IBM Canada Ltd. ("we") and the customer ("you") agree that the following terms ("Terms") apply to your orders for education classes ("Classes") or education materials ("Education Materials"). You accept these Terms by attending our Class or by using our Education Materials. We describe our offerings of Classes and Education Materials and how to order them in our guide (the "Guide").
The information you provide at the time of enrollment will be used for Billing and/or to contact you with respect to future Classes or Educational Materials that may be of interest to you.
If you do not want to be contacted about these Classes or Education Materials, please call 1-800-IBM-TEACH or email us at: email@example.com.
View the e-Learning terms and conditions in the e-Learning section of the website.
We offer Classes at sites chosen by us ("our sites") or, if we agree, at a site chosen by you ("your site"). Classes at our sites begin on the date stated in our course schedule or, if that date is not available, on the alternative date stated in the enrollment confirmation we send to you. If the alternative date is not acceptable, you may cancel your enrollment in accordance with the section entitled "Cancelling or Postponing Classes". We may provide Classes at your site subject to mutually acceptable additional terms. Unless we agree otherwise in writing, you may not use any recording equipment in any of our Classes.
Education Materials may be in printed, audio, video or machine readable form. Your use of our Education Materials is subject to the section of these Terms entitled "License". Unless we agree otherwise, you agree to make sure that you do not:
- copy them, or
- disclose them except to your employees.
The prices for Classes and Education Materials in the Guide are subject to change without notice up to the date we either confirm enrollment in a Class, or we ship your order for Education Materials, as the case may be. The price for Classes include the use of required Education Materials and equipment at our site but do not include student travel or living expenses. Prices for Education Materials do not include shipping, unless we agree otherwise. We quote prices for Classes held at your site on a special basis depending on several factors such as your provision of appropriate classroom space, facilities and computer time. You agree to pay any taxes, duties or government levies of any kind resulting from transactions under these Terms except taxes based on IBM's net income. We specify our charges in the invoice we send to you. You agree to pay us as we specify in the invoice. We may charge you for late payments on terms specified in the invoice.
Some types of Education Materials are licensed to you with their own license terms under shrink-wrap or other format. If such is the case, you agree to abide by such license terms.
Except as expressly stated in these terms, or in any applicable license agreement, there are no warranties or conditions, express or implied, including, but not limited to, implied warranties or conditions of merchantability, fitness for a particular purpose or as to results to be attained by attending Classes or using Education Materials.
If a third party claims that the Education Materials we provide to you infringe that party's patent or copyright, we will defend you against that claim at our expense and pay all costs, damages, and attorney's fees that a court finally awards or are included in a settlement agreed to by us, provided that you:
- promptly notify us in writing of the claim; and
- allow us to control, and cooperate with us in, the defense and any related settlement negotiations.
If such a claim is made or appears likely to be made, you agree to permit us to enable you to continue to use the Education Materials, or to modify or replace them. If we determine that none of these alternatives is reasonably available, you agree to return the Education Materials to us on our written request. We will then give you a credit for the returned Education Materials.
This is our entire obligation to you regarding any claim of infringement.
We have no obligation regarding any claim based on your modification of Education Materials or combination or use with anything we did not provide.
Circumstances may arise where, because of a default on our part or other liability, you are entitled to recover damages from us. In each such instance, regardless of the basis on which you are entitled to recover damages from us including fundamental breach, negligence, misrepresentation or other contract or tort claim, we are liable for no more than:
- payments referred to in our patents and copyrights terms described above;
- damages for bodily injury (including death) and physical harm to real property and tangible personal property caused by our negligence; and
- any other direct damages up to the price for the Class or Education Material that is the subject of the claim.
This limit also applies to any of our subcontractors. It is the maximum for which we are collectively responsible.
Under no circumstances are we or our subcontractors liable for any of the following:
- third-party claims against you for damages (other than those under the first two items listed above);
- loss of, or damage to, your records or data; or
- special, incidental, consequential or indirect damages (other than as part of the payments referred to in our patents and copyrights terms or for bodily injury including death caused by our negligence) including but not limited to lost profits or savings, even if informed of their possibility.
We have signed agreements with certain organizations (called "IBM Business Partners") to promote, market, and support certain Classes and Education Materials. When you order our Classes or Education Materials (marketed to you by IBM Business Partners) under these Terms, we confirm that we are responsible for providing the Classes or Education Materials to you under the warranties and other terms of these Terms. We are not responsible for
- the actions of IBM Business Partners,
- any additional obligations they have to you, or
- any classes or education materials that they supply to you under their agreements.
We may modify these Terms on written notice. The modified Terms will apply to your enrollment or order unless you cancel such enrollment or order prior to the effective date. Otherwise, for a change to be valid, both of us must sign it. Additional or different terms and conditions in any order or communication from you are void.
Unless otherwise provided in these Terms, we may withdraw Classes and Education Materials or change the Guide at any time without notice.
You may cancel, at no charge, a Class enrollment, including Instructor-led online classes at any time prior to 14 calendar days before the class start date by giving us notice. If you cancel a Class enrollment within 14 calendar days prior to the class start date, you will be subject to a cancellation charge of 100% of the list tuition fee. If you do not attend a class without having cancelled in accordance with these Terms, you will be charged 100% of the list tuition fee.
Substitutions of enrolled students in scheduled classes are permitted prior to the class start date on the first day. If you are sending a substitute, please let us know to avoid no show charges. We may cancel a class or postpone it to an alternative date, in which case you are entitled to a full refund of any monies paid, if the alternative date is not suitable to you.
The classes and Education Materials offered by IBM are not offered as occupational training. They are available to individuals whose employer pays any applicable charges.
Neither party will bring a legal action under these Terms more than two years after the cause of action arose.
You may have additional rights under certain laws that do not allow us to exclude implied warranties or conditions or to exclude or limit certain damages. If so, those exclusions or limitations may not apply to you.
Our written consent is necessary before you may assign, sub-license or otherwise transfer any license or any Education Materials we provide under these Terms or any copies of them.
Neither party is responsible for failure to fulfill any obligations due to causes beyond its control.
You agree not to use our trademarks, trade names, or other designations in any promotion or publication without our prior written consent.
Each party will comply with applicable export and import laws and regulations, including but not limited to, those that apply to goods of US origin and those that restrict or prohibit export for certain end uses or to certain end users, and each of us shall provide the other with advance written notice prior to providing the other party with access to data requiring an export license.
The laws in the Province of Ontario govern these Terms.
These Terms are the complete agreement and replace any prior communications, between IBM and you concerning this subject matter.