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Limu.com Terms
of Usage
In these "Terms
of Usage", we use "Limu.com", "Limu", "bLimu.com", bLimu", "Us", "Our" or "We" for Limu.com Limited.
We define as a "Member" any individual or entity which has registered at one of Our
Sites. A Member is defined as a "Provider" if offering a Knowledge Asset through Our Sites,
or offers a Knowledge Asset to a Learner in response to a Learner's posting of a wanted Knowledge Asset at Our Sites.
A Member is defined as a "Learner" if booking a Knowledge Asset from Our databases of available Knowledge Assets
that have been registered by Providers. We define a "Knowledge Asset" as that what a Provider registers and offers through
Our Sites (as an example this can include training, courses or tutoring services). We define "Sessions" as those units, one or several of which constitute
a Knowledge Asset. We define a "Visitor" as an individual or legal entity that is not
a Member and who is visiting Our Sites, downloading any viewing information from
our servers. We define Our "Sites" as all information, functionality and services
made available on the Internet from Our servers as well as all information,
functionality and services made available by Us off-line. In this document
we use "You" to refer to a Member or Visitor unless defined otherwise. These
Terms of Usage govern the Usage of Our Sites by Members and Visitors and the
relationship between Us and Members, whether they are Learners or Providers,
as well as the relationship between Providers and Learners.
It is important that
You read these Terms of Usage before using Our Sites. Your use of Our Sites means
that You agree to all Terms of Usage applicable to Visitors set out herein.
Should you register as a Member, You agree by clicking on the "Register Now"
or "Continue" button that (a) You have read this document and understand all
of its contents and (b) You accept all the Terms of Usage applicable to Members
set out in this document.
I General Set of
Rules
1. Ownership and
License
The contents of
all pages of Our Sites are protected by UK and/or international copyright laws.
You may use Our Sites provided that You do not copy, modify, create a derivative
work of, reverse engineer, reverse assemble, or otherwise attempt to discover
any source code, in any manner or form, and provided that You do not modify
or attempt to modify Our Sites in any manner or form. However, you may copy
the material on Our Sites for your personal use or for the purpose of sending
such material to individual third parties for their personal information provided
that you acknowledge Us as a source of the material and that you inform
the third party that these conditions apply to them and that they must comply
with them. You are also not allowed to use any of the information on Our
Sites for commercial purposes other than for those purposes explicitly granted
to You under these Terms of Usage. You will not acquire any intellectual property
rights in Our Sites.
No Member or Visitor
shall grant any sub-licence of their right to use Our Sites without Our
prior written permission.
2. Changes in the
Terms of Usage
Limu may modify
these Terms of Usage at any time by on-screen message to this page
and the modification will take effect from the date it is first made available
on this page.
We retain the right
to cancel the membership of any Member if We see it fit, and bar any Visitor
to access and download data and information from Our Sites.
3. Right of Access
Access to Our
Sites is free. However, We retain the right to refuse access to anybody at
any time if We see it fit, without giving a reason for such refusal.
4. Third Party
Links
Our Sites may contain
links to third party Web sites. We do not control such Web sites, access to
those Web sites or their content. Limu accepts no responsibility or liability
for access to, or the material on, any services or site which is linked from
or to Our Sites.
5. Usage of Our
Sites
This section regulates the usage of Our Sites by Visitors and Members (defined as "Usage" or "Use").
Please note, that a Members' Usage of Our Sites is defined as to include in addition to the Memeber's direct usage of Our Sites, all direct and indirect usage of Our Sites by any individual or entity,
where such individual and entity has been granted access to Our Sites and its functionalty by a Member.
Usage may not, under any circumstances, engage in any of the following:
(a) act, or fail to act, in the Usage of Our Sites, in a manner that is contrary to any applicable law or regulation;
(b) transmit any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity;
(c) transmit any material that contains viruses, Trojan horses, worms, time bombs, cancel bots, or any other harmful or deleterious programs;
(d) post or transmit through Our Sites, unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature;
(e) publish, encourage, distribute or disseminate defamatory, infringing or other unlawful material or information via Our Sites; or
(f) Use Our Sites to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy) of others.
Members and Visitor agree to indemnify and hold without harm Limu, its officers, employees, agents, directors, shareholders and other Visitors and Members from any and all claims, damages, expenses (including attorney's fees) and liabilities resultant from any and all Usage that is contrary to the Usage restriction under this section.
We retain the right to remove any material that is in breach of these usage restrictions at any time if we see it fit. We also reserve
the right to discontinue the membership of any Member and bar access to Our Sites to any Visitor, who's Usage of Our Sites is contrary to the Usage restriction under this section.
Each Visitor and Member further indemnifies Limu against any third party claims
arising out of any infringement of advertiser's trademarks by any user of
Our Sites.
6. Policy of Privacy
In certain circumstances,
We may have to provide third parties with information about Visitors and/or
Members, in order to provide You with a better service. Please refer to Our Limu's
"Policy of Privacy" for additional details.
7. Indemnification
You will indemnify
Limu against any inconvenience, loss, damage or expense incurred by Limu arising
out of or in connection with your misuse of the services or the information
or a breach of these Terms of Usage.
8. Limitation of
Liability
We have
endeavoured to develop Our Sites that would offer You a service of quality. However
We cannot promise that everything on Our Sites is error-free and under no circumstances
will We be liable for any damage arising from the Usage of Our Sites. In providing
you with Our's platform and services, We are using, buying or licensing technologies
from a number of third parties. You agree not to hold Us responsible for
any problem or loss whatsoever arising from the usage of these technologies
by Us.
Under no circumstances
shall We be liable to You where You experience slow response times as a
result of using Our Sites.
Under no circumstances
shall We be liable to You in the event that Our host crashes or any services,
supplied by third parties to Us that enable Us to provide to You certain
or all of Our services, become unavailable thereby making Our Sites
unavailable to You at any time.
Under no circumstances
will We be liable to You for any indirect, special, incidental, punitive or
consequential losses or damages (including third party claims) or loss of
profits, revenue, goodwill or anticipated savings or for any financial loss
whatsoever (save to the extent caused by fraudulent misrepresentation or deceit)
suffered by You or any third party howsoever caused (including any loss or
damage suffered by You as a result of an action brought by a third party)
arising in relation to Our Sites (including any errors, inaccuracies or omissions
in Our Sites or any faults, interruptions or delays in connection with the
services provided to Limu in relation to Our Sites) or any action taken in
reliance on the information provided or in connection with those services,
regardless of whether any such loss or damage would arise in the ordinary
course of events or otherwise, or is reasonably foreseeable or is otherwise
in the contemplation of the parties. No liability is excluded to the extent
such liability may not be excluded or limited by law.
9. Legal Disclaimer
The information
on Our Sites may contain inaccuracies or typographical errors. The information
on our Sites may be changed or updated without notice.
The information
on Our Sites is provided "as-is". We make no representations or warranties
in regard to the contents of and materials provided in Our Sites and exclude
all representations, conditions, and warranties, express or implied arising
by operation of law or otherwise, except to the extent such representations,
conditions or warranties may not be excluded by law.
We shall not
be liable in contract, tort (including negligence) or otherwise for indirect,
special, incidental, punitive or consequential losses or damages, or loss
of profits, revenue, goodwill or anticipated savings or for any financial
loss whatsoever, regardless of whether any such loss or damage would arise
in the ordinary course of events or otherwise, or is reasonably foreseeable
or is otherwise in the contemplation of the parties in connection with Our
Sites. No liability is excluded to the extent such liability may not be excluded
or limited by law and nothing in this disclaimer shall limit or exclude the
liability of Limu for death or personal injury caused by its negligence.
Whilst We make
reasonable attempts to exclude viruses from Our Sites, We cannot guarantee
such exclusion and no liability is accepted for viruses. You are recommended
to take all appropriate safeguards before downloading information from our
Sites.
No liability is
accepted for the contents of any site operated by a third party which may
be accessed via links from Our Sites. Such links are provided for your convenience
only and do not imply that We approve or recommend the content of such
sites.
The information
contained in Our Sites is not intended for distribution to, or use by, any
person or entity in any jurisdiction or country where such distribution or
use would be contrary to law or regulation or which would subject Us to
any additional registration requirement within such jurisdiction or country.
10. Modification
to Our Sites
We reserve
the right in Our sole discretion to improve, modify or discontinue, temporarily
or permanently, Our Sites or any content or information on Our Sites with or
without notice to its Members. Members agree that Limu.com Limited shall not be liable
for any modification or discontinuance of Our Sites.
11. Trademark
If You have been
granted the right by Us to display any of Our logos or link(s) on Your Web site
via an agreement with Us, We grant You a non exclusive, royalty-free,
non-transferable, non-sublicenseable right to display our link on Your Web
site solely in connection with these Terms of Usage. You agree not to alter
or modify such Link or display such Link in any manner that is disparaging
or otherwise damages Our goodwill. Your breach of any of the foregoing
obligations may result in immediate termination of Your agreement by Us.
Upon termination or expiration of Your agreement with Us, You will promptly
remove any links from Your Web site to Our Sites.
12. Term
These Terms of
Usage will become effective immediately upon any use by the Member or the
Visitor of Our Sites and shall remain effective unless terminated by either
party. Either party may terminate these Terms by providing the other with
written or e-mail notice of such termination which shall be effective immediately
upon delivery of such notice to the other party. Furthermore, We may
terminate the membership of any Member immediately upon any breach by that
Member of these Terms of Usage or any applicable policy as posted
on Our Sites from time to time.
13. Miscellaneous
These Terms of
Usage will be governed by and construed in accordance with English Law and
the parties submit to the exclusive jurisdiction of the English Courts.
You shall under
no circumstances use Our Sites so as to interfere with or disrupt other Visitors,
Members, network users, network services or network equipment. Disruptions
shall include, for these purposes, without limitation, the distribution of
unsolicited advertising or chain letters, repeated harassment of other network
users, wrongly impersonating another user, falsifying one's network identity
for improper or illegal purposes, sending unsolicited mass-emailing, propagation
of computer viruses, and using the network to make unauthorised entry to any
other machine accessible location, via Our Sites or the network.
No delay or failure
by Us in enforcing these Terms of Usage or in exercising or not exercising
any of its rights hereunder shall constitute a waiver or release by Us of
any of Our rights or a waiver of any of Our remedies under these Terms of
Usage.
These Terms of
Usage represent the entire agreement between Us and You in relation to the
matters covered herein.
If any part of
these Terms of Usage is held to be invalid or unenforceable then the remainder
of these Terms of Usage shall remain valid and enforceable.
We are under
no obligation to accept payment for any product or service by You, and We
reserve the right to refuse such payment without giving a reason for such
refusal.
II Member Agreement
This Member Agreement
contains additional Terms of Usage applicable between Us and the Member and
governs the use of the services offered to Members at Our Sites.
1. Who is a Member?
Anybody who registers
at one of Our Sites (e.g. Limu.com or bLimu.com) is considered to be a Member. Every
Member may appear as a Provider and/or as a Learner.
For further Terms of Usage for Providers refer to the Our "Provider Agreement"
below.
2. We Connect
Learners and Providers
Our
service enables Providers to offer Knowledge Assets and Learners to book and take such Knowledge Assets online.
We do not take part in the interaction between
Learners and Providers except to collect payment on behalf of the Providers
as well as providing services enabling the Provider and Learner to contact
each other and interact between them. We do not have control over
the quality, timing or legality of services actually delivered by the Providers.
Members agree not to hold Us (or Our agents or employees) liable
for any advice or services delivered which originated through Our Sites.
Members also agree that We shall have the right to modify,
amend and change information provided and entered by Members as part of using Our service, so as
to allow Us to correct spelling mistakes and/or improve the readability of language used.
3. Eligibility
Our services are
available only to individuals, groups of individuals or other legal entities
who can form legally binding contracts. Our services are also available to
minors, provided that prior parental consent as required by the rules and
regulations applicable in the respective country of citizenship of such minors
is obtained by them and provided that such parent or guardian shall be legally
liable for any and all obligations incurred by the minor as a result of using
Our Sites. In the case of a Member being a minor, parents or guardians of
that minor should always supervise his/her Usage of Our Sites. If You are
a minor and your parent or guardian is not prepared to undertake legal liability
for any and all obligations incurred by You as a result of using Our Sites,
then You are prohibited from accessing or using Our Sites and You may not
register as a Member. You agree to supervise and be held responsible for all
Usage by third parties of Our Sites under Your name or account.
This includes individuals or entities that will make use of any of Our Sites
functionality as part of your general Provider or Learner Usage of the site, having been
granted access to such functionality through Your Usage of Our Site.
The information
contained in Our Sites is not intended for distribution to, or use by, any
person or entity in any jurisdiction or country where such distribution or
use would be contrary to law, regulation, treaty or administrative act, or
which would subject Us to any additional registration or other requirement,
or any obligation other than those set out in these Terms of Usage, within
such jurisdiction or country.
If You reside
in a country or jurisdiction in which any law, regulation, treaty or administrative
act prohibits You from entering into trade relations with the United Kingdom
or its citizens, or which prohibits You from receiving or using the information
contained in Our Sites, or which would subject Us to any additional registration
or other requirement, or any obligation other than those set out in these
Terms of Usage, within such jurisdiction or country, then You may not use
Our Sites and you may not register as a Member. All Members agree to abide
by the Terms of Usage governing Our Sites and services in order to retain their
membership.
4. Feedback and
Rating
Feedback and ratings
are a good way to regulate the quality of the services provided by a Provider
and the relationship between Learners and Providers. At completion of all
Knowledge Asset Sessions between a Provider and a Learner, the Learner is prompted to complete a feedback
form and rate the Provider's overall performance as well as the quality of
the Knowledge Asset attended. Members agree to provide this feedback and ratings in
a fair manner. Members also consent to have such feedback given by them or
provided about them displayed publicly to other users of Our Sites.
5. Transaction, Billing and Payment Policy
Once the
Learner and the Provider agree on the terms and payment method for purchasing a Knowledge Asset,
there is an implicit contract binding them. The Provider will be bound to give
the purchased Knowledge Asset on the terms so agreed. Provider and Learner can agree to use one
of the three following times upon which payment can be made:
(i) payment at
the time of booking confirmation (Learner pays upon confirming
his booking of a Knowledge Asset),
(ii) payment
if Learner is satisfied with the Knowledge Asset (Provider will prompt the Learner
for payment at any time during or after completion of the Knowledge Asset, after
which the Learner shall pay for the Knowledge Asset, if reasonably satisfied with
the Knowledge Asset), and
(i) payment at delivery (at
the time the Knowledge Asset has been completed the Learner is prompted to pay immediately upon
completion of a Knowledge Asset).
A group user Provider, in addition to the timing of the payment, may choose
to use one of the following methods of payment:
(a) credit card - the Provider elects and authorises Us to
collect payment on his/her behalf from the Learner, and We will charge the Learner's credit card
(defined hereafter as any credit or debit cards used to make payment on Our Sites) according to
the fee agreed between the Learner and the Provider and according to the payment time agreed, and
(b) invoicing - the Provider has elected to invoice the Learner
directly where We will not collect such payment and the Provider will independently collect
payment according to the payment time agreed with the Learner.
In the case of credit card payments, the Learner authorises Us to
verify his/her available credit on his/her credit card, at the time of payment and when entering
his/her credit card details.
In the case where the Provider has elected to invoice the Learner
directly the Provider will generate an invoice at the time of payment agreed with the Leaner
and We will send this invoice to the Learner. The invoice will contain the details relating to
how the Provider wishes to receive payment, such details having being provided by the Provider.
The Learner agrees to pay the agreed fee to the Provider in the manner as set out by the
Provider in the invoice.
If "payment at
booking" was agreed between Learner and Provider, We will prompt the Learner
to enter his/her credit card details at booking if he/she has chosen to pay
by credit card (Limu points are an alternative way of paying for Knowledge Asset or
other services on Our Sites and can be purchased in bulk by credit card after
which they will be available to pay for Knowledge Asset or other services on Our Sites) or the
Provider will generate an invoice that We will send to the Learner if he/she has elected to
invoice the Learner directly.
Should this booking be for a Knowledge Asset where the Provider will still have to confirm
that such Knowledge Asset will take place, the Learner's credit card will only be charged once
the Provider will have confirmed the Knowledge Asset.
If "payment at
delivery" was agreed between Learner and Provider, the Provider will prompt the Learner
to make payment following completion of a Knowledge Asset and the Learner will then be able to
enter his/her credit card details if he/she has chosen to pay
by credit card (Limu points are an alternative way of paying for Knowledge Asset or
other services on Our Sites and can be purchased in bulk by credit card after
which they will be available to pay for Knowledge Asset or other services on Our Sites). If the
Provider has elected to invoice the Learner directly he/she will generate an invoice that We
will send to the Learner following completion of a Knowledge Asset.
If the Provider
and Learner have agreed to use the "Learner pays if satisfied with Knowledge Asset"
method, the Learner will be able to commence the Knowledge Asset without payments.
The Provider can, following the start of the Knowledge Asset, at any time prompt the
Learner for payment of the agreed amount. The Learner will then be prompted
to rate the Knowledge Asset up to this time and, if a feedback rating above the lowest
grade possible is given by the Learner, the Learner will have to pay for the Knowledge
Asset. If the Provider has chosen to receive credit card payments the Learner will be
prompted to enter his/her credit card details and pay for the Knowledge Asset. If the
Provider has elected to invoice the Learner directly the Provider will generate an
invoice that We will send to the Learner. The Learner will not be required to pay for
this Knowledge Asset if he/she in good faith assigns the Provider and the Knowledge Asset
a feedback rating at the lowest grade possible and provides a reasoned commentary with it.
By accepting this Member Agreement, the Learner commits to perform his feedback fairly.
Please also refer to the feedback section.
The Learner authorises
Us to charge the Learner's credit card with the amount of the agreed charge
for each Knowledge Asset booked by the Learner, such charge to be made upon confirmation
of the Knowledge Asset by the Learner if the "payment at booking" method has been agreed, or following completion of a
Knowledge Asset if the "pay at delivery" method has been agreed.
If the "Learner pays if satisfied with Knowledge Asset" method has been agreed, the
Learner authorises Us to charge the Learner's credit card with the amount
of the agreed charge for the Knowledge Asset booked by the Learner at such time when
the Learner has assigned the Provider and the Knowledge Asset a feedback rating above
the lowest grade possible and has provided his/her credit card, unless the
Learner has rated the Provider in good faith at the lowest grade possible.
The Learner shall
not, for any reason whatsoever, be entitled to cancel a Knowledge Asset, withdraw authorisation
to charge his/her credit card for payment for a Knowledge Asset or refuse for any reason
to make payment for a Knowledge Asset once the terms and payment method of that Knowledge Asset
have been agreed by the Learner and the Provider.
In agreeing to
the one or the other payment method, Members agree that they fully and without
recourse to any other Member involved in the booking accept the following:
- in choosing
or agreeing to use the "payment at booking", the Learner understands
and fully accepts the risk that the Provider will be unable or simply unwilling
to fulfil part or all of the Knowledge Asset. Under no circumstance will the Learner
reclaim or try to reclaim his/her payment from the Provider or Us. The
Learner may notify Us in the case he/she is of the opinion that the Provider
has in part or entirely failed to honour his/her agreement in providing such
Knowledge Asset, in which case We, at Our sole discretion, will review this case
and consider suspension of the Provider if regarded appropriate. In such
event, We shall not be obliged to inform the Learner of the reason for
the Provider's suspension.
-
in choosing or agreeing to use the "pay at delivery" method, the
Provider understands and fully accepts the risk that the Learner may fail to make payment to
the Provider for the Knowledge Asset when prompted for payment following the completion
of the Knowledge Asset. Under such circumstances
the Provider agrees not to claim or try to claim his payment from Us. Both Learner and Provider agree
that they will be entirely and completely responsible to settle any disputes
they might have between themselves, and will fully accept that We are not
responsible for settling any disputes related to the service received or
not received, or the payment due. We will from time to time monitor a
random selection of Providers' and Learners' behaviour, ratings and comments
and We retain the right to suspend the membership of any Member not adhering
to the policies of Our Sites or these Terms of Usage.
- in choosing
or agreeing to use the "Learner pays if satisfied with Knowledge Asset" method, the
Provider understands and fully accepts the risk that the Learner may assign
the lowest possible rating to the Provider and the Knowledge Asset when prompted for
payment and as such not proceed to pay for the Knowledge Asset. Under such circumstances
the Provider agrees not to claim or try to claim his payment from the Learner
or Us. Should a dispute arise nonetheless, both Learner and Provider agree
that they will be entirely and completely responsible to settle any disputes
they might have between themselves, and will fully accept that We are not
responsible for settling any disputes related to the service received or
not received, or the payment due. We will from time to time monitor a
random selection of Providers' and Learners' behaviour, ratings and comments
and We retain the right to suspend the membership of any Member not adhering
to the policies of Our Sites or these Terms of Usage.
6. Members' Obligations
a) The Member
agrees that all information provided by him/her at registration or at any
other stage while using the services on Our Sites is true and accurate and
to amend that information, as the need arises to maintain its truthfulness
and completeness.
b) The Member
agrees that any payment information provided to Us is true, valid and accurate
and that You are authorised to use the credit card, the details of which You
supply.
c) The Member
will have chosen an account user name and password when registering with Us.
The Member is fully responsible for maintaining the confidentiality of his/her
password and is fully responsible for any activity occurring under the Member's
account. If the Member is aware of any breach of this confidentiality, he/she
undertakes to notify Us at the shortest notice and request Us to deactivate
his/her account at the earliest possible opportunity.
d) The Member
agrees to use any service on Our Sites only to send and receive messages and
materials that are relevant and proper to the applicable forum, topic and
feature of Our Sites. In general Members agree that they will not try to misuse
the services offered on Our Sites outside the meaning and spirit of this Member
Agreement and Our Sites.
e) The Member
agrees not to use Our Sites for any purpose that is in violation of any law.
f) The Member
agrees not to advertise or offer to sell any products or services not relevant
to the services offered on Our Sites.
g) The Member
agrees that spamming is strictly prohibited on Limu. Members must refrain
from sending messages to other Members if such could be considered as outside
the context of an ongoing booking process or Knowledge Asset, or outside the scope
of the services offered on Our Sites.
h) The Member
agrees that he/she will grant the other Members he/she has entered a transaction
a mutual non-exclusive right to access and use for private usage (unless granted
for explicit commercial usage by the Member) the documents and materials made
available by him/her during a Knowledge Asset, and especially as relating to all information
resulting from any online interaction between the Member with the other Members
that form part of a Knowledge Asset, such as voice chat, text chat, drawing boards
or discussion forums. This usage right is granted in perpetuity to the other
Members and at no cost to such Members, other than the cost of the Knowledge Asset
itself paid by Learners to the Provider of this Knowledge Asset.
i) The Member
grants Limu a non-exclusive right to store and use information under (h) above
on our servers and to use this information for the purpose of (i) advertising
any of our services, (ii) making such information available to the Knowledge Asset
participants in various formats, (iii) using such information as part of other
services on Our Sites, and (iv) for any other commercial usage or purpose
reasonably required by Us.
j) The Member
agrees not to communicate his/her personal details for the purpose of entering
into a transaction off-line. The Member agrees to pay to Us the same Transaction
Fees for any economic services provided to other Members, where such service
provisioning has been made possible by way of using any of the services offered
on Our Sites, and such services are not paid for through Our Sites, except where such Provider
has been explicitly allowed by Us to invoice Learners for Knowledge Assets provided to them in
accordance with these Terms of Usage.
7. Certification
We offer
a certification service to Providers, by which We aknowledge to have received
certain information allowing Us to make an assessment on the Provider's ability to provide
Knowledge Assets in a particular subject and/or the Provider's ability to provide such Knowledge Asset
online on Our Sites.
In granting a certification status to a Provider, We make no warranty or
representation
in connection with the ability of that Provider to provide or the Provider's knowledge
or command of the particular Knowledge Asset's subject.
8. Access to Information
The Member has
the right to access his/her own account details as well as the sum of information
and documents accumulated throughout his/her Usage of Our Sites.
9. Limitation of
Liability and Policy of Privacy
Please refer to
the general Terms of Usage of Our Sites for details on our liability and on
Our "Policy of Privacy".
III Provider Agreement
This "Provider Agreement" contains the specific Terms of Usage applicable to
any Member of Limu offering one or several Knowledge Assets on Our Sites to
other Members of Limu, and using Our Sites to register such Knowledge Assets .
1. Who is a Provider?
At Limu we define
a Member as being also a Provider, if such Member has has registered one or more
Knowledge Assets on Our Sites.
2. Providers' obligations
A Provider is required
to abide by the following obligations:
a) The Provider
agrees to provide Us with true, accurate and complete information on registration
and to amend that information, as the need arises to maintain its truthfulness
and completeness. We may at Our sole discretion terminate this Provider
Agreement if it appears to Us that any information provided to Us by the
Provider is untrue or inaccurate. Any liabilities arising from such termination
will exclusively be carried by the Provider.
b) The Provider
agrees that he/she will grant the Learners he/she has entered a transaction
with the right to access and use for private usage (unless granted for explicit
commercial usage by the Provider) the documents and materials made available
during the Knowledge Asset. This usage right is granted in perpetuity and at no extra
cost to the Learner other than the cost of the Knowledge Asset itself. Providers have
the right to amend or change any of the content they have made available
on Our Sites as part of a Knowledge Asset they offer, but once a Knowledge Asset has been completed,
all documents that are contained in the Knowledge Asset Library will remain accessible
for Learners that booked and attended such Knowledge Asset.
c) The Provider
grants Us a non-exclusive right to store and use information under (b)
above on our servers and to use this information for the purpose of (i)
advertising the Provider's Knowledge Assets, (ii) advertising any of Our services,
(iii) making such information available to the Provider's Learners in various
formats, (iv) using such information as part of other services on Our
Sites, and (iv) for any other commercial usage or purpose reasonably required
by Us.
d) The Provider
undertakes not to fulfil any transaction off-line that has been originated
on Our Sites. In any case, were this to happen, the Provider would disclose
the information to Us diligently and pay Us the transaction fees otherwise
payable online, except where such Provider has been explicitly allowed by Us
to invoice Learners for Knowledge Assets provided to them in
accordance with these Terms of Usage.
e) The Provider
agrees not to use Our Sites in an unlawful or inappropriate manner. This
includes, but is not limited to, abiding by the applicable law, not sharing
any improper information with another Member, or information that is not
relevant to the Knowledge Assets discussed and not posting any materials or documents
which may be deemed to be defamatory or libellous. The Provider recognises
and agrees to abide by the fact that he/she must apply the utmost diligence
and care in only offering content to his Learner(s) that is legal under
the applicable law of the Learner(s).
f) The Provider
agrees that he/she will not post anything on Our Sites which infringes any
third party's intellectual property rights (including, without limitation,
all copyright).
3. Amendment of
the Provider's profile
We have the right
to amend as We see it fit the Provider's profile, without asking him/her for
the right to do so.
4. The Transaction
with the Learner
The Provider agrees
to abide by the terms of his/her agreement with the Learner, whether it relates
to the Knowledge Assets, the content, the quality, the level and the payment details.
5. Certification
We offer
a certification service to Providers, by which We aknowledge to have received
certain information allowing Us to make an assessment on the Provider's ability to provide
Knowledge Assets in a particular subject and/or the Provider's ability to provide such Knowledge Asset
online on Our Sites.
We reserve the right to decline and not grant certified status to any Provider
at our sole discretion and without any need to justify such decision to the
Provider. We also expressly reserve the right to strip a Provider of his/her
certification status at any time without any need to justify such decision.
In addition, by
granting a certification status to a Provider, Limu makes no warranty or representation
in connection with the ability of that Provider to provide or the Provider's knowledge
or command of the particular Knowledge Asset's subject.
6. Payment and
billing
The Provider agrees
that We shall receive on his/her behalf any payment due by a Learner to
the Provider, except where a Provider
has elected to invoice Learners directly for Knowledge Assets provided to them in
accordance with these Terms of Usage ("Invoiced Knowledge Assets"). In the former case, once such Learner has taken
appropriate steps to pay any amount owed for a particular Knowledge Asset ("Credit Card Knowledge Asset
Fee") and such Credit Card Knowledge Asset Fee is received by Us, Limu will deduct its transaction fee
(defined as the "Credit Card Transaction Fee").
Where a group user Provider has elected to invoice the Learner directly for amounts payable by the Learner
for a Knowledge Asset("Invoiced Knowledge Asset Fee"), Limu will charge the Provider a transaction fee
("Invoiced Transaction Fee") on Invoiced Knowledge Asset Fees that Accrue to the Provider.
We define "Accrue" as the moment upon which Provider and Learner agree
that the Provider will deliver a Knowledge Asset to the Learner.
Such Transaction Fee (either Credit Card or Invoiced Transaction Fee) is calculated on the basis of a
percentage of the relevant Knowledge Asset Fee based on the accumulated Knowledge Asset Fees (both Credit Card
Knowledge Asset Fees and Invoiced Knowledge Asset Fees) related to that Provider at the date at which such
Knoweldge Asset Fee is received by Us (in the case of Credit Card Transaction fees) or Accrued (in the case of
Invoiced Transaction Fees) in that calendar month according to the sliding scale set out below, except that
Invoiced Transaction Fees are 2 percentage points lower than the percentages stipulated in the table below:
Total Knowledge Asset Fees accrued per month: |
Transaction Fee applicable to such fees |
US$0-US$249 |
20% |
US$250-US$999 |
12.5% |
US$1,000-US$4,999 |
10% |
US$5,000-US$19,999 |
7.5% |
more than US$20,000 |
5% |
There is a minimum Credit Card Transaction Fee of US$ 1 (one) of the total Credit Card Knowledge Asset Fee paid by the Learner for each Knowledge Asset.
There is a minimum Invoiced Transaction Fee of US$ 1 (one) of the total Invoiced Knowledge Asset Fee Accrued for each Knowledge Asset.
In the case of Invoiced Knowledge Asset Fees We will invoice the Provider for
Limu's Invoiced Transaction Fee. Invoiced Transaction fees will be billed monthly at the end of each calendar
month and are payable in full thirty (days) after the date of the invoice.
In the case of Credit Card Knowledge Asset Fees the Credit Card Knowledge Asset Fee paid by the Learner minus
the Credit Card Transaction Fee will then credited by Us to the Provider, and appear on the Provider's account
balance. However, only once a Knowledge Asset has been completed and archived by the
Provider, and following a certain amount of days, currently set at 15 (fifteen)
days, will the Provider be able to access such amounts ("Available Account Balance"), requesting either payment
by cheque (see further below) or exchange of all or part of his/her balance
into Limu Points.
At the end of
each month, We will pay an amount of money equal to the amount requested
by the Provider to be disbursed from his/her Available Account Balance to the
Provider by cheque. We will deduct from the payment any transaction fees
related to the payment (including but not limited to foreign exchange costs,
transfer fees or otherwise) and the Provider will be solely responsible to
bear all costs associated in clearing such cheque. The Provider will be able to
request disbursements from his/her Available Account Balance at amounts which are above the
minimum disbursement threshold ("Minimum Disbursement Threshold") currently
set at US$50 (fifty US Dollars) and net of any transaction fees related to
the payment (including but not limited to foreign exchange costs, transfer
fees or otherwise).
Notwithstanding
the above, the Provider authorises Us to withhold disbursements of monies
to the Provider until We are satisfied that any particular payment will not
be disputed by the Learner concerned or charged back by such Learner's credit
card issuer.
The Provider further
authorises Us to withhold disbursements of monies to the Provider if We,
in Our sole discretion, have reason to believe that such monies may have been
paid by the Learner or any third party fraudulently, improperly or without
the Learner's authority until We are satisfied that any particular payment
will not be disputed by the Learner concerned or charged back by such Learner's
credit card issuer, or until such time as We are able to verify, to Our satisfaction,
that no fraudulent activity has occurred in relation to those monies.
If for any reason
a Learner succeeds in obtaining reimbursement from Us of any monies paid
to Us by the Learner, or by any third party fraudulently, improperly or
without a rightful credit card holder's authority, after such amount has been
disbursed to the Provider, We shall be entitled forthwith to receive reimbursement
from the Provider concerned for the total amount of any monies so paid out
to the Learner.
Under no circumstances
can We be held responsible for the Learner not paying the agreed upon amount
for a valid Knowledge Asset booking no matter what the reason for such failure to pay
(including without limitation the Learner not having sufficient credit with
the credit card issuer to make payment, or the Learner not using a valid credit
card for payment). However in that situation, We agree not to charge the
Provider with its share of the Transaction Fee.
The Provider
agrees that in no circumstances will he/she have any claim against the Learner
or Limu, if the payment method agreed at booking was "Learner pays if reasonably
satisfied with Knowledge Asset" and such Learner has rated the Provider at the lowest
possible level and has thereby confirmed his/her dissatisfaction with the
Provider's performance or the quality of the Knowledge Asset.
The Provider also
agrees that in no circumstances will he/she have any claim against Us,
if the payment method agreed at booking was "Learner pays at delivery"
and such Learner has failed to make payment to the Provider for the Knowledge Asset
when prompted as completion of the Knowledge Asset.
In cases where the Provider has elected to invoice the
Learner directly for Knowledge Asset Fees the Provider agrees that under no
circumstance will Limu be responsible for the collection of such Invoiced Knowledge
Asset Fees and that all such collection processes are to be undertaken by the Provider
between himself/herself and the Learner and independently of Limu.
IV. Our General
Referral Policy
We offer our members
the ability to refer other Members to Us. Below You will find the general
referral policy and its Terms of Usage.
1. How the programme
works
We offer
Our Members the ability to refer other Members to Us. Once a Member
has registered at one of Our Sites, that Member can refer people, asking such new Members
to supply the Member's email address at registration. Once such a referred
person has successfully registered, an email notification will be sent to
the Member.
2. Eligibility
To be eligible
to participate to Our referral program, You must be a registered Limu Member.
Referees may be colleagues, or relatives, but they must be real individuals or
entities (other than Yourself) with a valid and active e-mail address and
be referred once only under one email address. We reserve the right to
disqualify anyone We believe does not comply with those requirements and claim
back any Incentive Payment paid to the Member. We also reserve the right
to end or change the terms of this programme at any time.
3. Incentive Terms
You will receive 50 (fifty) Limu Points for every Member that provides your email address (and such email address matched with the one you provided in your Member user profile) when registering.
4. Changes in the
Terms of Usage
We also reserve
the right to end or change the terms of this programme at any time. Therefore,
You should check this page from time to time
This document has
last been changed on Januay 29, 2010.
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