General terms and conditions relating to the subscription to the EBS Portal.
Jessica Ballarin using a own brand naming EBS - E-learning Business Solutions, (hereinafter referred to as EBS) office located in Camino De La Vinuela n.28 - casa n. 36 - 29639 Benalmadena Pueblo - Malaga, NIF ES Y7481917P - web-site www.e-learningbs.com, e-mail firstname.lastname@example.org
EBS - E-learning Business Solutions offering in E-business solutions for professional and personal on-line distance training. Jessica Ballarin has developed an E-learning Platform (hereinafter named EBS Portal) for the distribution of on-line courses.
EBS (E-learning Business Solutions) is specializing in e-business solutions for professional and personal development. Jessica Ballarin at EBS has developed an e-learning – on-line internet Platform within our ownership and property rights for the supply, distribution, and management of on-line courses.
Jessica Ballarin is the creator, proprietor, and operator of the EBS portal ( www.e-learningbs.com).
A virtual site between highly experienced teachers in their various fields of expertise, and corporate and private users interested in furthering their knowledge, work positions, or operating procedures in many diverse fields.
The mission of EBS is to provide on-line services of Certificated and dedicated training for Companies or individuals, with specific courses at different levels; directly focused on the interests of the Company’s or individual’s interest/s.
The EBS vision is to become your first choice for on-line professional training and a virtual site between our experts who will teach to a high standard at the different levels of a wide variety of subjects, and clients interested in using on-line courses to improve their job position or to satisfy their own interests.
Jessica Ballarin is the exclusive owner of the brand (EBS) and of all intellectual, industrial and copyright rights connected to the EBS Portal together with any software applications developed or used for that purpose.
Once the subscriber has been able to verify the EBS Portal features and how it performs, as well as the methodology and know-how; the subscriber will have evaluated this to be suitable to their needs and can decide therefore, to join the portal.
The subscription, use and participation in the EBS Portal is regulated by the terms and and conditions of agreement (hereinafter named General Conditions); by the terms and conditons of use (hereinafter named Special conditions) by the Terms and conditons of sale (hereinafter named Sale conditions), by the EBS Privacy and Cookies Policy, here mentioned in its entirety, acknowledged, and completely accepted by the subscriber through the subscription to the agreement.
Jessica Ballarin does not assume responsibility, excepting those relative to their specific obligations under the general, special and sales conditions.
The General and special conditions apply, only in the case of interaction between the subscribers (should this happen) in the above mentioned paragraph and does not concern, therefore, present or future relations in a different way to those indicated, or outside the EBS Portal.
The premises, together with the attachments are an integral and important part of the subscription terms.
EBS and the users will be hereinafter refered to as – the parties.
FOR ALL OF THE ABOVE, WE COMPLY WITH THE FOLLOWING:
1 - DEFINITIONS
1.1. - Within the context of this contract, the terms indicated below have the following meaning:
a) “Subscriber“ is any person (physical or legal) who registering on-line subscribes to the contract and agrees to use the EBS Portal in order to buy and use EBS products and services and/or other products and services provided by other members of the EBS portal , to become and E-teacher or E-tutor and interact with other users.
b) "Company“ is a subscriber authorised by EBS to work as a business operator following the terms and conditions and general and special conditions relating to the on-line subscription to the present agreement and/or the purchase of products and/or EBS services or the use of the EBS licence or of other products and services on the part of EBS.
c) “Candidate“ is a subscriber who has asked EBS to become an E-teacher.
d) “Fees“ are one-off charges, fixed amounts, periodic subscription fees ,fixed and variable commissions due to EBS for the use of certain services and products by subscribers.
e) “Authentication Credentials“ are tools designed to identify each user, such as “username” and “password “ provided by EBS into order to access the EBS Portal in execution of the present contract.
f) “Employee“ is the subscriber authorised by a Company to operate in the EBS Portal as Company user, following the terms of the General and Special conditions through the on-line subscription within the terms of the contract of agreement and/or the purchase of EBS products and/or services or by the authorisation of use of the license or other products and services from EBS.
g) “EBS“ is the brand, part of this contract, in charge of the administration and management of the EBS Portal, other EBS applications, and the promotion, commercialisation, and provision of products and services to the user.
h) “E-teacher“ is a subscriber with EBS authorisation to operate within the EBS Portal as Teacher, following the terms of the General and Special terms and conditions through the on-line subscription within the terms of the agreement contract and/or the buying of EBS products or services or by the authorisation of licensed use or other products and services from EBS.
i) “E-tutor“ is a subscriber with EBS authorisation to operate within the EBS portal as a tutor , following the terms of the General and Special terms and conditions through the on-line subscription within the terms of the agreement contract and/or buying of EBS products or services by the authorisation of licensed use or other products and services from EBS.
j) “Manager“ is the natural/physical person with EBS authorisation to work within EBS portal as Manager of company employees identify as employees or collaborator by more than one user , following the terms of the General and Special terms and conditions through the on-line subscription within the terms of the agreement contract and/or buying of EBS products or services by the authorisation of licensed use or other products and services from EBS.
k) “EBS Portal" is the E-learning internet platform through which EBS products and services are directly (www.e-learningbs.com) or indirectly (ther software applications) accessible on-line to the subscriber and where they can interact together.
l) “Services“ either free or “at cost“ that EBS provides to on-line users , directly or indirectly through authorised and qualified partners.
l) “User or student“ is the natural person with EBS authentication to enter the EBS Portal as an internet user or end user following the terms and conditions following the terms of the General and Special terms and conditions through the on-line subscription within the terms of the agreement contract and/or buying of EBS products or services by the authorisation of licensed use or other products and services from EBS.
2 - THE AIM OF THE CONTRACT
2.1 - With this contract the parties agree to:
- The conditions of agreement to the EBS Portal
- Interpersonal, working, professional and commercial relations between subscribers and EBS.
- Interpersonal, working, professional, and commercial relations between susbscribers.
- The purchasing conditions and use of the EBS Portal and related EBS products and services.
- The conditions of promotions, supply, and distribution of EBS products and services to the subscribers.
2.2 The aim of this contract will be the promotion , sales , purchasing , and use of EBS products and services to EBS subscribers through the use of the EBS Portal. Just as an example:
- Other products and services within the EBS Portal.
For further details please take a look at the products and services information on the EBS Portal.
3 - CONDITIONS OF AGREEMENT
3.1 - Only members who legitimately operate within the rules and regulations framework of the agreement that:
- Undertake to respect the general, special and sales terms and conditions; and the licensing contract relating to EBS products and services and operate according to the high standards of correctness and professionalism, as well as to deal in a timely and diligent manner with all the obligations, and the commitments made with the subscribers, and/or arising from contracts made with EBS, and/or other subscribers.
- intend to engage in interpersonal relationships, professional, work-related or in trading with other members.
3.2 - Only professionals/experts in their respective fields, can be E-teachers or E-tutors with the entitlement to use the EBS Portal to promote and sell their courses and related products or services on-line.
3.3 - EBS reserves the right to make any modifications it deems necessary to the present agreement and its attachments, simply by confirming in writing these changes to its subscribers and/or on the EBS Portal; In this case, if the subscriber disagrees with these changes, they are entitled to cancel their contract with us without any penalties attached. Any changes or modifications requested by the subscriber must be agreed to, in writing, between the parties involved.
4 – IN RESPECT OF THE CONDITIONS OF AGREEMENT AND VERIFICATION
4.1 - Within the stipulations of this contract, the subscriber commit to completely respect the terms and conditions of agreements for the duration of this contract.
4.2 - EBS reserves the right to proceed with the verifications of the terms, general and special of agreement, and to ask for further information from the subscriber if so required.
4.3 - If the terms and conditions of this or subsequent contracts are not respected and contravened by the subscriber, perhaps through false declarations in relation to the contract, EBS reserves the right to cancel the contract with immediate effect, and the right to claim against any damage or damages caused.
4.4 - EBS does not assume any responsibility relating to the subscriber as regard the above points and reserve the rights to take legal action in any case consider justifiable incompliance of this or future contracts.
4.5 - In particular, EBS reserved the right to take legal action against the subscriber should it be found that they are at fault in complying with the contractual terms, precisely, making false declarations causing damage to EBS and/or subscribers involved.
5 – METHOD OF CONNECTION TO EBS PORTAL
5.1 - Connection with the EBS Portal is made via the internet through www.e-learningbs.com or through the subscribers own software applications.
5.2 - To see the EBS products an services properly you need to utilise the minimum set-up suggested by EBS. If this minimum set-up isn’t used by the subscriber, than EBS cannot guarantee access to the portal or the use of the services and/or the purchase of its products.
5.3 - The subscriber acknowledges that EBS will not be responsible if the subscriber has not follow the minimum set-up guide-line (see 5.2) and therefore will not be liable for any damage (direct or indirect), accidental, or as consequence of, including the loss of earnings, loss of commercial and professional opportunity, and anything else that could be derived from the use of the portal.
5.4 - The EBS portal is administered and managed by EBS, or its appointed and qualified IT suppliers, who are contractually obliged to provide the correct function relating to outsourcing, excluding that is due to force major or those that are independent of EBS.
5.5 - The fixed or variable connections costs to the internet, as well as those related to devices, internet, software programs or any others equipments or means necessary to connect with the EBS Portal are at the subscribers cost.
6 – HOW TO ACCESS THE EBS PORTAL
6.1 - Access to the EBS Portal is either via the internet connecting with the reserved area within the EBS portal, or using other software applications provide by EBS. Every subscriber as to access the EBS portal using proper authentication credentials ( username, password, and eventually others personal identification instruments) made available by EBS.
6.2 - At the time of registration the subscriber will provide EBS with a username, e-mail address, and password. This details will be confirmed by EBS via e-mail, and must be confirmed by the subscriber by return. As soon as the authentication e-mail is received, the subscriber will have to arrange to change them immediately after the first access (if they are been directly communicated by EBS) and should be changed at least every quarter.
6.3 - Subscriber must be fully aware of the fact that if a third parties gains access to this information, they will be able to access the EBS Portal, and access the information related to contracts, and other communication operations under the account name of the subscriber, besides access to notices, information, and personal data within the area reserved for subscriber. As a consequence the subscriber commits to keeping the registration information secret, using them only within the terms of reference laid down by EBS.
6.4 - The subscriber is responsible for any damage arising from the use, improper or otherwise, of the registration credentials by third parties or other subscribers.
6.5 - As established in point 6.2, the password can be changed by the subscribers at any time; for security reason, the subscriber agree to provide a change of password periodically or at any time that such a change is requested by EBS. The subscriber is required to change his password if it is either lost or stolen, or if they suspect that third parties have gained access to this information, and EBS must be immediately informed of this.
6.6 - EBS does not accept any responsibility for any damages suffered by the subscribers should access not permitted by the subscriber occur.
7 - FURTHER SERVICES PROVIDED TO THE SUBSCRIBERS
7.1 - Within the stipulations of the present contract, EBS commits itself to its subscribers to:
a) To promote propriety and professionalism amongst its subscribers.
b) To provide the means necessary for subscribers to resolve their own disputes should they arise.
7.2 - With this contract the subscriber authorises EBS to send advertising commercials (even via automatic systems or those of another nature), to promote and commercialise (directly and indirectly) products and services of whatever type connected, related and pertinent to on-line and on-sIte teaching.
8 – FEES FOR SUBSCRIPTION AND OTHER SERVICES
8.1 - Registration with and subscription to the EBS portal is free to the subscribers.
Subscribers that wish to us products or services provided by EBS will have to pay a one-off charge and/or buy a package with a fixed price, and/or an annual membership with a periodical payment.
The purchase or sale of products on the EBS Portal could incur the payment of a fixed or variable commission by the subscriber at the incontestable discretion of EBS.
The subscription to the services of an E-teacher or E-tutor, on the other hand, is bound by the EBS partnership contract signed by the parties concerned.
The subscription to the service E-training requires the payment of a fee and is reserved for the Companies that subscribe to a specific contract of services with EBS.
8.2 - The above mentioned fees do not include any eventual EBS action at the Companies Headquarters or subscribers domicile, the above mentioned does not include fees charged to the subscriber for the purchase of goods and services by EBS.
8.3 - Only EBS has the right to change unilaterally the above mentioned fees on the basis of market trends,on the variations of expenses incurred and net results of management income; this will be communicated in writing to the subscriber and also via the EBS Portal; in the case that the subscriber does not agree to the above, they can cancel the contract without incurring any penalty charges.
8.4 - Fees can be paid by subscribers via Bank transfer, credit card, paypal, or any other means of payment communicated and agreed to by EBS.
Periodical rentals could be paid by the subscriber, upon the explicit authorisation of EBS, and through SEPA direct debit charged quarterly in advance.
Charges/fees could be upgraded annually according to the Istat variations.
In case of delayed payments, interest will accrue in favour of EBS on the amount of money not punctually paid or paid in arrears calculated within legal terms, without the need of formal notification.
In case of delayed payment of just one fee, EBS has the right to immediately cancel the contract and seek any damages that may have been incurred, and could stop the access by the subscriber to the EBS Portal, services and/or products.
9 - SUBSCRIBER OBLIGATIONS
9.1 - The subscriber commits themselves and their Management, partners, employees, subordinates, sales people, suppliers, and whoever else is connected to the business related to the contract, acting as consultants or others; to respect and pay respect to their all their commitments involved in the contract.
9.2 - The subscriber also commits themselves to:
a) not to publish or register on the EBS Portal, any material that violates copyrights or any other intellectual property or industrial rights, that is information or personal data that could include pornographic features or contents, obscene, blasphemous, libellous, or anything in violation of European and International law.
b) not profit, consent, or allow others to access and use the EBS Portal with acts against public morals, public order, or with the purpose of disturbing others, damage, violate or with intention to violate, the secrets contained within any correspondence, privacy, and confidentiality and not make use, any form, of the EBS Portal that will favour the commission of illegal acts of any nature.
c) not publish or register any defamatory, disloyal, or misleading information against other subscribers and/or EBS.
d) not utilise the EBS Portal, in order to conclude business contracts that violate anti-trust laws and/or does not act or conclude any agreement against unfair competition, such as, for example, deciding rates amongst competitors.
e) use the EBS Portal and its products and services in conformity with the law , rules of treaties , codes , either private or European and International self-disciplinary measures.
9.3 - The subscriber commits to indemnify and keep safe EBS from any losses, damages, responsibility, fees or expenses, including legal fees, arising from violations of the present contract.
10 - FURTHER OBLIGATIONS OF THE SUBSCRIBER
10.1 - The subscriber is not allowed to behave in any way that may change the competitive parity between subscribers to the EBs Portal, such as, for example the following:
a) changing or attempting to change sales prices, or other contractual conditions offered on the EBS Portal.
b) to agree, even tacitly, with other subscribers to the above mentioned.
10.2 - EBS reserves the right to prohibit or limit other forms of conflict of interest or behaviour against fair competition or against other subscribers.
11 - REFERENCE TO THE CONDITIONS PUBLISHED ON THE EBS PORTAL
11.1 - It remains that the subscriber can proceed with the promotion, sales, purchases, and use of EBS products or services, uniquely according to those terms already agreed within the General and Special terms and conditions as well as those published on the up-dated EBS Portal .
The subscriber, within the agreement, commits to check periodically the special and general up-dated terms and conditions published on the EBS Portal.
After fifteen days of publication on the EBS Portal, the up-dated general and special terms and conditions are intended to become known and agreed to by the subscribers and no longer contestable.
12 - INDUSTRIAL AND INTELLECTUAL PROPERTY
12.1 - EBS is the exclusive and rightful owner of the Brand and Logo “EBS-E-learning Business Solutions“; of the domain name e-learningbs.com , of the EBS portal , of any EBS software applications, as well as any logo, image, content, and any other distinctive features used by EBS.
12.2 The subscriber does not acquire any rights relating to IT programmes, data base, information, news, contents, personal data and other data published on the EBS Portal, as well as, images, logos, brands, and any other distinctive features, and/or industrial and intellectual property rights and know how used by EBS or other subscribers to the EBS Portal.
12.3 - The subscriber commits not to violate the rights, above mentioned, and not distribute, publicise, communicate, or spread to the public, cede, or give licence or sub-license same, and/or goods or contents, that are parts of or within the contract or to the consent of these, or the goods referred to earlier, from third parties, in any other way, either free or against payment.
12.4 - With subscription to the present contract, the subscriber commits themselves to indemnify EBS from any responsibility and commit themselves to refund EBS of any eventual damages, any costs including legal expenses, sustained in case of claims advanced by third parties and/or other subscribers based on the illegal use of contents, personal data, information, images, social denominations, logos, brands, and any other distinctive features, and/or industrial and intellectual property rights belonging to other third parties and other subscribers.
12.5 - It being said, in respect of imperatives and applicable rules, EBS declares that it will administrate and manage the EBS Portal conforming to the principals and guide-lines decided by the European Union concerning Industrial and Intellectual property.
13 - PUBLICITY ON THE EBS PORTAL
13.1 - With the subscription to this contract the subscriber declares their interest in receiving information relating to on-line and on-site training material, and clearly authorises EBS to use their own personal and corporate data , of suppliers , clients suppliers , employees for web-advertising , web-marketing and direct marketing , for the objective , pertinent and/or connected to EBS’ institutional activities , and to the present contract of agreement , as well as cookies through third parties and/or connections or links to other sites and/or other software applications belonging to partners.
14 – DURATION OF THE CONTRACT OF AGREEMENT
14.1 - The present contract has an annual duration starting from the subscription date registered by both parties.
14.2 - For subscribers who are User/Student, candidate and employee the contract of agreement is intended to be tacitly renewed except when the subscriber requests EBS the cancellation of his account and profile on the EBS Portal via a specific procedure existing on the EBS Portal, or via an e-mail cancellation request, at least thirty days of the first contract’s expiry or periodic renewal.
14.4 - For the subscribers who are Companies, Managers, E-teachers and E-tutors , the agreement is intended to be tacitly renewed if the subscriber doesn’t send to EBS a written request via registered post, at least one hundred and eighty days of the first contract’s expiry or periodical renewal.
15 - NON TRANSFERIBILITY OF THE CONTRACT BY THE SUBSCRIBER
15.1 - The subscriber cannot in any way or in any form sign over to a third party, even paryially, the contract without the written consent from EBS.
15.2 - EBS reserves expressly the right to cede, against a fee or for free, and/or to locate entirely or in part, the EBS Portal to third parties, or to concede to them any kind of rights related to the EBS Portal.
15.3 - In the case of EBS intending, at their indisputable discretion, to use the rights as mentioned above giving notice to subscribers on the EBS Portal and/or via sending an e-mail notification to the subscriber.
16 - TERMINATION CLAUSE
16.1 - Apart from the added refund of damages and/or and the application of further interest on delayed payments/arrears by law to the charge of the defaulting party, the present contract will be cancelled by law if the subscriber violates just one of the obligations on their own behalf of the present contract.
16.2 - If any of the above mentioned events happens, the cancellation of the contract will take place by law from the moment the subscriber receives an email stating the contestation of the default and the intentions of EBS to use the present termination clause.
16.3 - In case the subscriber violates any of the rules in this contract, EBS can use their incontestable discretion, to suspend the subscribers access to the EBS Portal for a determined period of time that EBS considers appropriate, or cancels the contract without having to refund, not even partially; the fees paid by the subscriber will be kept as penalty fees apart from any other legal actions relating to further and major damages. These penalties will be paid independently of the proof of damages. General terms and conditions relating to the subscription to the EBS Portal.
17 – EXONERATION OF THE RESPONSIBILITY OF EBS
17.1 - EBS will not responsible for damages, directly or indirectly, accidentally or consequentially, the loss of earnings, loss of business, and/or professional/commercial opportunities and all else tat can be derived from the administration and management of the EBS Portal and from the use of products and services provided, in case of mistakes, omissions and inaccuracy while sending information/data,not even in the case of interruptions, suspensions of service, delays and other anomalies in the performance of the EBS Portal and the delivery of EBS portal products and services, even as a result of technical problems, other than that directly or indirectly explicable through wilful misconduct or gross negligence on the part of EBS.
17.2 - EBS will not be responsible for damages, directly or indirectly, accidentally or consequentially, for any loss of earnings, loss of business and/ or commercial or professional opportunities and any others that could derive from IT intrusions, or other illegal interference from unauthorised third parties as well as commercial fraud or any other incorrect and illegal behaviour of associated Companies, other than that directly or indirectly explicable through wilful misconduct or gross negligence on the part of EBS.
17.3 - Under no circumstances can EBS be held responsible for the malfunctioning of the EBS Portal or other software applications, directly or indirectly, attributable to EBS or to the improper behaviour or conduct of their suppliers or partners.
17.4 - Under no circumstances can EBS be held responsible for the fulfilment of the obligations arising from contracts concluded between subscribers, or from contracts concluded between subscribers and third parties in relation to the provision of the products or services offered through the EBS Portal.
18 - RESPONSIBILITIES OF THE SUBSCRIBERS
18.1 - The subscribers will take full responsibility regarding their own information and personal data or that of other subscribers, and/or of third parties, provided, communicated, published, and/or registered on the EBS portal and release EBS from all responsibility concerning interpersonal or working relationships, professional or commercial conducted between other subscribers. Therefore EBS will not be responsible for errors, omissions, or inaccuracies that may be presented in data placed on the EBS Portal by the subscriber and/or other subscribers; or for any other problems that may occur between subscribers.
18.2 - Where a dispute amongst subscribers might arise, and where legal action may be taken by the subscribers or third parties, the subscriber is obliged to refund EBS for any damages caused by these actions directly or indirectly, we will proceed to claim full payment of any costs and expenses sustained, including legal costs.
19 - PROTECTION OF THE EBS IMAGE
19.1 - The subscriber, besides their other obligations mentioned in the present contract, commit themselves to:
a) Operate the EBS Portal respecting the high standards of correctness and professionalism, and in any case, avoid any action, initiative, or behaviour which will any way compromise, inconvenience, or be detrimental to the EBS image and reputation; or that could cause prejudice towards or bring disrepute to EBS, other subscribers, or third parties.
b) to ensure that its managers, collaborators, employees, subordinates, representatives and anyone else who participates in activities connected to the present contract, as suppliers or consultants; avoid any action, initiative, or behaviour that compromises the above mentioned.
20 - PRIVACY OBLIGATIONS
20.1 - The subscribers commit themselves to respect and pay respect to the obligations of secrecy, even after this contract ends, for a period equal to two full years, by its managers, collaborators, employees, subordinates, representatives, and anyone else connected with this present contract as suppliers or consultants, related to all the information, personal data, documents, and notices, in whichever manner supplied, that must remain reserved and not for public use or spread.
21 - SECURITY OBLIGATIONS
21.1 - EBS and through its partners, commits to the application and to apply to the EBS Portal and to all internet communications, the procedures and measures of security appropriate and necessary, to the full state of knowledge and techniques, to guarantee the security and avoid the risks of unauthorised access, tampering, delays in registration, in the processing , destruction, or loss of information and/or transmitted data.
21.2 - The subscriber commits to respect all the privacy rules and information security in force, as well as all the other indicatives established by EBS now or in the future. The subscriber also commits to immediately informing EBS of any anomalies discovered in the use of the authentication credentials thought to be suspect deriving from attempt to gain unauthorised entry, of intrusion, tampering, or any other illegitimate acts by third parties or other subscribers.
22 - PROTECTION OF PERSONAL DATA
22.1 - EBS commits itself to treating subscribers personal data with due care and diligence and to not revealing that information to unauthorised persons or to use them for any other purposes outside the terms and conditions of this contract.
22.3 - Both parties will act as autonomous owners of the agreement as relates to personal data communicated and recorded directly or indirectly and commit themselves to adopt the minimum security measures necessary in the fulfilment of the norms of privacy, and respecting all those responsible, and incurring the right of reservation of its information classified as private.
22.4 - EBS acts as owner of the agreement as relates to personal data collected and processed during the registration, administration, and management of the EBS Portal in the quality of the Responsible External Privacy of the subscriber as relates to the treatment of common personal data, sensitive and legal information collected and treated from the subscriber acting as a Company.
22.5 - The subscriber declares that they have read the privacy and cookies policy and consents to the agreement for the finalisation foreseen in the present treatment, commits to nominating EBS as that responsible for the treatment and the for the activities mentioned above.
23 - COMMUNICATIONS
23.1 - Except for cases expressly indicated, or under legal obligations, the communications between EBS and its subscribers will preferably happen via e-mail, using the approporiate e-mail addresses (indicated on the EBS portal as concerns EBS and communicated by the subscriber when registering , agreeing to, or modifying their personal profile on the EBS portal. This will be considered by both parties as a valid communication medium and whose production in court cannot be part of any contestation since they are only informative documents.
23.2 - Both parties can at any time change their email address/s as long as the other party is immediately informed of this change or changes.
24 - CHARGES AND EXPENSES
24.1 - The eventual contractual fiscal charges and expenses relative to this contract are to be borne by both parties.
25 - ATTACHMENTS
25.1 - The following attachments constitute an integral part of this contract:
- Attachment A : “ Special terms and conditions of subscription to the EBS Portal“
- Attachment B : “Terms and conditions of sale of the EBS Portal“
- Attachment D : “The EBS Cookies Policy“
26 - DISPUTES AND JURISDICTION
26.1 - In case of any controversy deriving from the present contract or related to it , the parties involved will do their utmost to seek an equable and honourable solution.
If the controversy cannot be solved amicably or through a process of conciliation, or six months from the start of the process, it will be subjected to the jurisdiction of the Court of Spanish.
27 - FINAL CLAUSE
27.1 - The present contract, including the premises and attachments that are a substantial and inseparable part, integrally contains all the agreements between the parties concerned and replaces all previous oral or written agreements.
27.2 - The invalidity and/or ineffectiveness should it appear to be the case of one or more of the clauses will not invalidate make ineffective, the present contract.
27.3 - The subscriber renounces the right to contest the present contract and of all future contracts stipulated on=line or through the exchange of e-mails citing for any motive information instruments and/or the internet.
27.4 - The present contract remains valid and effective even when EBS decides to transfer against fees or without cost, to rent or locate the EBS portal to third parties, or to concede any rights of same to the EBS portal itself.
28 - APPLICABLE LAWS
28.1 - The present contract is regulated exclusively under Spanish law, even that provided under Article 3 of the Conventions 80/934/CEE on the applicable laws and contractual obligations.
Upon checking the box “ Acceptance of the terms and conditions of subscription , use and sales and conditions of the EBS Portal“, the subscriber declares that they have carefully read the contract and have expressly approved the articles and/or clauses below indicated:
- Art. 3 - Conditions of subscription
- Art 7 - Services provided to subscribers
- Art 8 - Fees for subscription and other services
- Art 9 - Subscribers obligations
- Art 13 - Publicity on the EBS Portal
- Art 14 - Duration of subscription
- Art 15 - Untransferability of the contract by the subscriber
- Art 16 - Express Resolution Clause
- Art 17 - Exoneration of responsibility on the part of EBS
- Art 18 - The responsibilities of the subscriber
- Art 26 - Disputes and competent Courts
- Art 28 - Applicable laws
SPECIAL TERMS AND CONDITIONS FOR SUBSCRIPTION TO THE EBS PORTAL
A - SCOPE OF APPLICATION
These general conditions regulate the relationship between the EBS Portal, EBS, and its subscribers and between the subscribers themselves (from now on referred to as “relationships").
The relationships, mentioned above, are effected before access to the EBS Portal and/or other EBS software applications, through Internet connections.
The present special conditions can be integrated with other eventual contracts subscribed to between the parties and other specific conditions which exceptionally the parties wish to establish, time by time, during the conclusion of the contract. In case of anomalies or due to some conflict or disagreement, the other contracts and/or individual specific conditions will prevail on the present special conditions approved in writing by the parties involved.
B - SUBSCRIPTION TO THE EBS PORTAL
By agreeing to join the EBS Portal and use the EBS Portal and/or other software applications and/or EBS products and services, the subscriber agrees to conclude a binding legal agreement with EBS based on full acceptance of the general conditions in the subscription contract, agrees with the subsequent special conditions of subscription, with the EBS conditions of sale, and the privacy and cookies policies.
When the subscriber is using the EBS Portal on behalf of a Company or a legal entity or person, they will be legally bound by this contract.
C - AUTHORISATION OF SUBSCRIPTION
As an interested party, the subscriber is the owner of the personal data supplied and can request cancellation at any time, unless he has already shared personal data. Information or contents with other subscribers or companies who have not wanted to cancel, or have been copied or archived by other Companies. In this case it is up to the subscriber to request the cancellation of the data held by them or other subscribers.
By subscribing to the EBS Portal, the subscriber concedes to EBS a non exclusive right, irrevocable, valid world-wide, perpetual, unlimited, able to be ceded, sub-licenceable, completely paid for and not subject to copy royalties, prepare derivative works, improve, distribute, publish, remove, handle, change, process, analyse, use and commercialise; in any way known now or in the future, any kind of information supplied, directly or indirectly, to EBS via the EBS Portal, included but not limited to, creative contents , ideas, concepts, to techniques or to general data pertaining to the use of services conceded to EBS, without further consent, notice, and/or payment to the subscriber or third parties.
The subscriber insures and guarantees, at their own risk to be authorised to treat, to register and/or to communicate via the EBS Portal, information, or their own personal data and/or of other subscribers or third parties, and that information is exact, non-confidential, and not in violation of any contractual limits or other contractual limitations, or legislation, or other rights of third parties .
By furnishing us with this information the subscriber commits to keep it exact and updated on the EBS Portal.
D - SUBSCRIBERS SUITABLITY TO USE THE EBS PORTAL
To be able to use the EBS Portal, the subscriber must possess all the correct contractual requisites and in particular be considered an adult under Maltese law, will not have been expelled or excluded as a participant from the EBS Portal, will not be an EBS competitor, and will not use the EBS Portal for any other purposes than those designated by EBS policy, to maintain only one subscription at a time in the EBS Portal as a user/Company, and/or E-teacher, or E-tutor; to have the full power and capacity legally to conclude this contract, even in the name of another legal person that may eventually represent , to not violate, whilst subscribing to the EBS Portal, any other contract in which they may have a part, not to violate any EBS directive, including all intellectual and industrial property rights and know-how, to accept to procure for the right costs all the equipment, software and internet access necessary to participate and operate in the EBS Portal.
E - AUTHENTICATION CREDENTIALS
By subscribing to the EBS Portal, the subscriber agrees to: keep their own authentication credentials in a safe place, keep secret their authentication credentials, not permit anyone else to use these credentials, and/or their own profile/account on the EBS Portal; refrain from making sales, any commercialisation, or any other type of transfer to any other body, ownership of their own profile or account on the EBS Portal or to third parties, to refrain from allowing access to anyone to enter any area of the EBS Portal and/or EBS software applications and/or any information or personal data contained therein; to be responsible for anything that happens and/or any kind of activity that is carried out whilst accessing the EBS Portal using their own profile/account unless they can demonstrate that they closed it, and/or that security has been compromised for reasons not attributable to the subscriber.
F - LIABILITY AND COMPENSATION
In subscribing to the EBS Portal, the subscriber agrees implicitly to indemnify, keep safe, and refund EBS for any damages, losses, loss of earnings or profits, the expenses and costs (direct or indirect) relative to claims by third parties, requests for charges, and/or requests for damages and any investigations or legal procedures that arise from negligence or carelessness whilst observing the contractual conditions of EBS, comprising, without limits, the inputting of contents that violate the rights of third parties or laws applicable and in force, and/or contents and/or other activities revolving around the use of the EBS Portal.
EBS does not control or examine the contents generated within the subscribers account and does not furnish ior guarantee or insure in relation to the commerciability or suitability of the products or services offered or delivered , nor the accuracy of information published or advertised , nor to the assent to violate the law on the part of a subscriber.At any point where the subscriber is not satisfied with the EBS Portal, or feels that they have been damaged by EBS, the subscribers or third parties, can at any moment cancel their profile/contract and/or terminate this present contract according to the methods provided in the contractual clauses specific to this, this being the only resolution and remedy available to the subscriber. EBS is not responsible and does guarantee or insure any sent messages, from or to, transmitted through the EBS Portal and moreover does not guarantee or insure that the effective use of the portal by subscribers will not violate the rights of third parties. Whatever materials, services or types technology described or used on the EBS Portal can be the subject to the intellectual property rights and ownership of third parties under a license of use specifically granted by EBS. EBS is under no obligation to verify the veracity of suitability of subscribers identities (that subscribe to the agreement) and has no obligation to control the use of the EBS portal by other subscribers. Indeed EBS rejects all responsibility for identity fraud, or any other illegal use by other subscribers. EBS does not guarantee that the products or services supplied will work without interruption or without functional errors, in particular, the functioning of the EBS Portal can be temporarily interrupted for maintenance reasons, technical changes or improvements carried out on the site at any given time.
G - PAYMENTS
If the subscriber decided to purchase products or services offered by EBS or other subscribers against payment , even through one-off payments or by subscription, the subscriber accepts that EBS memorises the banking and other financial information used for the payment. Also accepting the payment (other than the price of or rental of) of the applicable fees charged for the provison of services such as e-booking, e-commerce, web marketing and web advertising and related taxes, the subscriber commits themselves in cases of bankruptcy to re-imburse all the costs and interest accumulated for whatever amount in arrears . Relating to subscription services, the subscriber commits themselves to paying the fees and commissions due until the date until the end of the contract.
Also, the subscriber recognises that all the EBS products and services are subject to this contract and to all contractual conditions and additionally communicated and correlated to their supply.
H - VARIATIONS
Whenever a subscriber considers that they have the right or feelthat they are forced to act in a way different to the contractual conditions above, due to mandatory standards and requirements, they must firnish EBS with a detailed explanation that justifies their reasons for these actions at least thirty days before taking this action in a manner contrary to these clauses , so as to enable EBS to find an alternative solution to the situation by whatever means possible.
I - COMMUNICATIONS
In subscribing to the EBS Portal, the subscriber accepts that, having effected any type or kind of communication (even contractual changes) on their behalf, EBS can collocate a message/banner/notice on its pages in the area reserved for the EBS Portal to advise them an/or communicate with them through their profile or account on the EBS Portal and/or through other methods of communication including e-mail (via the email address associated their profile or account), the mobile telephone number, the fixed telephone or via courier or by post .
The subscriber also accepts and recognises that EBS cannot be held responsible in relation to or following the failure to add their contact information and/or the failure of receipt of this information sent via the methods already described .
EBS reserves the right to offer various networking services to its subscribers (such as, for example, forum, blog, chat, reviews, newsgroups...) where each subscriber can publish information, personal data, observations, comments, and opinions. EBS, as well, can permit the exchange of personal and commercial information,between subscribers, comprising of links to articles and other information like work opportunities, reports on products or services, or other contents to the subscribers profile.
EBS, can at any time, close transfer or remove groups or web-pages or other contents that violate the contractual clauses contained in the EBS Portal contract or the intellectual and industrial property rights or any other rights. You are advised that the ideas, or published personal data, registered, or shared on the EBS Portal can be seen, used, or treated by other subscribers to the EBS Portal and that EBS cannot guarantee that these contents will not be used or shared amongst other subscribers. Whenever a subscriber has an idea or information or personal data that they wish to remain secret, reserved, or that they do wish to have communicated, made known, treated or used by other parties, or being subjects under the rights of third parties, that might be violated through sharing, this need not be communicated for any reason on the EBS Portal. EBS is not responsible for the improper use or the illegal misappropriation by subscribers of any content or information or personal data published, registered, shared, or communicate on the EBS Portal. Through the sending of ideas, suggestions feedback, documents, and/or proposals via the EBS Portal web page, the subscriber recognises and accepts that their contributions do not contain reserved or private internal information or that may be in violation of the law and that EBS has no obligation of reservation, expressly or implicitly.
The subscriber recognises, consents and accepts that EBS can communicate their subscription and/or any other information and/or personal data, under legal or contractual obligations (or whatever else is deemed necessary) for the resolution of legal or judicial proceedings (including, for example: civil citations and penalties, tribunal orders or directives, or other obligatory communications) to execute contractual obligations, to respond to claims of violations of third party rights, to answer questions and/or requests from other subscribers, or for the protection of rights, ownership or personal security of EBS and its subscribers.
The subscriber is responsible for the proper conduct of any interaction with other subscribers.
EBS can limit the number of connections that the subscriber can have with other subscribers and can, in some circumstances, inhibit the contact amongst other subscribers of the EBS Portal or limit in other ways the use of products or services of the EBS Portal.
EBS reserves the right, without obligation, to control disputes amongst subscribers and to restrict, suspend, or close the profile or account of whomsoever is affected, at their unique and unchallengeable discretion, whatever is necessary to take such full action deemed necessary to the above defined clauses.
L - APPLICATIONS
EBS can offer applications, products, and / or services to its subscribers even through APP EBS.
The EBS mobile applications can be different on the basis of those applications that are supplied by third parties. Whenever the subscriber uses an EBS application or interacts with a web-site or a plug-in application developed for EBS, accepts that their information or personal data can be communicated, including, for example, the device used, the internet service provider, its position, and/or the web pages transmitted through a mobile EBS application in one’s browser. Besides this, through importing information and personal data through a mobile EBS application, the subscriber declares that they are authorised to share this information with a telephone operator or other suppliers. In case the subscriber changes or de-activates the mobile telephone number registered on the EBS Portal, they must immediately alter this information on their EBS portal profile/account to avoid eventual messages that could be sent to others and/or could be acquired from the old telephone number. In cases to the contrary, EBS is not in any way responsible. The subscriber recognises that they are responsible for all the expenses and authorisation necessary to access the EBS Portal through their own Provider and/or their fixed line telephone operator and mobile. In the end, in the usage of an EBS application, the subscriber explicitly confirms acceptance of the terms and conditions of the subscription contract and/or any licences connected to any applications at the moment of download or their installations or their successive use.
EBS can include Links to third party web-sites, in their applications and elsewhere. EBS cangive permission even to third parties to create applications, that will provide services and functions for the EBS Portal to use, data and development tools placed at the disposition of EBS or proprietors.
EBS, as well, has not selected, verified, or supported any of these applications for the EBS Portal.
As a consequence, whenever the subscriber decides to access a web-site or an application belonging to a third party, they do so at their own risk and place themselves in danger, and without any guarantee of use as regards this contract in any case will not find any application of the same.
Whenever the subscriber permits a web-site or third party to authenticate or connect with their profile/account on the EBS Portal, that application or site can access the information or personal data present on the EBS Portal.
M - PRIVACY
We invite our subscribers to read attentively and integrally the privacy and cookies policies of EBS before deciding to join the EBS Portal and give the agreement appropriate to the contract. Please remember that all information, declarations data and contents (like the Menu or photograps) able to be registered on the EBS Portal can reveal data that is personal and sensitive. The subscriber recognises that the sending of any type of information, declaration, or personal data is done so at their free will and is effected within the norms of protection material of personal data or personal data related to third parties that this information has been obtained with the consent of the interested parties necessary for this agreement.
N – AVAILABILITY OF SERVICES
EBS reserves the right to modify, substitute, refuse access to, suspend, or interrupt unilaterally the EBS Portal, partially or completely, to change or modify prices, in all or in part, of services and/or products at its absolute discretion. All these changes become effective through a one-off notification on the EBS Portal, and/or the subscribers reserved area and/or that communicated via e-mail or in any other way, excepted when indicated otherwise. EBS reserves the ultimate right to withhold, remove, or get rid of any available content on the subscribers profile/account, with or without prior notice, deemed to be illegal or contrary to the contractual clauses.
O – SUBSCRIBER ACTIVITIES
EBS PORTAL TERMS AND CONDITIONS OF SALE
A – SCOPE OF APPLICATION
With the following terms and conditions of sale we set up the trading relations between the EBS Portal and between the members and EBS, as against the other members.
To be able to order and effect purchases on the EBS Portal , members must be at least 18 years old.
B – ORDERS AND METHODS OF PURCHASE
To send and effect a purchase on the EBS Portal, you only need to visit one of the web pages in the EBS Portal product and services catalogue, place in your trolley the products and services you wish to buy, effect access with the proper authentication credentials (or register in the case of initial access) and effect payment. Before placing the final order, the members will be able to correct and then confirm the order. Once completed the member will be sent a web order number.
On receipt of the order, EBS will send the member an e-mail confirming receipt of the order.
After processing and preparing the order and verification of payment, EBS will send the member an e-mail of order acceptance and confirmation of the details relating to the products or services ordered.
The acceptance of the order is exclusively at the discretion of EBS.
The sales contract between the member and EBS is only considered complete once an email is received from the member confirming acceptance of the order.
C - PRICES
EBS reserves the right to change, at any time, the prices of products and services in the catalogue published on the EBS Portal and to correct any incorrect prices that might inadvertently appear. These modifications to the prices will not affect any orders already placed and accepted by EBS. In case of a price error, the member will be informed and can decide to proceed with the corrected price or cancel the order without any penalty of costs attached to the change.
D – CANCELLATION OF ORDERS AND DEALING WITH RETURNS
The members have the right to cancel orders, return products or rescind a contract of services for any reason. To return a product purchased from the EBS Portal or cancel a service contract, the member must advise EBS of their intentions within 14 days from the date of physical receipt of the product or products, or from the date stipulated in the service contract. If the member has ordered several products on the same order, the member needs to advise EBS of their intention to return these products within 14 days of having physically received the products contained in the order.
To exercise your rights, the member must inform EBS clearly of their intentions to return a product/products or to cancel an order or service contract sending a registered letter as indicated by these terms.
Having communicated their intentions to return a product/products, the member had 14 days to return it, together with the original receipt and cost of postage. Once EBS has received the returned product/s or where the member has decided to return it via a courier, but not until EBS has received the product/s, the member will receive from EBS a full refund within 14 days. If the product/s is damaged then the amount of the refund will be counter-balanced against value of the damage caused to the product/s.
The member cannot cancel orders related to software products, multi-media, web or digital, purchased or subscribed to, except in case of serious defects or non-conformity, if it has already started to be used, or the download has been initiated, or the contents have been accessed or the contents were made available within an area reserved for EBS portal members, in which case it is confirmed that the right of withdrawal no longer applies.
E - PAYMENT
EBS offers the following methods of payment: Credit Cards, Paypal, Bank Transfers, and other methods of payment arranged and agreed with EBS.
If the member is paying with a credit card, at the moment of dispatch of the order, the amount equivalent to the cost of the product and its postage will be blocked on that same card. If EBS does not receive the authorisation for the card to be debited by the cards issuers, the member will be immediately informed another method of payment can be offered. The value of the order will only be debited once the order has been accepted by EBS.
EBS reserves the right to confirm the identity of the card’s owner by requesting the appropriate documentation.
If the member pays via a bank transfer, the member will be sent an email to proceed with the payment.
Once the payment is received, the member will be advised, and the order will be processed.
Once the order is prepared the member will be advised , via email, that the order has been accepted and will include the delivery details. If EBS does not receive the payment within thirty days from the date of receipt of the email by the member, that order will be cancelled.
F - PRODUCT GUARANTEE
All the products bought by our members from the EBS Portal, are covered by legal guarantees from the sellers.
The member has the right to have a defective product repaired or replaced by EBS within twenty four months of receipt of that delivery.
The defect must be registered with EBS within two months of its discovery.
G - EBS CLIENT SERVICES
In cases of problems with orders or any other matter, the member can contact EBS Customer services by sending an e-mail to email@example.com or fill in a form on the web-site : www.e-learningbs.com/en/contact-us