Client = You
Apprentice(s) = Student(s)
Company = Louder Than Ten
Training Material = All Louder Than Ten IP
Agreement = Training invoice, Program, Training Materials, Website, Contract, Terms and Conditions
Introduction
These Terms and Conditions will manage your use of this Website, Training Materials, and all services rendered by Louder Than Ten. They will be applied fully and affect your use of Company Services. By clicking ‘agree,’ you agree to accept all Terms and Conditions written here. You must not use these services if you disagree with any of these Terms and Conditions. Minors (people below 18) are not permitted to use these services.
1. Payment terms
1.1 Full payment will be deducted via credit card before services commence OR in monthly installments for the duration of this contract period.
1.2 No disputes arising under the Terms and Conditions nor delays beyond the reasonable control of the Company shall interfere with prompt payment in full of the Training Invoice by the Client.
2. Services
2.1 Louder Than Ten reserves the right to reschedule training sessions, check-ins, homework deliverables and deadlines, and to substitute trainers unilaterally without notice. The Company also reserves the right to decline/terminate Client or Client Apprentice’s participation in the Louder Than Ten Training or other support for any reason at any time, and for failing to comply with these Terms and Conditions.
2.2 In the event that the Terms and Conditions are not able to be completed by the Company for reasons beyond the control of the Company, any and all fees and disbursements for the designated contract period and expenses incurred by the Company shall immediately become due and payable by the Client to the Company.
3. Default
3.1 In the event of default in the payment of any of the Training Invoices by the Client, the Company shall be entitled without prejudice to any other right or remedy to:
(a) suspend all further performance of the Contract without notice;
(b) recover damages against the Client at the expense of the Client.
3.2 If the Client shall become bankrupt or insolvent or compound with creditors or in the event of a resolution being passed or proceedings commenced for the liquidation of the Client (other than for a voluntary winding up for the purpose of reconstruction or amalgamation) or if a receiver or a trustee is appointed of all or any part of its assets or undertaking or if the Client (being an individual) shall die or if the Client shall be in default of its obligations under this Agreement, then the Company shall be entitled to be paid in full or to cancel this contract and any other contract between the Client and the Company at its discretion in force at the date hereof in whole or in part by notice in writing (without prejudice to any right or remedy accrued accruing to the Company).
4. Intellectual property rights
4.1 Under these Terms, the Company and its licensors own all the intellectual property rights and Training Materials Client or Client Apprentice(s) access during the Agreement period.
4.2 Client or Client Apprentice(s) are granted a limited license only for purposes of viewing and completing the Training Material contained on the site and/or shared with you.
5. Confidential information
5.1 While performing its services, the Company may share with the Client its trade secrets, business information, client related information, information relating to intellectual property, business plans, financial information, products, services, processes and know-how, technical information, sources of supply, strategic plans, advertising and marketing plans, customer lists, sales, profits, pricing methods, personnel and business relationships (the “Confidential Information”). Unless expressly specified in the Terms and Conditions, all right, title and interest in and to the Confidential Information will remain the exclusive property of the Company and the Confidential Information will be held in trust and confidence by the Client for the Company. Any Confidential Information supplied by the Company to the Client are supplied on the express understanding that copyright is reserved to the Company and that the Client will not without the written consent of the Company either give away, loan, exhibit, sell or use them in any way except in connection with the Contract.
5.2 No interest, license or any right respecting any Confidential Information and other information supplied by the Company, other than expressly set out in the Agreement, is granted to the Client under the Agreement by implication or otherwise.
6. Restrictions
6.1 Client or Client Apprentice(s) are specifically restricted from all of the following:
- Selling, sublicensing, and/or otherwise commercializing any Training Material
- Using Training Material for in-house training programs or onboarding without a Company license
- Downloading, Copying and/or publishing, and/or sharing Training Materials outside of organization unless expressly permitted (excluding public templates)
- Using Training Materials in any way that is or may be damaging to the Company
- Using Training Materials in any way that impacts user access to these Training Materials or to this Website;
- Using this Website or Training Materials contrary to applicable laws and regulations, or in any way may cause harm to any person or business entity
- Engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to Training Materials and/or this Website
- Using this Website and/or Training Materials to engage in any advertising or marketing
6.2 Certain areas of this Website and certain Training Materials are restricted from access by you to protect Client or Client Apprentice(s) privacy and Company may further restrict access to any areas of this Website or Training Materials, at any time, in absolute discretion.
6.3 Any user ID and password you may have for this Website are confidential and you must keep them confidential.
7. Client content
7.1 “Client Content” includes any audio, video, text, images or other materials Client or Client Apprentice(s) choose to share with Trainers or classmates during training. Information shared in class about projects, clients, or challenges will remain confidential and will not be shared outside of the classroom environment.
7.2 By taking this program, the Client and Apprentice(s) give their permission to share Content only to further the Company mission to elevate international digital project management standards and processes. In other words, the homework, resources, and templates your students share enable the Company to elevate project management standards and processes globally. Client will retain rights to any original content submitted to the program or shared with other students but by signing up for this program, Client automatically grants (or warrants that the owner of such content has expressly granted) to the Company a royalty-free, perpetual, irrevocable, worldwide, non-exclusive, non-transferable license and right to use, reproduce, create derivative works from, modify, adapt, translate, distribute, perform, and display such content (or any derivative work based thereon) either alone or as part of other works in any form.
7.3 All classroom sessions will be recorded in the cloud and will be distributed internally for program improvement and to aid Apprentices who are absent for a session in catching up on concepts only. Classroom sessions will not be shared with employers to preserve classroom privacy.
7.4 Client or Client Apprentice(s) agree that Client Content is your own and does not infringe on third-party’s rights. The Company reserves the right to remove any of your approved Content from this Website and/or Training Materials at any time without notice.
8. No warranties
8.1 The Website and Training Materials are provided “as is,” with all faults and Louder Than Ten expresses no representations or warranties of any kind related to Training Materials or content contained on this Website or within Training Materials. Also, in as much as the Company will attempt to provide guidance and support for process and project challenges, nothing contained on this Website or within Training Materials shall be interpreted as advice.
9. Limitation of liability
9.1 In no event shall the Company [Louder Than Ten], nor any of its officers, directors, and employees be held liable for anything arising out of or in any way connected with your use of this Website or Training Materials whether such liability is under contract. The Company, including its officers, directors, and employees shall not be held liable for any indirect, consequential or special liability arising out of or in any way related to your use of this Website or Training Materials.
9.2 Save where the Company is shown to have failed to exercise reasonable care in the performance of its services and sure failure results in loss or personal injury, the Company shall not be liable in respect of claims arising by reason of loss or personal injury. Further, under no circumstances whatsoever shall the Company be liable for consequential loss (including removal or rectification work required in connection with the installation of repair or substitute services) loss of profits or other indirect losses or for damage to property.
10. Disputes
10.1 If a dispute arises between the parties in relation to the Agreement, the parties agree that the following dispute resolution process must be used:
(a) a meeting must be held promptly between the parties, attended by individuals with decision-making authority regarding the dispute, to attempt in good faith to negotiate a resolution of the dispute; if, within fourteen (14) days after such meeting, or such further period agreed to by the parties in writing, the parties have not succeeded in negotiating a resolution of the dispute, the parties agree to submit the dispute to mediation;
(b) the parties must jointly appoint a mutually acceptable mediator. If the parties are unable to agree upon the appointment of a mediator within seven (7) days after the end of the negotiation period referred to in paragraph (b), the parties must apply to the Mediate BC Society (formerly known as British Columbia Mediator Roster Society), or such other organization or person agreed to by the parties in writing, which will, within seven (7) days of the application, appoint a mediator taking into account:
(i) the need for the mediator to be neutral and independent;
(ii) the qualifications of the mediator;
(iii) the mediator’s fees;
(iv) the mediator’s availability, and
(v) any other consideration likely to result in the selection of an impartial, competent and effective mediator;
(c) the parties agree to participate in good faith in a mediation session which must occur within thirty (30) days after the appointment of the mediator, or such further period agreed to by the parties in writing;
(d) the parties agree that the mediation will be conducted in accordance with the Mediate BC Society;
(e) if the parties are unable to resolve all issues in dispute in the mediation, the parties agree that the remaining issues in dispute must be determined by arbitration under the Commercial Arbitration Act, R.S.B.C. 1996. The parties agree that the decision of the arbitrator will be final and binding and will not be subject to appeal on a question of fact, law or mixed fact and law; and
(f) the parties agree to share equally the costs of the mediation and arbitration, which costs will not include costs incurred by a party for representation by counsel.
11. Indemnification
11.1 You hereby indemnify to the fullest extent Louder Than Ten from and against any and/or all liabilities, costs, demands, causes of action, damages and expenses arising in any way related to your breach of any of the provisions of these Terms and Conditions. In addition, you acknowledge that your participation in any aspect of this course is voluntary. You accept full responsibility for your participation in this course, and by virtue of your participation, you waive any claims that you may now or hereafter have against The Company, its employees, contractors, guest lecturers, or its representatives in connection with program activities.
12. Severability
12.1 If any provision of these Terms and Conditions is found to be invalid under any applicable law, such provisions shall be deleted without affecting the remaining provisions herein.
13. Force majeure
13.1 The Company shall not be under any liability for any delay, loss or damage caused wholly or in part by any act of God, governmental restriction condition or control, any laws, rules or regulations.
14. Defects apparent to client
14.1 The Client shall have no claim for insufficient service, shortages or defective service by the Company unless:
(a) the Client inspects the work completed by the Company and notifies the Company by telephone, email or instant chat;
(b) a written complaint is made to the Company before fixing or otherwise replacing any aspects of the work finished by the Company;
(c) the Company is given an opportunity to inspect the work completed and investigate any complaints.
14.2 If a complaint is not made to the Company as herein provided then the services completed by the Company shall be deemed to have been completed in accordance with the Agreement and the Client shall be bound to pay for the same accordingly.
15. Cancellation
15.1 Except as expressly provided herein, all payments under this Agreement will be irrevocable, non-refundable, and creditable. Cancellation of this Agreement shall only be granted at the discretion of the Company under specific circumstances, in which case, all costs and expenses incurred by the Company up to the time of cancellation and all loss of profits and other loss or damage resulting to the Company by reason of such cancellation will be paid forthwith by the Client to the Company.
16. Variation of terms
16.1 Louder Than Ten is permitted to revise these Terms and Conditions at any time as it sees fit, and by using this Website and Training Materials you are expected to review these Terms and Conditions on a regular basis.
17. Assignment
17.1 The Company is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification. However, Client or Client Apprentice(s) are not allowed to assign, transfer, or subcontract any of their rights and/or obligations under these Terms.
18. Entire agreement
18.1 These Terms and Conditions constitute the entire agreement between the Company and Client or Client Apprentice(s) in relation to your use of this Website and Training Materials and supersede all prior agreements and understandings.
19. Governing law & jurisdiction
19.1 These Terms and Conditions will be governed by and interpreted in accordance with the laws of the Province of British Columbia, and you submit to the non-exclusive jurisdiction of the state and federal courts located in Canada for the resolution of any disputes.
20. Legal
20.1 The provisions of this Agreement shall be governed by and interpreted in accordance with the laws of the Province of British Columbia and each of the parties hereto hereby irrevocably attorns to the jurisdiction of the courts of such Province.
20.2 If any provision of the Agreement is held to be invalid or unenforceable in whole in part, such invalidity or unenforceability will attach only to such provision or part thereof and the remaining part of such provision and all other provisions hereof will continue in full force and effect.
20.3 Neither party may assign its interest in this Agreement without the consent of the other party.
20.4 This Agreement shall inure to the benefit of and bind the executors, administrators, successors, and assignees of the parties.
20.5 This Agreement constitutes the entire agreement between the parties and shall not be changed or discharged except in writing.
20.6 The parties shall execute and deliver documents and do all acts reasonably necessary to carry out the intent of this Agreement.
20.7 Time is the essence of this Agreement. Each term of this Agreement shall remain in the essence even if the time specified was adjusted by the parties.
20.8 If the Client comprises two or more persons, each of them and not one for the others shall be jointly and individually required with the others to perform the obligations of the Client under this Agreement.
20.9 Any notice in writing required or permitted to be given to the parties hereunder shall be sufficiently given if delivered by hand, or mailed by registered mail, postage prepaid, and sent to the address of either party as set out in the Terms and Conditions. Any such notice mailed as aforesaid shall be deemed to have been received by either party on the third business day following the date of mailing.
20.10 This Agreement may be executed in counterparts and by facsimile transmission, and such counterparts and facsimile transmissions together shall form one and the same instrument.
Last, but most importantly...
21. Code of conduct
Please visit our Code of conduct. By reading, you are agreeing to be bound by the terms therein.