entity establishes or manages accounts for multiple authorized users, that entity is responsible for ensuring that such users comply with these Terms.

You must promptly notify the Company of any unauthorized use of your account or any other security breach. Prometric reserves the right to refuse service, terminate accounts, remove or edit content, or cancel services at our sole discretion.

5. Intellectual Property Rights

5.1 Prometric Content

All content provided on our platforms or through our Services is owned by or licensed to the Company and protected by United States and international intellectual property laws. You may not reproduce, copy, transmit, distribute, download, or use Prometric Content without prior written consent of the Company.

5.2 Trademarks

The Company name, Company trademarks, and all related names, logos, product and service names, designs, and slogans are trademarks of Company or its affiliates or licensors. You must not publish or otherwise use such marks without Company’s prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

5.3 User Content

5.3.1 License to the Company

By submitting, posting, or displaying content on or through our Services ("User Content"), you grant the Company a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content solely for the purpose of operating, improving the Services.

5.3.2 Representations and Warranties

You represent and warrant that:

a) You own or have the necessary rights, licenses, consents, and permissions to use and authorize the Company to use all Intellectual Property Rights in and to any User Content.

b) Your User Content, and the use thereof by the Company, does not and will not infringe, violate, or misappropriate any third-party rights, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right. 

c) If you are submitting User Content on behalf of an organization or institution, you represent that you have obtained all necessary consents or authorizations from affected individuals.

d) Your User Content does not contain any viruses, adware, spyware, worms, or other malicious code.

e) Your User Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third-party sites or boost the search engine rankings of third-party sites, or for other unlawful acts or to mislead recipients as to the source of the material.

f) Your User Content is not defamatory, libelous, obscene, pornographic, abusive, indecent, threatening, harassing, hateful, offensive, or otherwise violates any law or right of any third party.

5.3.3 Monitoring and Removal

The Company reserves the right, but not the obligation, to monitor, edit, or remove any User Content, at our sole discretion, for any or no reason, without notice.

5.3.4 Feedback

Users may share feedback or suggestions about the services by contacting the company through the contact methods listed on its website. Any feedback you provide is submitted voluntarily, and the company has no obligations, including confidentiality, with respect to it. You represent and warrant that you have all rights necessary to submit feedback. By submitting feedback, you grant the company a royalty free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable license to use, reproduce, modify, adapt, distribute, and otherwise use the feedback in connection with the services.

5.3.5 Data Collected

You consent to the Company having access to and collecting data concerning your use of the Services. You acknowledge that the Company may create anonymous, aggregated and/or de-identified data records from the information gathered from use of the Services by you and other users (“Anonymized Data”). You agree that the Company will have the unlimited right to use the Anonymized Data to enhance its product offerings and improve the Services and for any other lawful business purposes. Please see our Privacy Policy for details regarding Company’s collection and processing of personal data. 

For Services provided to K-12 institutions or otherwise involving student or minor information, the Company complies with applicable federal laws and regulations governing the protection of student and child data, including but not limited to the Family Educational Rights and Privacy Act (FERPA), the Children’s Online Privacy Protection Act (COPPA), and the Protection of Pupil Rights Amendment (PPRA). Please see our Privacy Policy for details regarding the Company’s collection and processing of personal data, and the applicable Data Sharing Agreement for information on how such data is shared with educational institutions and other authorized parties.

5.3.6 Third-Party Service Providers

The Services may contain links to third-party websites (“Third-Party Websites”), applications (“Third-Party Applications”) and advertisements for third parties (“Third-Party Ads”) (collectively, the “Third-Party Services”). Access to or use of any Third-Party Content through the Services is provided solely for the convenience of the customer or its authorized users, and only to the extent necessary to enable the functionality of the Services. When you click on a link to a Third-Party Service, we will not warn you that you have left our Services and you become subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Services are not under the Company’s control. The Company is not responsible for any Third-Party Services. The Company provides these Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services, or any product or service provided in connection therewith. You use all links in Third-Party Services at your own risk. When you leave our Service, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.  

5.3.7 Data Privacy and Security

The Company respects the privacy of its users and handles personal information in accordance with its Privacy Policy. If any product or service involves the processing of personal information, the Company will protect such information using commercially reasonable administrative, technical, and physical safeguards.

Where the Services are provided to educational institutions or otherwise involve student or minor information, the Company will comply with applicable education privacy laws, including the Family Educational Rights and Privacy Act (FERPA) and the Children’s Online Privacy Protection Act (COPPA), as applicable. The Company does not use personal information collected through its educational products for advertising or marketing purposes.

6. Disclaimers, Limitations of Liability and Indemnification

6.1 Disclaimer of Warranties

6.1.1 THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OR AVAILABILITY OF THE SERVICES, OF ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THE INFORMATION, CONTENT, OR MATERIALS INCLUDED ON OUR PLATFORMS OR IN OUR SERVICES.

6.1.2 THE COMPANY AND ITS SUPPLIERS AND LICENSORS MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS (SUCH AS THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICE); (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE ADVICE, RESULTS, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, TIMELY, OR RELIABLE.

6.1.3 ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES, INCLUDNG THE COMPANY CONTENT, IS ACCESSED AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND/OR ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING OR RELYING UPON SUCH CONTENT.

6.1.4  FROM TIME TO TIME, THE COMPANY 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 THE COMPANY’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.

6.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS SUPPLIERS AND LICENSORS AND EACH OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS AND AGENTS (COLLECTIVELY, THE “COMPANY PARTIES”) SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, OR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DEVICES, OR DATA RESULTING FROM YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY PARTIES SHALL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (i) THE TOTAL AMOUNT PAID TO COMPANY BY YOU DURING THE THREE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (ii) $100; OR (iii) IF APPLICABLE, THE STATUTORY REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY DOES NOT APPLY TO LIABILITY OF A COMPANY PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A COMPANY PARTY’S NEGLIGENCE; OR (B) ANY INJURY CAUSED BY ACOMPANY PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN PROMETRIC AND YOU. 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.

6.3 Indemnification

You agree to defend, indemnify, and hold harmless the Company Parties and their successors and assignees from and against any claims, actions, demands, liabilities, losses, damages, costs and expenses including, without limitation, reasonable legal and accounting fees, arising from or relating to your breach of these Terms or your access to, use, or misuse of the Services and/or Prometric Content. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

7. International Users

The Services may be accessed from countries around the world and may contain references to services that are not available in your country. These references do not imply that the Company intends to announce such feature in your country. The Services are controlled and offered by the Company in the United States of America. The Company makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.

8. Governing Law

For residents of the United States or any non-European Union country: These Terms shall be governed by and construed in accordance with the laws of the State of Maryland and controlling U.S. federal law as applicable, without regard to its conflict of law principles. Venue shall be the courts serving Baltimore County, Maryland. To the fullest extent allowed by law, each party waives the right to a trial by jury in any dispute related to these Terms. All claims must be brought individually and not as part of a class, collective, or representative action.

For residents of the European Union: These Terms shall be governed by and construed in accordance with the laws of Ireland, without regard to its conflict of law principles.

9. General Provisions

9.1 Electronic Communications

The communications between you and the Company may take place via electronic means, whether you visit a Company website or other platform or send the Company emails, or whether the Company posts notices on a platform or communicates with you via email. For contractual purposes, you (i) consent to receive communications from the Company in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that the Company electronically provides to you 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. (“E-Sign”).

9.2 Assignment

These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without the Company’s prior written consent. The Company may, without your consent, freely assign and transfer these Terms, in connection with a transfer of your underlying order form, schedule or other agreement with the Company, including any of its rights, obligations, or licenses granted hereunder. Any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

9.3 Force Majeure

The Company 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, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes or shortages of transportation facilities, fuel, energy, labor or materials.  

9.4 CALIFORNIA RESIDENTS: Consumer Complaints

In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Service 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.

9.5 Updates

The Company may modify these Terms of Use and any applicable Supplemental Terms from time to time. When changes are made, the Company will update the “Last Updated” date at the top of these Terms and post the revised version on its website. Unless otherwise noted, such changes will take effect immediately upon posting. Continued use of the Services after any update constitutes acceptance of the revised Terms.

9.6 Choice of Language

It is the express wish of the parties that this Agreement and all related documents have been drawn up in English. 

9.7 Notice

Where the Company requires that you provide an email address, you are responsible for providing the Company with a valid and current email address. If the email address you provide to the Company is not valid, or for any reason is not capable of delivering to you any notices required by these Terms, the Company’s dispatch of the email containing such notice will nonetheless constitute effective notice. You may give notice to the Company at the following address: Pro-legal@Prometric.com. Such notice shall be deemed given when receipt is confirmed by Company.

9.8 Waiver

Any waiver or failure to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

9.9 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

10. Export Control

You may not use, export, import, or transfer the 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 (i) into any United States embargoed countries, or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Services, you represent and warrant that (A) 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 (B) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, 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 the Company 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 Company products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.

11. Entire Agreement

These Terms constitute the entire agreement between you and the Company regarding the use of and access to the Services and Prometric Content, superseding all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services and Prometric Content.
 

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