SETTLEMENT AGREEMENT BETWEEN THE UNITED STATES OF AMERICA AND EDX INC. UNDER THE AMERICANS WITH DISABILITIES ACT

REPORTING AND ENFORCEMENT

33. Within nine (9) months, eighteen (18) months, twenty-eight (28) months, and forty (40) months after the Effective Date of this Agreement, the Website Accessibility Coordinator shall submit a report in electronic format to the Department of Justice detailing compliance and/or lack thereof with this Agreement, including the compliance with the requirements identified in Paragraphs 17-32.

34. If the United States believes that this Agreement or any portion of it has been violated, the Department shall give notice (including reasonable particulars) of such violation to edX.  EdX must respond to such notice as soon as practicable but no later than thirty (30) days thereafter.  The United States and edX shall negotiate in good faith in an attempt to resolve any dispute relating thereto; if the parties are unable to reach a mutually acceptable resolution, the United States may seek court enforcement of compliance with this Agreement or take other action to enforce Title III of the ADA. 

35. This Agreement shall become effective as of the date of the last signature below (“Effective Date”) and shall remain in effect for four (4) years from that date.

36. If the Department promulgates a final ADA Title III regulation setting out a website accessibility technical standard during the term of this Agreement, then the Parties shall meet and confer at the request of either party to discuss whether any modification to the terms of this Agreement regarding the technical standard is necessary to be consistent with the final regulation and shall modify this Agreement accordingly.

37. This Agreement does not purport to remedy any violations or potential violations of the ADA or any other federal or state law, other than those relating to the accessibility of www.edx.org, its mobile applications, and its Platform to individuals with disabilities.

38. This Agreement shall be binding on: edX, its employees, contractors, and agents.  In the event that edX seeks to transfer or assign all or part of its interest in any service covered by this Agreement, and the successor or assign intends on carrying on the same or similar use of www.edx.org, then as a condition of sale, edX shall obtain the written accession of the successor or assign to any obligations remaining under this Agreement for the remaining term of this Agreement.

39. In consideration of the terms of this Agreement, the United States agrees to refrain from undertaking further investigation of and from filing a civil suit against edX Inc. concerning any matter within this Agreement, except as provided in Paragraph 34.

40. Failure by the United States to seek enforcement of this Agreement pursuant to its terms with respect to any instance or provision shall not be construed as a waiver to such enforcement with regard to any instances or provisions.

41. EdX shall provide a copy of this Agreement to any person upon request.

42. The signatories represent that they have the authority to bind the respective parties identified below to the terms of this Agreement.