Terms and Conditions

This License Agreement is a legal agreement between your organization (the Client), whereas you as an individual has authorization to bind the organization, and 1033759 ALBERTA LTD. (the Company) relating to the purchase of access to GeT Interactive online, on-demand training (the Product). BY CLICKING THAT YOU ACCEPT THE TERMS AND CONDITIONS YOUR ORGANIZATION AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE AGREEMENT, OR YOU ARE NOT AUTHROIZED TO ACCEPT TERMS, DO NOT CLICK TO ACCEPT.

  1. Definition. This Agreement uses the definitions set out in Schedule A.
  2. Grant of Access. The Company hereby grants to the Client a non-exclusive and non-transferable right during the term to access the Products for training purposes. The number of End Users granted access shall be recorded in the Order Form. Modification, redistribution and/or resale of the Products is not permitted, unless specifically authorized by the Company.
  3. Client Responsibilities. Unless otherwise set out in the Order Form, the Client shall be responsible for:
    a)   Ensuring each End User has appropriate hardware, software and internet access to effectively access the Product.
    b)   End User communication, registration and the collection of any fees.
    c)   Complying with the Rules and Regulations and End User License Agreement as set by the Company.
  4. Payment.In consideration of the Company providing eTraining services to the Client, the Client shall pay the Company the Fees as outlined in the Order Form. Late payments shall be subject to interest charges as described on the invoice.
  5. Term and Termination. The Terms and Conditions shall be in effect for the duration of the Product access. Extended Product access may be granted through completion of a separate Order Form. Either Party may terminate this agreement upon 15 days written notice in the event of a breach of the terms of this Agreement. Upon any termination of this agreement, Articles 4,6,8,9,10 and 12 shall survive for a period of no less than 5 years.
  6. Ownership of IP. The Company shall retain ownership of all Intellectual Property (IP) contained in the Products and nothing in this Agreement shall be construed as transferring any right in the Company’s IP or any Third Party’s IP to the Client. The Client shall use its best, commercially reasonable, efforts to protect all Company IP and Third Party IP associated with the Products. The Client shall not use the Products for any purpose other than delivering training to those End Users granted access through the completion of an Order Form.
  7. Logos and Trademarks.
    a.  The Company hereby grants to the Client a limited license to use The Company’s logos, trademarks and copyrights for purposes of promoting the Products for the duration of this Agreement.
    b.  The Client hereby grants the Client the right to display on its website  and other promotional materials the name and logo of the Client and a brief description of the Products and services provided under this Agreement.
  8. Warranties. Except as set forth in this Agreement, the Company makes no warranties, conditions, or guarantees, express or implied, oral or written, with respect to the Products.   The Client accepts the Products “as is”. The Company warrants that it has sufficient rights to sell the Product and to enter into this Agreement. The Company makes no warranties of merchantability or fitness for a particular purpose. The Client shall not represent to any End User that the Company offers a warranty beyond what is expressly provided for in this clause.
  9. Limitation of Liability. Any liability by the Company to the Client under this Agreement, whether through negligence or otherwise, shall be limited to the amount of money received by the Company from the Client under this Agreement in the 3 month period preceding the date of any claim. In no event shall the Company be liable to the Client for any indirect or consequential damages, including loss of profit, howsoever caused.
  10. Non-solicitation. The Client agrees that during the term of this Agreement and any extension thereof, and for a period of not less than two years following the termination of this Agreement, it will not knowingly recruit employees, contractors, agents, resellers or suppliers of the Company to design or distribute a product or service that resembles the Product.
  11. Relationship. The parties are independent contractors and no party is the employee, partner, joint venturer, agent or legal representative of the other party for any purpose.
  12. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the Province of Alberta and the laws of Canada applicable therein.
  13. Entire Agreement. This Master Agreement and Schedules hereto set forth the entire agreement and understanding between the parties and supersede and cancel all previous negotiations, agreements and commitments.

Schedule A: Definitions.

Agreement means this Agreement including all Schedules.

Client means the entity engaging in the agreement to use the eTraining Services and may include companies, educational institutions, government, organizations and individuals.

Company means Global e-Training a division of 1033759 ALBERTA LTD. with an office in Edmonton, Alberta Canada.

Confidential Information means all information that: (i) the Client obtains from the Company or relates to and/or is useful in connection with the Company's business, as well as information about its employees, directors, officers, agents and customers, including, but not limited to, any data stored in any computer or computer- readable media, designs, drawings, manuals, diagrams, tables, calculations, graphs, plans, blue prints, specifications, explanations, instructions, descriptions, know how, methods, techniques, processes, procedures, designs, studies, prototypes, research in progress, test results, programs (including computer programs), paper notes, notebooks, trade secrets, reports or other written or printed information, models, samples, materials, tools and equipment, as well as any information related to the Company's customers, suppliers finances, marketing, and/or documents that the Client is told, or reasonably ought to know, that the Company regards as proprietary or confidential in nature - but does not include any information that the Client can demonstrate: (iii) is a matter of public knowledge (iv) is received from a third party that is not obligated (directly or indirectly) to maintain the information in confidence; or (v) that the Client is required by law to disclose.

End User is an individual user of the Product

End User License Agreement (EULA) Terms and Conditions required to be accepted by the End User prior to gaining access to the Product.

Fees means the pricing and amount payable for the Product access offered to the Client.

Intellectual Property (IP) means any present or future development work, text, copyright, patent, trade-mark, trade name, service mark, design, program, procedure and method of computation, computer code, trade secret, data model, invention, drawing, plan, specification, process or similar property and includes Confidential Information, Proprietary Information and Third Party IP under license by the Company.

Order Form an agreement to purchase a set number of End User logins for a set Fee as presented by the Company and executed by the Client.

Product courses delivered by the Company

Proprietary Information shall mean any information contained in any Global e-Training bid as well as its educational training services including, without limitation, its educational needs assessment process, curriculum content, course content, course material including text and book selection, course design, pedagogical techniques and all other related information, trade secrets, processes, know-how and methodologies, and includes Confidential Information, whether disclosed verbally or otherwise.  Notwithstanding the forgoing, Proprietary Information shall not include any information that (a) is in the public domain without such disclosure being a result, directly or indirectly, of a breach of this Master Agreement; or (b) was previously known to Client, reasonable proof of which lies upon Client; or (c) was received by Client from a source (other than Global eTraining) and Client did not know or could not have reasonably known that such information was subject to obligations of confidence.

Regulations means the procedures, rules and regulations to access the Products as set by the Company

Third Party IP means IP that is the property of a third party which is included as part of the Products under license with the Company.

Schedule B: Rules and Regulations

The Rules and Regulations for access to the Products apply to both The Client as an organization and individual End Users.

  1. Title. The courseware and all related IP remains the exclusive property of the Company and its licensors. License to the Products is not a sale. Title to the courseware, or any copy, modification or merged portion of the courseware, as well as all related documentation, remains with the Company, or its licensors, at all times. The courseware, the source code and related documentation is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
  2. Use. The Company grants to you a nonexclusive, non-transferable license to use the Products and related documentation for your training purposes only. Modification of any kind of the courseware and related documentation is prohibited.
  3. Redistribution and Resale. Redistribution or resale of  the courseware and related documentation is prohibited. You are prohibited from using any of the information in the courseware to recreate, design or distribute any product which is competitive or resembles the courseware. An access code may only be used by one individual End User and you are responsible to maintain the security of your access codes.
  4. Tampering.  Any  tampering  with  the  courseware  is  strictly  prohibited.  Tampering  includes;  any unauthorized downloading, printing, or copying; any reproducing, decompiling, translating, modifying or reverse engineering of courseware or code; inputting any malicious code, virus, worm, time bomb or other illegal actions; and/or any other actions which may be deemed a) disruptive to the network or other users or b) to jeopardize the IP of the Products
  5. Reserved Rights. The Company reserves the right to modify the Products, permissions and site at any time as well as to shut-down the site for a period of time for maintenance.