End User License Agreement
ONLINE END USER LICENSE AGREEMENT
PLEASE READ THIS ONLINE END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE USING ANY OF THE ONLINE TRAINING SERVICES OFFERED BY Total Training. (“TT”) DESCRIBED BELOW. BY USING THE SERVICES YOU ACKNOWLEDGE THAT YOU READ AND UNDERSTAND THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND POLICY, YOU MUST PROMPTLY EXIT THIS PAGE WITHOUT ACCESSING OR USING ANY OF THE SERVICES.
2. Payment. For access to and use of the Services, you agree to pay the amounts set forth in TT’s Fee Schedule for the number of users and/or site for which you are purchasing a license. You hereby acknowledge and agree that the subscription fee is payable in advance for each license purchased upon acceptance of this Agreement and will be charged whether you use the Services or not. You are responsible for any taxes, including personal property taxes or sales taxes, resulting from your use of the Services. Payments not paid when due shall be subject to late charges equal to the lesser of (i) one and one-half percent (1.5%) per month of the overdue amount or (ii) the maximum amount permitted under applicable law. You agree to pay all attorneys’ and collection fees arising from efforts to collect any past due amounts from you.
3. Restrictions On Use. All pages within this Website and any material made available for download (collectively the Website”) are the property of Total Training and/or its affiliates. The Website is protected by federal and international copyright and trademark laws and no portion of the materials on these pages may be reprinted, republished, modified, or distributed in any form without the express prior written permission of TT. Access to the Website is for your own personal use and may not be shared with any third party. You shall keep intact any proprietary notices, including copyright notices, contained on any downloaded materials and shall comply with any applicable End User License Agreements. Any rights not expressly granted by these Terms and Conditions or any applicable End User License Agreements are reserved by TT.
4. Website Availability. TT’s Website will be accessible to you via the World Wide Web portion of the Internet twenty-four (24) hours a day, seven (7) days a week, except for scheduled maintenance and required repairs, and except for any loss or interruption of Services due to causes beyond the control of TT or which are not reasonably foreseeable by TT, including, but not limited to, interruption or failure of telecommunication or digital transmission links and Internet slow-downs or failures.
5. Modifications and Changes to Services and/or Website. The software, content, availability and access and all other features, attributes or aspects of the Services and Website are subject to change, modification, additions or deletions at any time without notice in TT’s sole discretion.
6. Links or Pointers to Other Sites. TT makes no representations whatsoever about any other website that you may access though this Website. When you access a non-TT Website, you understand that it is independent from TT and TT has no control over the content on that website. In addition, a hyperlink to a non-TT website does not mean that TT endorses or accepts any responsibility for the content, or the use, of the linked website. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, trojan horses, and other items of a destructive nature.
8. Prohibited Activities. You may not modify, reverse engineer, or decompile the Software or Services or create derivative works based on the Software or Services. You may not distribute, rent, lease, sell, license, or otherwise transfer rights in the Services to any other person or entity or make any other commercial use of the Services. Except for downloading of project files, which is authorized, you may not save the Software to your computer or any other storage medium. You may not violate any security or corrupt the Website in any way.
9. Disclaimer of Warranties. THE SERVICES ARE PROVIDED AS-IS, WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TT EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE/NON-INFRINGEMENT TO THE FULL EXTENT PERMITTED BY LAW. TT DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. TT DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICES OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, QUALITY, RELIABILITY, APPROPRIATENESS FOR A PARTICULAR TASK OR APPLICATION, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TT OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. YOU ARE ENTIRELY RESPONSIBLE FOR AND ASSUME ALL RISK FOR USE OF THE SERVICES. TT IS NOT RESPONSIBLE FOR TRANSMISSION ERRORS OR CORRUPTION OR SECURITY OF INFORMATION CARRIED OVER TELECOMMUNICATION LINES.
10. Limitation of Liability. IN NO EVENT SHALL TT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOODWILL OR BUSINESS REPUTATION, BUSINESS INTERRUPTION, LOSS OF DATA, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF OR RELATED IN ANY WAY WITH TO THIS AGREEMENT OR THE SERVICES, OR FOR ANY CLAIM BY ANY THIRD PARTY (INCLUDING FOR INTELLECTUAL PROPERTY INFRINGEMENT), EVEN IF TT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF TT TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO TT IN THE THREE MONTHS PRIOR TO THE EVENT CAUSING LIABILITY.
11. Exclusive Remedy. Your sole right and exclusive remedy for breach of this Agreement by TT if you are dissatisfied for any reason with the Services is to terminate this Agreement as provided in this Agreement.
12. Term and Termination. The term of this Agreement shall commence: (i) For single seat direct purchases via web or phone the term begins at time of purchase ; (ii) For subscriptions purchased via activation code, including, via promotion, resellers or multi-seat purchases, the term begins upon activation of the first activation or 30 days from the date of purchase, whichever occurs first.
13. Rights and Duties Upon Termination. Upon termination of this Agreement, all rights to the Services terminate immediately and you must remove any TT software or content from your computer immediately. You remain liable for the full charge(s) for all unexpired Term(s). If this Agreement is terminated for any reason, you agree not to re-register for or otherwise access the Services without TT’s prior written approval. TT may delete any data files associated with your use of the Services upon termination of this Agreement.
14. Use of Free Tutorials. If you elect to use the Services as a guest by using one or more of the free tutorials offered from time to time on TT’s website, all of the terms and conditions of this Agreement will be applicable to such use, excluding however, any terms related to payment therefore.
15. Choice of Law, Venue and Jurisdiction. This Agreement is entered into in the State of California and shall be governed by and construed in accordance with the laws of the State of California, exclusive of its choice of law rules. Each party to this Agreement submits to the exclusive jurisdiction and venue of the state and federal courts siTTng in the County of San Diego in the State of California, and waives any jurisdictional, venue, or inconvenient forum objections to such courts. In any action to enforce this Agreement, the prevailing party will be entitled to costs and attorneys’ fees. In the event that any of the terms and conditions are held by a court or other tribunal of competent jurisdiction to be unenforceable, those provisions shall be limited or eliminated to the minimum extent necessary, so that the remaining terms and conditions shall otherwise remain in full force and effect.
16. General Terms. Your rights and obligations under this Agreement may not be assigned or transferred without the written permission of TT and any assignment or transfer in violation of this provision shall be null and void. If any provision of this Agreement is determined to be invalid, all other provisions will remain in force. Notice or other communication between you, and TT may be given by conventional first-class mail or by email. Notices sent by first-class mail are effective on the fifth day after mailing. Notices sent by email are effective the next business day after they are sent. YOU ACKNOWLEDGE THAT YOU HAVE READ AND ACCEPT THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS AND THE TERMS AND CONDITIONS OF THE USE POLICY, YOU MAY CHOOSE NOT TO BECOME A USER OF THE SERVICES.
YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE INSTALLING THIS TRAINING TUTORIAL. INSTALLING THIS TRAINING TUTORIAL INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS.
Total Training. (“TT”) provides this training tutorial, consisting of the software application, video training files and, where applicable, project files (“TRAINING TUTORIAL”) and licenses its use worldwide. You assume responsibility for the selection of the TRAINING TUTORIAL to achieve your intended results, and for the installation, use, and results obtained from it.
Use the TRAINING TUTORIAL on a single machine;
Copy the TRAINING TUTORIAL into any machine readable form for backup purposes in support of your use of the TRAINING TUTORIAL on the single machine;
You may not modify or alter the TRAINING TUTORIAL in any manner whatsoever; and,
You may not transfer this license to a third party.
You must reproduce and include the copyright notice on any copy.
YOU MAY NOT USE, COPY, MODIFY, OR TRANSFER THE TRAINING TUTORIAL, OR ANY COPY, MODIFICATION OR MERGED PORTION, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS LICENSE. IF YOU TRANSFER POSSESSION OF ANY COPY, MODIFICATION OR MERGED PORTION OF THE TRAINING TUTORIAL TO ANOTHER PARTY, YOUR LICENSE IS AUTOMATICALLY TERMINATED.
Intellectual Property Ownership, Copyright Protection
The TRAINING TUTORIAL and any authorized copies that you make are the intellectual property of and owned by TT. Except as expressly stated herein, this Agreement does not grant you any intellectual property rights in the TRAINING TUTORIAL and all rights not expressly granted are reserved by TT.
The license is effective until terminated. You may terminate it at any time by destroying the TRAINING TUTORIAL altogether with all copies. It will also terminate upon conditions set forth elsewhere in this Agreement or if you fail to comply with any term or condition of this Agreement. You agree that upon such termination you will destroy the TRAINING TUTORIAL along with all copies.
THE TRAINING TUTORIAL IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
TT does not warrant that the functions contained in the TRAINING TUTORIAL will meet your requirements or that the operation of the TRAINING TUTORIAL will be uninterrupted or error free. However, when the TRAINING TUTORIAL is furnished on a tangible medium, TT warrants the medium on which the TRAINING TUTORIAL is furnished to be free from defects in materials and workmanship under normal use as set forth in the applicable Return Policy.
Limitations of Remedies
TT’s entire liability and your exclusive remedy shall be:
The replacement of any TRAINING TUTORIAL not meeting TT’s “Limited Warranty” which is returned to TT or an authorized TT dealer with a copy of your receipts in compliance with the applicable Return Policy, or
If TT or the dealer is unable to deliver a replacement TRAINING TUTORIAL which is free of defects in materials or workmanship, you may terminate this Agreement by returning the TRAINING TUTORIAL in compliance with the applicable Return Policy.
IN NO EVENT WILL TT BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, LOST SAVINGS OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE TRAINING TUTORIAL EVEN IF TT OR AN AUTHORIZED DEALER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
You may not sublicense, assign or transfer this license and any attempt to sublicense, assign or transfer any of the rights, duties or obligations hereunder is void. You may only use the project files for training purposes and for no other purpose whatsoever. You hereby expressly acknowledge and agree that any project files included herein are owned exclusively by TT and/or its third party vendors and nothing in this Agreement confers or implies any ownership rights in such project files to you. This Agreement shall not prejudice the statutory rights of any consumer.
This Agreement shall be governed by the laws of the State of California, excluding that body of law pertaining to conflict of laws. You hereby irrevocably agree that jurisdiction and venue for any dispute arising hereunder shall lie exclusively in a competent court in the County of San Diego, State of California. If any provision of this Agreement is for any reason found to be unenforceable, the remainder of this Agreement will continue in full force and effect. Should you have any questions concerning this Agreement, you may contact TT by writing to:
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US AND SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.