Incisive E-Learning Standard Terms & Conditions

  1. INTRODUCTION
    1. Courses: INCISIVE E-LEARNING is a provider of financial and management development training courses and related materials and products ("Courses"). Courses are delivered by CIFT via the world-wide web ('the Web'). Courses may be tailored ('Tailored Courses') or standard ('Standard Courses') and shall exclude courses or materials developed by third parties.
    2. Course Details: Details of the Courses available from CIFT are set out on the Website (www.incisivetraining.com), as defined below.
    3. Terms apply to all Courses: The following terms and conditions ('these Terms') shall be incorporated into all agreements for the provision of Courses by CIFT, including agreements which constitute 'distance contracts' (a 'Distance Contract') under the Consumer Protection (Distance Selling) Regulations 2000.
  2. DEFINITIONS
    1. Definitions: In these Terms, the following expressions shall have the meanings set against them unless the context is inconsistent therewith:
      (a) "Course Materials" means any documentation, articles, web pages, online modules or consulting project materials provided as part of a Course;
      (b) "INCISIVE E-LEARNING" is a trading name of CIFT Limited, whose registered office is at Haymarket House, 28-29 Haymarket, London SW1Y 4RX ("CIFT").
    2. (c) "On-Line Courses" means Courses delivered via the Web;
      (d) "Remote Courses" means Courses involving the remote delivery of hard copy materials or materials on hard media such as CD ROM
      (e) 'You' means any person who uses the Website or whose order for Courses is accepted by CIFT.
      (f) "Website" refers either to the website at www.incisiveelearning.com or at www.incisivetraining.com/elearning both of which services are provided by CIFT, or any other website controlled by CIFT.
    3. Delivery: "Delivery" means the time when Remote Course Materials have been delivered, or when access to Online Course modules has been granted.
    4. The Regulations: Any reference to a Regulation in these Terms is a reference to one of the Consumer Protection (Distance Selling) Regulations 2000.
  3. YOUR ACCEPTANCE OF THESE TERMS
    1. Acceptance: By registering to use the Website or by otherwise agreeing to be supplied with the Courses, you agree to be legally bound by these Terms, and that your use of the Website and the Courses will be on these Terms alone.
    2. Amendment: CIFT reserves the right to change these Terms from time to time. You are responsible for regularly reviewing these Terms and any amended terms posted on the Website or otherwise notified to you. Your continued use of the Website and/or the Courses constitutes your agreement to these Terms as amended. CIFT will be bound by any amendment to these Terms only to the extent that such amendments have been approved in writing by a Director or the Company Secretary of CIFT.
  4. PRICE
    1. Price List & Changes: Except as otherwise expressly agreed by CIFT in writing, the price of each Course shall be the price listed in CIFT's published price list current at the date of purchase (subject to any volume discounts set out in the price list). Save as otherwise expressly stated by CIFT, the listed price excludes VAT. The price of each Course is subject to change at any time at CIFT's sole discretion prior to the date of purchase. You must check the Website or other published price list for the current prices before ordering any Courses.
    2. Quotations: Quotations for Tailored Online Courses are given on the basis of reasonable assumptions about costs. Notwithstanding any quotation, CIFT may increase the invoiced price of Tailored Online Courses in proportion to the difference between assumed costs and the actual costs (whether direct or indirect) incurred by CIFT in the development, production or supply of the Tailored Online Courses up to the date on which they are presented or delivered. All quotations for the supply of Tailored Courses shall be valid for thirty (30) days from the date of the quotation by CIFT. CIFT reserves the right to alter prices after this date without giving prior notification.
    3. Expenses: Any expenses incurred shall be charged to you as separate items, unless otherwise indicated in our quotation or agreement.
    4. Taxes: All prices shall be subject to the addition of Value Added Tax or any other tax payable.
  5. PAYMENT
    1. Time of Payment: Payment for all Courses shall be made no later than 30 days after the date of the invoice.
    2. Interest: If for any reason payment is not within the 30 day period as set out above, you agree to pay an interest charge at the rate of 5% per year over Barclays Bank base rate during the period from date of Delivery to the date of actual payment of the amount due.
    3. Method of Payment: Unless agreed otherwise, payment for all Courses shall be invoiced in pounds sterling
  6. ACCEPTANCE & CANCELLATION OF ORDERS FOR RETAIL/INTERNET PURCHASES ONLY
    1. Offer and Acceptance: Neither the Website nor the CIFT  price lists constitute legally binding offers: CIFT is under no obligation to accept your order for an On-Line Course or any other Course. Acceptance of your order shall take place only when CIFT   despatches its acceptance of your order to you.
    2. Cancellation Right: You have the right in accordance with Regulation 10 to cancel any Distance Contract made between us, which includes contracts made exclusively by means of the Internet, e-mail, fax, telephone or other means of distance communication. In accordance with the Regulations, notice of cancellation must be received by us during the Cancellation Period, which is the period ending on the expiry of SEVEN WORKING DAYS beginning with the day after the day on which the contract was concluded.
    3. Limit on Cancellation Right: Except as otherwise agreed between you and CIFT, and in accordance with Regulation 13, you will not be able to cancel the contract in accordance with Regulation 10 once Delivery of the services has begun.
  7. CANCELLATION PROCEDURE
    1. Notice of Cancellation: Notice of cancellation of any Course must be given in accordance with Clause 17.
    2. For Online Learning and Blended Learning Contracts: CIFT require written notification sixteen weeks prior to the renewal date for yearly or longer contracts and eight weeks notification prior to any other shorter period of contract if you do not wish to renew your subscription contract, otherwise the contract will automatically roll over with a 10% increase on sale price on a continuous basis. For contracts and access periods of less than an eight week period, the notification period is four weeks.
  8. INTELLECTUAL PROPERTY RIGHTS
    1. Ownership: CIFT or its licensors own all title, copyright and all other intellectual property rights (including without limitation, database rights, trade marks, patents, and designs (whether registered or unregistered) in and to all Course Materials. You acknowledge that you do not own and shall not acquire any title, copyright or any other intellectual property rights in and to the Website and/or the Courses or any Course Materials and you shall not modify, translate, adapt or otherwise amend the same otherwise than in accordance with applicable law.
    2. Limited Licence: Except as otherwise expressly stated on the Website or in the Course Materials, the Courses, and the Course Materials are supplied for your private information and educational use. Any commercial use, copying, distribution, transmission or publication of the whole or any part of the Course Materials and/or the Website is strictly prohibited without the express prior written consent of CIFT .
    3. Software: Your use (including downloading) of any content or software in connection with the Courses is governed by the terms of the end user licence agreement (if any) which accompanies or is included with such content and/or software. You may not install or use any content or software that is accompanied by or includes a licence agreement unless you first agree to the terms of such licence agreement. You agree that the licensor of any software obtained via us and used by you in connection with the Courses shall have the right (in terms of the Contracts (Rights of Third Parties) Act 1999) to enforce the terms of that licence directly against you. For any content or software not accompanied by a licence agreement, CIFT hereby grants to you a revocable personal non-transferable licence to use the content or software for viewing and otherwise in accordance with these Terms.
    4. Trade Marks: The display of any trade names or trademarks on the Website or in any of the Course Materials does not imply that any licence has been granted to any third party in respect of the same. All other product or company names, devices, logos, icons, graphics or designs referred to on the pages of the Website or in any of the Course Materials are the trade marks of the respective owners and are exhibited only in such a manner as is intended to be for the benefit of such trademark owners. CIFT intends no infringement of such trademarks. The appearance or absence of products, services, companies, organisations, home pages or other websites on the Website or any of the Course Materials does not imply any endorsement or non-endorsement thereof by CIFT.
    5. Search Programs: The deployment within the Website of any spider, robot, web crawler or other automated query program is forbidden except as may be necessary to identify the existence and general nature of the Website for ordinary internet search engine purposes.
    6. Reservation of Rights: All rights not expressly granted to you under these Terms are reserved to CIFT .
    7. CIFT will retain copyright on all authored material, unless otherwise agreed.
  9. USE OF THE WEBSITE AND COURSES
    1. Computer System: You are responsible for ensuring that your computer system meets all relevant technical specifications necessary to use the Courses and/or the Website, is compatible with the Courses and/or the Website and is capable of running the Courses and/or the Website content. You must not attempt to interfere in any way with the proper working of the Website and/or the Courses and in particular you must not attempt to circumvent security, tamper with, hack into, or otherwise disrupt any computer system, server, website, router, or any other internet connected device.
    2. Course Changes: CIFT reserves the absolute right to update, alter, suspend or discontinue any aspect of the Courses and/or the Website including your use of and/or access to it.
  10. USER REGISTRATION
    1. Registration: In order to access and use the Website and/or the Courses, you are required to complete provide relevant information as requested by Incisive. Registration is subject to acceptance or refusal by CIFT at its sole discretion. By registering you warrant and represent that you can form binding contracts under applicable law.
    2. Passwords: You are solely responsible in all respects for protecting the confidentiality of any password given to you or selected by you for access to or use of the Website and/or the Courses. Your password may only be used by you personally and you must not share it with or transfer it to any third parties. You are solely responsible for any and all activities that occur under your password and account. You must notify CIFT immediately of any unauthorised use of your password or any other breach of security regarding the Website and/or the Courses which comes to your attention. CIFT will not be liable for any loss that you may incur as a result of a third party using your password or account. However, you may be liable for losses incurred by CIFT as a result of someone else using your password or account.
  11. POSTING AND CHAT FACILITIES
    1. Posted Materials: The following provisions apply to your use of any facilities which enable you to post or send text, graphics, audio-visual or other material ('Material') on the Website via e-mail, chat room, bulletin boards or other means.
    2. Representations concerning Material: By submitting Material to the Website you (a) represent that you are entitled to do so; (b) grant us a non-exclusive, royalty-free, non-terminable licence to copy, modify, distribute, show in public and create derivative works from that Material in any form, anywhere; and (c) authorise us to adapt the relevant Material in the course of doing so, and so waive your moral rights to object to any derogatory treatment, or to be identified as the author, of the Material in question. Except as provided by the Data Protection Act 1998, CIFT shall not be subject to any obligation of confidentiality with regard to Material posted by you.
    3. Excluded Materials: You agree not to send Material to the Website which (a) might infringe the intellectual property or other rights of any person or entity, (b) might breach any applicable law (c) constitutes advertising or any form of unsolicited commercial communication (d) might cause damage or denial of use to any hardware or software, or (d) might be defamatory, profane, obscene, sexually oriented, racially offensive, harassing, threatening, abusive, 'flaming', false, misleading or otherwise objectionable in our opinion ('Excluded Material'). We reserve the right to delete any Excluded Material placed by you on the Website.
    4. Our responsibilities in relation to Excluded Material: You accept that we do not have the resources to screen the Website for any Excluded Material posted by third parties and that we shall be under no liability in respect of such Excluded Material. We undertake to delete any Material which we decide (at our sole discretion) constitutes Excluded Material within a reasonable time of written notification by you of its presence on the Website.
  12. INDEMNITY
    1. You agree to indemnify CIFT in respect of any costs, claims, demands, losses or liabilities (including reasonable legal fees) incurred by CIFT as a result of or arising in any way from a claim by a third party which results from any breach by you of the provisions contained in these Terms.
  13. WARRANTIES & SERVICE EXCLUSIONS
    1. Warranties: CIFT warrants that the Courses and the Website shall be provided with reasonable skill and care by qualified and experienced consultants, and that the Course Materials will be of satisfactory quality and compliant with any sample Course Materials supplied to you for approval. If you place an order for Courses having been given the opportunity to examine sample Course Materials, CIFT shall be under no liability with regard to the Course Materials as supplied unless such Course Materials are non-compliant with sample.
    2. Uptime & Links: CIFT will endeavour to make the Website and the Courses available but cannot guarantee that the Website and/or the Courses will operate continuously or without interruptions which could affect use of the Website and/or the Courses. The Courses and/or the Website may provide links to other websites, which are not under the control of CIFT . CIFT e-shall not be responsible in any way for the content of any such other websites. You acknowledge that CIFT provides such links only as a convenience. The inclusion of any link does not imply any kind of endorsement by CIFT
    3. Changes to Courses: CIFT reserves the right to alter or cancel any Course or location prior to Delivery of that Course.
    4. Service Exclusions: The Website and/or the Courses are provided for general information and illustrative purposes only and do not constitute financial, legal or other professional advice. Neither CIFT nor any other CIFT entity accepts any responsibility or liability for any loss which may arise from reliance on information contained on the Website and/or in the Courses.
    5. Limited Warranties: The above warranties are CIFT's only warranties and no other warranty or condition, express or implied, will apply to the supply of the Courses, the Course Materials, or any other matter covered by these Terms. No warranty is given that the Course Materials will be fit for any particular purpose. Your statutory rights as a consumer (if any) are not affected by these Terms.
  14. LIMITATION OF LIABILITY
    1. Unlimited Liability: Nothing in these Terms shall operate to exclude or limit CIFT's liability for:
      (a) Death or personal injury caused by the negligence of CIFT, its servants, agents, employees or subcontractors;
      (b) Any breach or contravention of the conditions implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
      (c) Fraudulent misrepresentation; or
      (d) Any breach of any implied term which cannot be excluded or limited.
    2. Liability Exclusions: Subject to Clause 14.1, CIFT shall not be liable to you or any third party for any loss of, damage to or costs in respect of:
      (a) Loss of profit, anticipated profits, revenues or anticipated savings, goodwill or business opportunity, or;
      (b) Loss of data, or;
      (c) Indirect or consequential loss or damage ;
      Regardless of whether any of the matters listed in (a), (b), and (c) above are foreseeable, known, foreseen or otherwise.
    3. Total Liability: Subject to Clause 14.1, the maximum liability of CIFT arising out of or in connection with any agreement made pursuant to these Terms or any collateral contract, whether in contract, tort (in each case including negligence) or otherwise shall in no circumstances exceed either £1,000 or the sum paid by you to CIFT, whichever is the lower.
    4. Force Majeure: Neither party shall be liable to the other for any failure or delay in the performance of its obligations under these Terms caused by circumstances beyond that party's reasonable control.
  15. TERMINATION & ACCESS RESTRICTION
    1. CIFT shall have the right, at any time by serving written notice on you (which notice may be served by the sending from our server of an e-mail to the e-mail address set out on the Registration Form), to cancel your registration and access to the Website and/or the Courses if you are in breach of any material term of these Terms. CIFT reserves the right, in its sole discretion, to suspend your registration and/or access to the Website and/or the Courses at any time without notice.
    2. For any corporate client termination agreements whereby the client may want to remove any data off the system, CIFT reserves the right to charge an administrative removal rate per name removed at £15 at per user/module.
  16. GENERAL
    1. Separation of Provisions: If any provision of these Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms , and the remainder of the Terms shall continue in full force and effect.
    2. Third Parties: For the purposes of the Contracts (Rights of Third Parties) Act 1999:
      (a) CIFT's employees, sub-contractors and suppliers shall have the benefit of Clause 8 (Intellectual Property) in relation to their own intellectual property, and Clauses 13 (Warranties and Service Exclusions), 12 (Indemnity) and 14 (Limitation of Liability)
      (b) Apart from that, subject to Clause 16.4, these Terms are not intended to, and do not, give any person who is not a party to them any right to enforce any of their provisions.
    3. Communications: All correspondence with the  consultants, authors or anyone else providing training or Course Material on behalf of CIFT must go through CIFT.
    4. Assignment: The benefits and obligations conferred by these Terms upon you are personal to you and shall not be assigned, delegated, transferred, sub-contracted or encumbered or otherwise made available or disposed of without the express prior written consent of CIFT. CIFT shall be entitled on written notice to the Company to assign the benefits and obligations conferred by these Terms to Incisive Media Limited or any of its subsidiaries.
    5. Non-solicitation, engagement and employment
      During your work with the Company and after termination of your engagement (as the case may be), during a restricted period of eighteen months, you will not (without the prior written consent of the Company) attempt to solicit or entice away from the Company or engage or employ, or procure the engagement or employment of, any person who at the date of termination, to your knowledge, is (or has agreed to be):
      (a) an employee or consultant of the Company; or
      (b) a customer, supplier, licensor, licensee or collaborative partner of the Company
  17. NOTICES
    1. Address for Notices: Notices to CIFT should be sent to elearningsupport@incisive.com or by post to the following address:
      CIFT
      Haymarket House
      28-29 Haymarket
      London
      SW1Y 4RX
    2. Form of Notices and Time of Receipt: Notices to you may be sent to you either by e-mail or to the postal address set out on the Registration Form. Notice will be deemed received twenty-four (24) hours after e-mail is sent or three (3) days after the date of posting.
  18. LAW, DISPUTES AND JURISDICTION
    1. These Terms (and all disputes, claims or matters arising out of or in connection with them, whether contractual or non-contractual) are governed by and construed in accordance with the laws of England and are subject to the exclusive jurisdiction of the Courts of England and Wales to which jurisdiction the parties hereby irrevocably submit.