This License Agreement (“Agreement”) is between Creative Day LLC (“Company”, “We”, “Our”) and any User (“You” or “Your”) of Company’s Online Course.
BY USING ANY PORTION OF COMPANY’S Courses, YOU ARE SIGNIFYING YOUR ASSENT TO THIS AGREEMENT.
You agree as follows:
1. Definitions. “Company Website” shall mean the internet site owned by Company and all subpages. “Course” shall mean the online training course that Company is making available to You, including but not limited to any related explanatory written materials; training materials; quizzes and exams; user guides; audio and visual portions of the Course; and modified versions, updates, additions, derivative works, and copies of any portion of the Course. “Intellectual Property Rights” means any (i) rights associated with works of authorship, including copyrights, moral rights, neighboring rights, and derivative works, (ii) trademark, service marks, and trade name rights, (iii) trade secret rights, (iv) patents, design rights, and industrial property rights, and (v) all other intellectual property rights (of every kinds and nature however designated) whether arising by operation of law, treaty, contract, license, or otherwise, together with all registrations, renewals, extensions, continuations, divisions and reissues thereof. “User” shall mean any person that accesses or uses any portion of the Course.
2. Order Acceptance. You agree that your order is an offer to buy, under this Agreement, all products and services listed in your order. All orders must be accepted by us or we will not be obligated to sell the products or services to you. We may choose not to accept any orders at our sole discretion. After having received your order, we will send you a confirmation email with your order number and details of the items you have ordered. Acceptance of your order and the formation of the contract of sale between Company and you will not take place unless and until you have received your order confirmation email.
3. Prices and Payment Terms. All prices posted regarding the Course are subject to change without notice. The price charged for a product will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. We are not responsible for pricing, typographical or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors.
Terms of payment are at our sole discretion and payment must be received by us before our acceptance of an order. You represent and warrant that (i) the payment information you supply to us is true, correct and complete, (ii) you are duly authorized to use such payment for the purchase, (iii) charges incurred by you will be honored by your payment institution, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any.
4. License. In accordance with the terms herein, Company grants to You, and You accept from Company, a non-exclusive and non-transferable license (the “License”) to use the current version of Course solely through the Company’s Website or Company designated location. You agree to use and access the Course solely for Your own personal educational purposes. The Course, including all Intellectual Property to any portion of it, is owned solely and exclusively by Company. You agree to secure and protect the Course in a manner consistent with the maintenance of Company’s rights.
5. Restrictions On Use. The use of the Course is restricted. You may not do any of the following or aid anyone in such endeavor: (a) Sublicense, sell, lease, share, or rent the Course; (b) Decompile, disassemble, reverse engineer or attempt to derive the source code from or structure of the Course; (c) Create a derivative work that is based on any portion of the Course; (d) Rewrite any portion of the Course or use any portion of the Course in connection with creating any work that is similar in function, content or appearance to any portion of the Course; (e) Remove any proprietary notice from the Course; (f) Copy, reproduce, distribute, or in any way duplicate all or any part of the Course; (g) Export or re-export the Course or any portion; (h) Engage in, facilitate, or further any unlawful conduct; (i) Damage, disable, overburden, or impair any Company Website (or the networks connected to any Company Website) or interfere with anyone else’s ability to access or use the Course; and/or (j) Disrupt, or try to gain unauthorized access to: any computer, hardware, or network related to the Course or the Company Website.
6. Non-Transferable. The license issued under this Agreement may not be transferred or assigned without the prior written consent of Company.
7. Refund Policy; Termination. Due to the digital nature of the work, the Course is final sale and cannot be refunded. Company may terminate this Agreement and revoke access to the course immediately in the event You commit any breach of this Agreement.
8. DISCLAIMER OF WARRANTIES
THE COURSE AND ALL CONTENT ARE AVAILABLE “AS IS.” COMPANY DOES NOT WARRANT THAT THE COURSE OR ANY CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. THERE MAY BE DELAYS, OMISSIONS, INTERRUPTIONS, AND INACCURACIES IN THE NEWS, INFORMATION, OR OTHER MATERIALS AVAILABLE THROUGH THE COURSE OR ANY CONTENT.
WE DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, THOSE OF NON- INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE WITH RESPECT TO THE COURSE, OR ANY CONTENT OR ANY INFORMATION, GOODS, OR SERVICES THAT ARE AVAILABLE OR ADVERTISED OR SOLD THROUGH THE COURSE.
WE DO NOT PROVIDE OR AUTHORIZE THE PROVISION OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL ADVICE THROUGH THE COURSE OR ANY CONTENT, AND SO WE DISCLAIM ANY RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF MEDICAL, LEGAL, OR OTHER PROFESSIONAL INFORMATION THAT IS CONTAINED WITHIN THE COURSE OR ANY CONTENT. RATHER THAN RELYING ON THIS INFORMATION, YOU SHOULD SEEK ADVICE FROM A QUALIFIED PROFESSIONAL.
WE RESERVE THE RIGHT TO CORRECT ANY ERRORS OR OMISSIONS IN THE COURSE OR CONTENT. WE DO NOT GUARANTEE OR WARRANT THAT THE COURSE, CONTENT, OR MATERIALS THAT MAY BE DOWNLOADED FROM THE FOREGOING DO NOT CONTAIN VIRUSES, WORMS, “TROJAN HORSES,” OR OTHER DESTRUCTIVE MATERIALS. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO SUCH FEATURES.
NO PERFORMANCE OR OTHER CONDUCT, NOR ANY ORAL OR WRITTEN INFORMATION, STATEMENT OR ADVICE PROVIDED BY US OR ANY OF OUR AGENTS OR EMPLOYEES WILL CREATE A WARRANTY, OR IN ANY WAY INCREASE THE SCOPE OR DURATION OF THIS LIMITED WARRANTY.
(a) LIMITATION OF LIABILITY. IN NO EVENT SHALL THE COMPANY HAVE ANY LIABILITY TO YOU FOR ANY LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; AND IN NO EVENT SHALL THE COMPANY’S LIABILITY EXCEED THE FEES PAID UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
(b) Governing Law. The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the state of CALIFORNIA, without giving effect to principles of conflicts of law.
(c) Entire Agreement. This Agreement sets forth the entire agreement and understanding of the parties relating to the subject matter herein and supersedes all prior or contemporaneous discussions, understandings and agreements, whether oral or written, between them relating to the subject matter hereof.
(d) Amendments and Waivers. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, shall be effective unless in writing signed by the parties to this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance.
The parties have executed this Agreement as of the date that User purchased the Course.