Terms of Service with Training Providers
Welcome to Course Finder 365 a search engine which gives you the opportunity to promote your training services.
Course Finder 365 and the facilities, services and materials available therein (the “Website”) is owned and operated by Course Finder 365 (“Course Finder 365”) a UK registered company, number 12200268. For the purposes of these terms and conditions “we”, “our” and “us” refers to Course Finder 365.
2. Services we provide
- Course Finder 365 acts as a marketplace search engine for companies and individuals seeking training services (“Clients”) and Training Providers (together the “Training Providers”, “your” or “you”) wishing to provide training services, by matching Clients and Training Providers through an online environment. For the purpose of this Agreement, “Training Services” means the training service or services that the Training Provider is legally permitted to provide to a Client.
- In consideration of the mutual obligations of the parties hereto, Course Finder 365 shall provide information to Clients about various Training Providers to assist Clients in making informed decisions, in choosing the relevant Training Provider to meet the Client’s particular needs.
- If you simply want to browse through the Website to see what Course Finder 365 has to offer, there is no need for you to register and open an account with us. Nonetheless, your use of the Website will be subject to the relevant sections of this Agreement. If you wish to avail the Website Service, you will need to register on the Website and this Agreement shall come into effect in respect of the Website Service once Course Finder 365 has accepted your registration. As part of, and to complete, the registration process for the purposes of opening an account with us, you will be asked to signify that you have read, understood and accepted this Agreement.
If you do not read or agree to this Agreement please terminate your account, inform firstname.lastname@example.org and discontinue use of the Website immediately.
3. Services we do not provide
- Course Finder 365 is not a training referral service and does not endorse, recommend, or approve any Training Provider listed in the Website. We are not training professionals, nor do we hold ourselves out to be training professionals and will not discuss or advise on any issues relating to training with Clients or Training Providers.
- The contract for the sale by you of any Training Service advertised on the Website will be directly between the Client and the Training Provider. No contract for the sale of any Training Services will exist between the Training Provider and Course Finder 365 or any Client and Course Finder 365. The contract between the Training Provider and Course Finder 365 will be for the provision of the Lead.
4. Client Contact Policy
- You agree to use best possible efforts to contact every client that creates a lead for you by both phone and email within the maximum two business
days of the lead being created.
5. Commencement and Duration
- This Agreement shall commence on the date it is accepted by Course Finder 365 and shall continue in force until terminated in accordance with the terms of this Agreement.
- Course Finder 365 acknowledges that there may be jurisdictions in which the insurances set out in this clause are not available to Training Providers and agrees that such Training Providers are not bound by the provisions of clauses 6.2 below.
- During the term of this Agreement and for a period of one (1) year thereafter, the Training Provider must, at its own cost, take out and maintain product liability, public liability, employer’s liability and professional liability insurance, with a reputable insurance company in respect of claims of loss or damage arising out of or in consequence of the Training Provider’s obligations to the Client and to Course Finder 365. The Training Provider shall notify Course Finder 365 and, where necessary, the Client, immediately in the event that any of the insurances cease to be available.
7. Data Protection
- The Training Provider warrants to Course Finder 365 that it shall comply strictly with all requirements of the General Data Protection Regulations GDPR 2018, and as they may be amended from time to time, (the “DP Acts”) in relation to the processing and transfer of Data.
- For the purposes of this Agreement “Data” means all electronic data or information, including personal data as defined in the DP Acts, submitted by the Client on the Website and transferred by Course Finder 365 to the Training Provider, the processing of which is necessary to conclude the contact between the Training Provider and the Client.
- The Training Provider undertakes that it shall process the Data only to the extent necessary to provide the Training Services, and strictly in accordance with the terms of this Agreement and Course Finder 365’s instructions from time to time.
- The Training Provider shall ensure that only such of its employees, contractors and agents who may be required by the Training Provider to assist it in meeting its obligations under this Agreement shall have access to the Data. The Training Provider shall ensure that all employees, contractors and agents used by it to provide the Training Services have undergone training in the law of data protection and in the care and handling of Data.
- The Training Provider undertakes not to disclose the Data to a third party in any circumstances other than strictly required for the performance, funding and accreditation of the Training Services or at the specific request of Course Finder 365 or as otherwise specified herein.
- The Training Provider shall carry out the processing in compliance with all applicable laws, enactments, regulations, orders, standards and other similar instruments.
- The Training Provider shall take appropriate security measures against unauthorised access to, or unauthorised alteration, disclosure or destruction of Data, in particular where the processing involves the transmission of Data over a network, and against all other unlawful forms of processing.
- The Training Provider shall take all reasonable steps to ensure that persons employed by the Training Provider and other persons at the Training Provider’s facilities at which the Training Services are provided are aware of and comply with the relevant security measures aforesaid.
- This Agreement is entered into for the benefit of the Client and the Client or its agent is hereby entitled to directly enforce the provisions of this Agreement as a third-party beneficiary.
- The parties agree that on the completion of the provision of Training Services to the Client, the Training Provider shall use reasonable endeavours to destroy all Data transferred to it by Course Finder 365 unless legislation imposed upon the Training Provider prevents it from destroying all or part of the Data transferred. In that case, the Training Provider warrants and undertakes that it will guarantee the confidentiality of the Data transferred and will not further process the Data transferred.
- The Training Provider warrants that upon a request of Course Finder 365 and/or of the Data Protection Commissioner, it will submit its data processing facilities for an audit.
- The Training Provider agrees to indemnify Course Finder 365 and keep fully and effectively indemnified and hold Course Finder 365, its officers, directors, employees, agents, subsidiaries, affiliates, Clients, suppliers and any of our service providers harmless from and against any and all liabilities, claims, demands, obligations, losses, expenses, damages, penalties, actions, judgments, suits and costs of any kind or nature whatsoever, including legal costs, resulting from any violation or breach by the Training Provider.
- Registration is required if you wish to receive Leads, view historic Leads or have your organisation’s details listed on the Website.
- When registering, you will be asked to provide information such as your name, address, telephone number, email address, and details of the Training Services available from the Training Provider. You warrant and undertake that any information provided by you when registering with Course Finder 365 is up-to-date, accurate in all material respects, and is sufficient for us to facilitate the Website Services. You are responsible for maintaining and promptly updating your account information as necessary to ensure accuracy and completeness. You are also responsible for keeping all such information (including your any passwords given to you) secure against unauthorised access. We will not be liable to you for any losses you may incur as a result of any unauthorised third-party access to your account on the Website.
- Course Finder 365 reserves the right to refuse to accept your application for registration and/or to terminate your registration and close or suspend your account without prior notice at any time at the discretion of Course Finder 365. Course Finder 365 is not liable to you or any third party for any suspension or termination of access to this Website.
- When registering you will be asked to nominate an individual from your organisation (“Nominated Representative”) who shall be responsible for the management of all matters relating to this Agreement. If the Nominated Representative leaves your employment or you wish to nominate an alternative individual as your Nominated Representative, then you must inform Course Finder 365 immediately.
- Information sent over the internet cannot be guaranteed to be completely secure as it is subject to possible interception or loss or possible alteration. You understand and agree to assume the security risk for any information you provide using the Website. We are not responsible for any information sent over the internet and will not be liable to you or anyone else for any damages or other loss incurred in connection with any information sent by you to us or any information sent by us to you over the internet or any information provided to you by a Client or any third party.
9. Charges and Payment
- All sums due to Course Finder 365 shall be paid in full unless alternative payment facilities have been agreed with Course Finder 365 in writing. Provision of the Website Service shall be conditional on the Training Provider making all necessary arrangements to pay for the Website Service by such means.
- All sums due to Course Finder 365 are exclusive of VAT payable by the Training Provider.
- Course Finder 365 may at any time, without notice to you, suspend or terminate your access to this Website or any service forming part of this Website, wholly or partially for any reason, including without limitation, where you have provided false or misleading information, or you are in breach of this Agreement, or if Course Finder 365 cannot verify or authenticate any information submitted to the Website. Course Finder 365 is not liable to you or any third party for any suspension or termination of access to this Website.
11. Use of Website
- You agree not to use the Website or any of its facilities and/or services for any purpose that is unlawful or prohibited by this Agreement, including but not limited to:
- any purpose that is fraudulent, unlawful or prohibited by this Agreement;
- accessing or using the Website in or from jurisdictions which restricts or prohibits same by local law;
- harassing, harming or abusing another person, or contacting, advertising, soliciting, selling to any other person without their prior written consent or transmitting or relaying spam;
- accessing data or materials not intended for your use; logging into a server or account which you are not authorised to access; attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorisation; or impersonating any person or entity, or falsely stating or otherwise misrepresenting their identity or affiliation in any way;
- attempting to gain unauthorised access to the Website, or any accounts, computer systems and networks connected to any Course Finder 365
- website, through hacking, password miming or any other means; or
- harvesting or otherwise collecting by any means any programme material or information, including without limitation email addresses or details of other users, from the Website or monitoring, mirroring or copying any content of the Website without the prior written consent of Course Finder 365.
- the pages contained in the Website may contain technical inaccuracies and typographical errors. The information on the Website may be updated from time to time but we do not accept any responsibility for keeping the information in these pages up to date nor any liability for any failure to do so.
- Course Finder 365 reserves the right, at its sole discretion, to pursue all of its legal remedies upon breach by you of this Agreement, including but not limited to cancellation of your postings and content from the Website, immediate termination of your registration and your account and restricting your ability to access the Website and use the Website Services.
12. Copyright Notice and Limited Licence
- The information, content, graphics, text, sounds, images, buttons, trademarks, service marks, get-up, business names, domain names, rights in good will, know-how, designs and rights in designs, trade names and logos, whether registered or unregistered, (the “Materials”) contained in the Website are protected by copyright, trade mark, database right, sui generis right and other intellectual property laws and are also protected under national laws. Course Finder 365 and/or its licensors (as the case may be) retain all right, title, interest and intellectual property rights in and to the Materials.
- Any other use of the Materials on the Website, including any form of copying or reproduction (for any purpose other than those noted above), modification, distribution, uploading, re-publication, extraction, re-utilisation, incorporation or integration with other Materials or works or re-delivery using framing technology, without the prior permission of Course Finder 365 is strictly prohibited and is a violation of the proprietary rights of Course Finder 365. Other than as expressly provided herein nothing in this Agreement should be construed as conferring by implication or otherwise any licence or right under any copyright, patent, trade mark, database right, sui generis right or other intellectual property or proprietary interest of Course Finder 365, its licensors or any third party.
13. Content Policy
- Course Finder 365 acts as a passive conduit for the online distribution and publication of information submitted through the Website and has no obligation to screen content or information in advance and is not responsible for screening or monitoring material posted by Clients or Training Providers. You are solely responsible for the content and information you provide to us to be published on the Website through our data entry forms. We reserve the right to edit or remove your content if we believe it is untrue or that it may create liability for us.
- You acknowledge that Clients may publish reviews and opinions of the Training Services and other services/facilities provided by you or by other Training Providers either on the Website or on associated or linked websites and you consent to the unrestricted publication of both positive and negative reviews about you. You acknowledge that these reviews and opinions may be used even after the termination of your account.
- You agree not to publish reviews of yourself or any other Training Providers on the site.
- This clause limits Course Finder 365’s legal liability to you for your access to and use of the Website. You should read this clause carefully. You acknowledge that you have entered into this Agreement relying on the disclaimers stated herein and that those disclaimers are an essential basis of this contract.
- The Website is available to all users “as is” and, to the greatest extent permitted by applicable law, the Website is made available without any representations or warranties of any kind, either express or implied.
- Course Finder 365 makes no representations, warranties or undertakings about the services available on the Website, including without limitation, their quality or fitness for a particular purpose.
- Course Finder 365 makes no representations, warranties or undertakings that the website, or the server that makes it available, will be free from defects, including, but not limited to, viruses or other harmful elements. To the maximum extent permitted by applicable law, Course Finder 365 accepts no liability for any infection by computer virus, bug, tampering, unauthorised access, intervention, alteration or use, fraud, theft, technical failure, error, omission, interruption, deletion, defect, delay, or any event or occurrence beyond the control of Course Finder 365, which corrupts or effects the administration, security, fairness or the integrity or proper conduct of any aspect of the Website.
- All use by you of the Website is at your own risk. You assume complete responsibility for, and for all risk of loss resulting from, your downloading or using of, or referring to or relying on the facilities, service, materials provided on the Website, or any other information obtained from your use of the Website. You agree that, to the maximum extent permitted by applicable law, Course Finder 365 and providers of telecommunications and network services to Course Finder 365, will not be liable for damages arising out of your use or your inability to use the Website, and you hereby waive any and all claims with respect thereto, whether based on contract, tort or other grounds.
- No advice or information, whether oral or written, obtained by you from Course Finder 365 shall be deemed to alter this disclaimer of warranty, or to create any warranty.
15. Limitation of Liability
- To the fullest extent permitted by applicable law, neither Course Finder 365 nor any of its officers, directors, employees, affiliates or other representatives will be liable for loss or damages arising out of or in connection with your use of any facilities, services and Website Services offered, for the avoidance of doubt, including, but not limited to, direct, indirect or consequential loss or damages, loss of data, loss of income, profit or opportunity, loss of, or damage to, property and claims of third parties, even if Course Finder 365 has been advised of the possibility of such loss or damages, or such loss or damages were reasonably foreseeable.
- In no event shall Course Finder 365 nor any of its officers, directors, employees, affiliates or other representatives be liable for any damages whatsoever resulting from the statements or conduct of any client or third party or the interruption, suspension or termination of the Website Services, whether such interruption, suspension or termination was justified or not, negligent or intentional, inadvertent or advertent.
- Without limiting the foregoing, under no circumstances shall Course Finder 365 nor any of its officers, directors, employees, affiliates or other representatives be held liable for any delay or failure in performance of the Website resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including, without limitation, internet failures, computer equipment failures, telecommunication failures, other equipment failures, electrical power failures, fires, storms, explosions, acts of god, or non-performance of third party.
- You agree to defend, indemnify and keep indemnified and hold Course Finder 365 and, as applicable, its officers, directors, employees, Clients, affiliates or other representatives harmless against any and all claims, proceedings, actions, costs, including legal costs, charges, expenses, damages, liability, losses and demands made by or liabilities to any third party resulting from any activities conducted under your account, your use or misuse of the Website, including but not limited to posting content on the Website, the provision of Training Services to Clients, contacting others as a result of their postings on the Website, infringing any third party intellectual property or other rights, failing to deliver the Training Services to Clients, or other issues arising out of your breach or any breach of this Agreement.
- Although Course Finder 365 endeavours to ensure the Website is available at all times, there may be occasions when access to the Website may be interrupted, e.g. to allow maintenance, upgrades and emergency repairs to take place, or due to failure of telecommunications links and equipment that are beyond our control. You agree that Course Finder 365 shall not be liable to you for any loss incurred by you resulting from the modification, suspension or discontinuance of the Website.
- Course Finder 365 may terminate this Agreement forthwith if:
- the Training Provider commits a material breach of this Agreement and fails to remedy that breach (if capable of remedy) within thirty (30) days after receipt of written notice from Course Finder 365 requiring its remedy. For the avoidance of doubt, failure on the part of the Training Provider to provide the Training Services in accordance with the skill, diligence, prudence, foresight and judgment which would be expected from a skilled and experienced person engaged in the same type of undertaking under the same or similar circumstances, applying the standards generally applied at the relevant time in the training profession, shall be considered a material breach of this Agreement;
- the Training Provider becomes bankrupt, or makes any composition or arrangement with, or conveyance or assignment for the benefit of its creditors, or enters into voluntary or compulsory liquidation (except for the purpose of bona-fide reconstruction or amalgamation), or if a receiver or examiner is appointed over any of its assets, or if any similar insolvency event occurs in any jurisdiction;
- the Training Provider ceases, or threatens to cease, carrying on business;
- Course Finder 365 cannot verify or authenticate any information submitted to the Website;
- you fail or refuse to pay any money due to Course Finder 365 arising out of or in connection with any of the Website Services;
- you cause to be published on the Website any actual or potentially defamatory, offensive, racist, harmful or obscene language or material; or you cease to be a member of a recognised body or your accreditation to provide Training Services expires or is no longer valid.
- If for any reason Course Finder 365 suspends or discontinues the Website, or is unable to supply the Website Services, Course Finder 365
- is not liable to you or any third party for any suspension or termination of access to or use of the Website.
- within thirty (30) days of the date of termination or expiry, the Training Provider shall certify to Course Finder 365 in writing that it has fully complied with its obligations under this clause; and
- any accrued rights or obligations to which Course Finder 365 may be entitled or be subject before such termination or expiry shall remain in full force and effect and termination or expiry shall not affect or prejudice any right to damages or other remedy which Course Finder 365 may have under this Agreement which existed at or before the date of termination or expiry.
- Course Finder 365 shall be entitled to terminate this Agreement for convenience at any time and without notice or penalty or charge. At any time, you can also terminate your account and Course Finder 365 will remove all information about you from view by Clients. Once your membership terminates, you will have no right to use the Website Service. Our proprietary rights, disclaimer of warranties, indemnities, limitations of liability and miscellaneous provisions shall survive any termination of your membership.
19. Changes in this Agreement
- Course Finder 365 may modify or terminate any services offered through the Website from time to time, for any reason and without notice, and without liability to you, any other user or any third party. Course Finder 365 reserves the right to change the content, presentation, performance, user facilities and/or availability of any part of the Website at its sole discretion, including this Agreement from time to time. You will be notified of any changes to this agreement by email and by clicking on the “I accept” button will signify your acceptance of any revised Agreement.
20. Jurisdiction and Governing Law
- The Website is controlled and operated by Course Finder 365 from England. Course Finder 365 does not make any representation that the facilities, services and/or Materials offered through the Website are appropriate or suitable for use in countries other than the United Kingdom, or that they comply with any legal or regulatory requirements in any other countries.
- This Agreement shall be governed by and construed in accordance with the laws of the England, and you hereby agree for the benefit of Course Finder 365 and without prejudice to the right of Course Finder 365 to take proceedings in relation to this Agreement, or for such purposes you irrevocably submit to the jurisdiction of such courts.
- The language of any dispute resolution procedure or any proceedings under this Agreement will be English.
21. Relationship of the Parties
- Nothing in this Agreement shall constitute, or be deemed to be the agent of the other.
- The Training Provider shall have no right or authority to and moreover shall not commit any act enter into any contract make any representation give any warranty incur any liability assume any obligation whether expressed or implied of any kind on behalf of Course Finder 365 or bind Course Finder 365 in any way.
- Any waiver of any provision of this Agreement must be in writing and signed by Course Finder 365 in order to be valid. Any waiver of any provision hereunder shall not operate as a waiver of any other provision or a continuing waiver of any provision in the future. Each of the provisions of this Agreement is separate and severable and enforceable accordingly and if at any time any provision is judged by any court of competent jurisdiction to be void or unenforceable the validity legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
- This Agreement represents the entire understanding and agreement between the Training Provider and Course Finder 365 relating to use of the Website its facilities and/or services and supersedes any and all prior statements understandings and agreements.
- The Training Provider shall not assign transfer or charge or purport to assign transfer or charge any of its rights under this Agreement.
- You acknowledge that this Agreement supersedes and cancels all previous contracts agreements and working arrangements between us whether oral or written express or implied. This Agreement prevails over any other terms or conditions contained in or referred to elsewhere or implied by trade custom or course of dealing. Any purported terms or conditions to the contrary are hereby excluded to the fullest extent legally permitted.
- No relaxation forbearance delay or indulgence by either you or us in enforcing any of this Agreement or the granting of time by either party to the other shall prejudice or restrict such rights and powers.
- If for any reason Course Finder 365 determines or a court of competent jurisdiction finds that any provision or portion of this Agreement is illegal unenforceable or invalid under applicable law in a particular jurisdiction;
- this Agreement will not be affected in other jurisdictions to the extent that such determination or finding has no application; and
- in the relevant jurisdiction the remainder of this Agreement (to the fullest extent permitted by law) will continue in full force and effect.
- Any notice or other communications in relation to this Agreement may be given by sending same by pre-paid post or e-mail to the latest address and contact that one party has notified in writing to the other. This will also be the address for service of legal proceedings in the manner prescribed by law. Such notices or communications (where properly addressed) shall be considered received:
- if posted 5 working days after the date of posting;
- if sent by email on the earliest of (i) the email being acknowledged by the recipient as received; (ii) receipt by the sender of an automated message indicating successful delivery or the email having been opened; or (iii) the expiry of 48 hours after transmission provided that the sender has not received notification of unsuccessful transmission.