These terms & conditions (Terms) apply to all Courses delivered to Clients by Sales Impact Academy Ltd. (SIA). They are subject to any bespoke terms agreed in the purchase order signed by the Client (Purchase Order), which together with these Terms constitutes the contract between SIA and the Client for delivery of the Courses. SIA does not accept any other terms and conditions that may be put forward by the Client.
1.1 Clients may purchase access to scheduled training courses (Courses) run by SIA on an annual subscription basis. Courses are delivered by online video conferencing in a number of sessions (Sessions) and may include optional “in-person” sessions. Participation in a Session in real-time gives the opportunity to ask questions and receive answers. Online Sessions are recorded and available to view online for a limited period after they are delivered.
1.2 Any number of participants from a Client may participate in Courses, but must all be employees, officers or workers of the Client. If a participant misses a Session for any reason, they may not participate in that Session on another scheduled Course, but may catch up by watching the recorded Session.
1.3 Coursework is set during Courses to assist participants in reflecting upon and developing what they have learned, but is not submitted to, reviewed or marked by SIA.
1.4 All Courses are for Clients’ internal business use only and may not be shared with or resold to anyone else. Usernames and passwords may only be shared with permitted participants in the Course.
1.5 It is the Client’s responsibility to ensure it has appropriate hardware, browser and internet connection for all participants to participate fully in online Sessions. Technical requirements and advice on accessibility issues are available on request to SIA.
2. Fees & Payment
2.1 All published fees are exclusive of VAT, which is payable in addition.
2.2 Where a discounted fee is charged (e.g. for start ups or alumni), the Client warrants that it meets the eligibility criteria for that discount published by SIA.
2.3 Fees are payable to SIA’s bank account without any set-off within 30 days of invoice or before the first Session of the Impact Level purchased (whichever is earlier).
2.4 SIA may charge interest on late payments in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. If the fee for the Impact Level or subscription has not been paid in full, the Client will not be able to access the Session.
3. Intellectual Property
3.1 All copyright, trade secrets and other intellectual property rights in Course content and slides and other supporting materials, including any customised content developed in Premium Impact Levels, belong to SIA. Clients are licensed to use them for their internal business use only. Slides may not be downloaded or copied without SIA’s written consent.
3.2 All copyright and other intellectual property rights in coursework produced by Clients belong to those Clients.
3.3 SIA warrants that the Course content and slides and other supporting materials are its own intellectual property and will indemnify the Client against any infringement claims by third parties, subject to the Client promptly notifying SIA of the claim and co-operating in its defence.
4.1 SIA will keep confidential any information regarding Client’s business which it may learn and which may reasonably be considered to be confidential. Information disclosed by Clients in Courses attended by other businesses will not be confidential.
4.2 Courses may include the proprietary methodology of SIA which is confidential to it. Subject to 3.1 above, Clients may not disclose Course content to competitors of SIA.
5. Data Protection
6. Slack Community
6.1 Members of SIA’s Slack community are expected to follow its acceptable use policy, of no inappropriate, offensive, abusive, discriminatory or illegal comments, harassment, spam or excessive self-promotion. SIA may terminate a member’s access to the community for serious breach of this policy or repeated breach after a warning.
7.1 SIA will use reasonable skill and care in preparing and delivering the Courses and other services, but does not warrant that they will produce any particular results. It is for the Client to learn from the Courses and achieve its own results.
7.2 The Courses are generic training aimed at startup and growth businesses, particularly in the tech sector, but are not specifically tailored to the businesses or requirements of particular Clients. There are opportunities to ask questions and one-to-one coaching and feedback are available at additional cost.
7.3 SIA will not be liable if a Course cannot be delivered on time due to a technical fault at its end or with its suppliers or due to other circumstances beyond its control. It will reschedule the Course or offer a pro-rata refund to affected Clients.
7.4 Nothing in these terms excludes liability for death or personal injury caused by negligence or for fraud. Subject to this, SIA will not be liable to the Client for any indirect, special or consequential loss, or loss of profits or business opportunities as a result of its breach of contract or negligence and its total liability to the Client shall be limited to the amount of fees paid by the Client (excluding VAT).
8.1 The Client may not cancel the contract or reschedule Course dates unless SIA agrees in writing. Fees are only refundable at SIA’s absolute discretion.
8.2 Subscriptions renew automatically on expiry for another 12 months, unless the Client or SIA gives written or emailed notice to the other to terminate the subscription. Notice may be given up to 30 days after the renewal date and is effective on what would otherwise be the renewal date. If notice is given by the Client after the renewal date, any time spent taking Courses by the Client between then and the giving of notice will be charged to the Client at SIA’s standard rates.
8.3 Either party may terminate the contract by written notice to the other party if that other party is:
8.3.1 in serious breach of the contract which it hasn’t put right within 7 days of written request to do so; or
8.3.2 in a formal insolvency procedure.
8.4 If the contract is terminated by SIA, the Client will remain liable to pay the fees in full.
8.5 If the contract is terminated by the Client, the Client will be liable to pay the fees for all Courses delivered up to the date of termination on a pro-rata basis.
9.1 This contract is subject to English law.
9.2 This contract is the entire agreement between the parties regarding the Courses and neither party is relying on any previous representations or discussions. It does not confer any contractual rights on any third parties (such as participants).
9.3 The Client may not assign its rights under the contract without SIA’s prior written consent.
9.4 Notices may be given by email or other written method to the other party’s contact addresses on the Purchase Order to such other addresses as it may notify in this manner.
9.5 A delay by either party in enforcing its contractual rights does not waive any breach of contract by the other party.
9.6 If any dispute arises in connection with this contract, the parties agree to enter into mediation in good faith to settle such a dispute and will do so in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless otherwise agreed between the parties within 14 days of notice of the dispute, the mediator will be nominated by CEDR. Any dispute not resolved by mediation will be subject to the jurisdiction of the English courts.
9.7 SIA may make reasonable changes to these Terms by updating the version published on its website, but the changes do not apply until the Client has been notified of them.
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