Streams Terms & Conditions
Digital Petra is a trading name of Digital Petra Limited, a company registered in England and Wales with a company number of 12292646 and a registered office at 6 Kings Row, Armstrong Road, Maidstone, Kent, England, ME15 6AQ (hereafter “Digital Petra”, “we” or “us”). We are a worldwide provider of digital skills training, including via the Streams program which is a bespoke program of human-centered online courses, delivered live. These Terms & Conditions apply to our Streams program which is operated by our trainers via video-conferencing tools and provides access to a range of online courses (each a “Course”) and our Open Forum services (“Open Forum”).
SECTION A: OVERVIEW
1. How we work: We provide the ability for you, upon signing a Booking Form and accepting these Terms & Conditions, to allow your designated, named employees and contractors (each a “User”) to participate in our Services (as defined in Clause 2 below).
2. What do we provide access to: We allow Users to access a wide variety of virtual learning courses which are delivered live by one of our trainers. We provide you with a designated point of contact (a “Course Concierge”) who will help you to plan which Courses are suitable for you and your Users. You will work with the Course Concierge to build your own tailor-made program of Courses. The Course Concierge will be your designated point of contact for all questions and administration relating to the provision of Courses to you and your Users. We also provide access to Open Forum (as detailed further in Clause 4), which, together with the provision of the Courses, are collectively known as the “Services”.
3. Personal Data: You agree that we are joint data controllers in respect of any personal data that we process in accordance with the performance of the Services (where “data controller”, “personal data” and “process” all have the meanings as set out in applicable data protection legislation, including the GDPR). You confirm that you are in compliance with all applicable data protection legislation in providing any personal data to us relating to you or any of your Users, including having a lawful basis on which to transfer such data to us. Further details on our personal data practices are set out in our privacy and cookies policy on our website https://digitalpetra.com/build-your-own-program/ (the “Website”).
4. Course Program and Open Forum Licence: Details of the Courses available are listed on the Website or available from us on request. You can contact the Course Concierge at any time if you have any questions as to which Courses might be most suitable for your Users. We will also contact you, unless you ask us not to, via your mobile number in order to send you an SMS reminder of any upcoming Course. The Course Concierge will be in regular contact with you as to which Courses are available. You and your Users will also have access to Open Forum which allows you to view the availability of our trainers via our provided booking service. This service allows you and your Users to book time with trainers to discuss any specific issues that you have. This service is subject to our trainers’ availability and we cannot guarantee that any trainer or any particular time slots will be available at any time. No other colleagues or interested parties who are not named Users may participate in any training session. We reserve the right to immediately terminate these Terms & Conditions should you breach the provisions of this Clause and no refund of the Subscription Fees will be due to you as a result.
SECTION B: REGISTRATION
5. Booking Form: You must agree to both these Terms & Conditions and the associated Booking Form in order to permit Users to participate in our Services. Where there is inconsistency between the Booking Form and these Terms & Conditions, the Booking Form will prevail. The Booking Form details:
a) how many Users will be able to participate in our Services, and their names, mobile phone numbers and e-mail addresses which will allow us to provide them access details of how to participate in the Services;
b) your contact details;
c) the amount of the Subscription Fees;
d) any Special Terms varying these Terms & Conditions.
6. Registration: By signing the Booking Form which incorporates these Terms & Conditions, you:
a) accept and agree to such Terms & Conditions and the associated Booking Form;
b) confirm that you have provided Digital Petra with information that is true, accurate and up-to-date, including with respect to each of your Users;
c) confirm that you, and your Users, have not previously had access to our Services denied by Digital Petra; and
d) shall comply, and procure compliance by your Users, with all of the terms of these Terms & Conditions, in particular the provisions around individual User access and IP. You shall remain responsible for the actions and/or omissions of your Users as if they were your own.
7. Responsibility for Access: It is your responsibility to ensure that you have appropriate technical requirements in place for your Users to access and participate in the Services. You are responsible for the costs your Users incur in accessing and participating in the Services, including internet usage charges.
8. Rejection of Registration: Digital Petra reserves the right to withdraw access to its Services to anyone for any reason, in its sole and absolute discretion. Digital Petra may at any time and for any reason (taking any required technical or legal steps) terminate or suspend a User’s access to or participation in the Services, including any Course, including if you or a User are in breach of any of these Terms & Conditions.
9. Confirmation: Once you have completed registration, in accordance with Clauses 5 and 6 above, and confirmed your acceptance of these Terms & Conditions by signing the associated Booking Form, each designated User (as specified in the Booking Form) will be sent a confirmation email which shall detail how a User is able to access and participate in the Services, (including any Course (as selected by you with assistance from the Course Concierge)). You acknowledge and agree that you are solely responsible for each of your Users’ use and participation in the Services, including any Course, and shall be liable to us for any damage or loss that we suffer as a result of any User’s breach of these Terms & Conditions.
10. Number of Users and Transfers: The rights granted under these Terms & Conditions are granted to you and your Users only for your internal business purposes. Each User is a named User. If such User changes, you must notify us so that we can terminate that User’s access to our Services and, if you so request, transfer the registration to another of your employees and/or contractors working exclusively at your office within your business. Such transfers shall, however, be limited to a maximum of two transfers per individual User subscription per Subscription Period. You are solely responsible for providing us with the details of the new User following any such transfer and we shall not be liable for any damage or loss that you suffer as a result of you failing to provide such details or providing inaccurate details.
11. Access details’ security: You shall ensure that each User keeps his/her access details confidential and does not disclose them to any third party. If you discover that any Course is being accessed and used by third parties who are not Users you agree to inform us immediately. We may audit attendance at our Courses. If such audit reveals that access details have been provided to individuals who are not Users, and without prejudice to our other rights, you shall promptly destroy such access details and shall not issue any new access details to such individuals. We will have no liability to you for any claims, losses or damage caused to you as a result of your breach of this Clause.
SECTION C: SERVICE PARTICIPATION AND OUR INTELLECTUAL PROPERTY
12. Our rights: We own (or have a licence to use) all intellectual property rights subsisting in the Services (including all articles, videos, photographs, images, text, fonts and designs), as well as the materials comprising the content of our Courses such as slide decks, notes, videos and guidance notes (“Course Materials”) (“Course Material IP”). All right, title and interest to the Course Material IP remains with us or our licensor(s)(as the case may be).
13. Licence to participate in the Services: Subject to your compliance with these Terms & Conditions, including payment of the Subscription Fees, Digital Petra will provide access details to each designated User entitling that User to be granted a non-exclusive, non-transferable, revocable, personal licence to participate in the Services, including a right to access and use the Course Materials and associated Course Material IP, as selected by you. The licence is personal to each User and should Digital Petra establish or have legitimate reasons for suspecting that you are using access details for more than one User it shall have the right to suspend and/or terminate all your Users’ access to the Services (including any Course) until you demonstrate, to Digital Petra’s reasonable satisfaction, that the User limits have been adhered to.
14. Restrictions: You may not, and shall procure that your Users shall not, in relation to participation in the Services (including the Course Materials):
a) distribute, transfer, charge, assign, rent, lease, lend, sell, transfer or sublicense the Services or any part of it (including any Course Materials) other than for its intended purpose;
b) circumvent or manipulate our pricing structure, billing process or fees owed;
c) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, distribute, alter, reverse engineer, decompile, disassemble or otherwise reduce to human perceivable form all or any part of the Services (including any Course Materials) except to the extent that the foregoing restrictions are not prohibited by applicable law;
d) attempt to obtain, access, alter, or destroy all or any part of the Services (including but not limited to Course Materials, data files, programs, procedures and/or information of Digital Petra);
e) access, transmit, create or store any virus, worm, trojan horse, bot or other destructive or contaminating program when participating in the Services; or
f) deploy, when participating in the Services, any bot, spider, web crawler or other automated query program at any time for any reason.
15. Course Updates: Digital Petra will endeavour to update the Course Materials to ensure that they reflect the latest industry developments. However, Digital Petra makes no guarantee as to the speed with which such updates will occur.
16. Content: Any content that you or any User submits to us when participating in any Course or otherwise (“Content”) must not:
a) incite, advocate, or express pornography, obscenity, vulgarity, profanity, hatred, bigotry, racism, or gratuitous violence;
b) misrepresent the source of anything posted or uploaded, including impersonation of another individual or entity;
c) include content that is protected by intellectual property rights, rights of privacy or publicity, or any other applicable law unless you (or the User (as applicable)) own or control the rights thereto or have received all necessary consents;
d) be intended to harm or exploit minors in any way;
e) invade anyone’s privacy by attempting to harvest, collect, store, or publish private or personally identifiable information, such as passwords, access information, credit card numbers, addresses, or other contact information without their knowledge and willing consent;
f) be illegal or violate any applicable law;
g) threaten, stalk, defame, defraud, degrade, victimise or intimidate an individual or group of individuals for any reason; including on the basis of age, gender, disability, ethnicity, sexual orientation, race or religion; or incite or encourage anyone else to do so;
h) harm or disrupt, or intend to harm or disrupt, another user’s computer or allow you or others (including Users) to illegally access software or bypass security, or servers, including but not limited to spamming;
i) attempt to impersonate anyone (including a company or organization) or erroneously claim or imply (including through omission of fact) that you or any User represent a company or organisation;
j) contain or otherwise reasonably be considered as ‘junk mail’, ‘spam’, ‘chain letters’, or ‘pyramid schemes’;
k) mischaracterise content you or any User posts or uploads or contain the same or similar content to other content you or any User has already posted; or
l) attempt to manipulate the Services we provide, including provision of any Course.
17.Licence to use Content: Any Content (excluding personal data (as defined in the Data Protection Act 1998 or any successor legislation, including the GDPR) which shall be dealt in accordance with such legislation) shall be considered neither confidential nor proprietary. We shall have no obligations with respect to such material and shall be free to host, display and otherwise use such Content for any purpose anywhere in the world.
18.Problems: If you are having problems accessing your Streams product, please contact your Course Concierge or email@example.com
19. Course Availability: You acknowledge that Digital Petra may, at its absolute discretion, take down any Course or any part of a Course, including the Course Materials, at any time and for any reason.
SECTION D: PAYMENT
20. Subscription Fees: You must pay subscription fees (the “Subscription Fees”) in order for your Users to access and participate in the Services, such fees set out in the Booking Form. The Subscription Fees are valid for the Subscription Period (as specified in the Booking Form), such Subscription Period commencing on the Effective Date (as specified in the Booking Form).
21.Payment: You shall pay the Subscription Fees via one of the available payment methods as detailed in the Booking Form. All payments by credit or debit card are subject to checks by us, your card issuer and any payment provider.
22.Renewal and Cancellation: Renewal of the Subscription Period is available on the terms set out in the Booking Form. You may cancel your subscription at any time by contacting your Course Concierge or firstname.lastname@example.org. The cancellation will take effect the day after the last day of the current Subscription Period – no cancellation of the current Subscription Period is permitted. We will not refund you any Subscription Fees already paid to us and any unused portion of your Subscription Fees for the current Subscription Period will be forfeited.
23.Payment Providers: You acknowledge that we merely provide a platform and that we are not a payment provider or a ‘merchant’ for payment. We may provide for payment to be made via a payment provider integrated into the Website. In such instances, we are not party to any agreement between you and the payment provider and are not liable for any claim or liability in relation to payment provision services. You may be bound by the payment provider’s terms which may be different to these Terms & Conditions. Payment providers may decide whether you are suitable to use their services and we are not liable for such decisions.
24.Price changes: We may change the Subscription Fees from time to time and will communicate to you, via email to the Client Contact as noted in the Booking Form, any price changes. Price changes will take effect at the start of the next Subscription Period. Your agreement to renew your Subscription period shall be deemed to be your agreement to the new pricing. If you do not accept the price change then you have the right to reject it by unsubscribing prior to the price change coming into effect.
25. VAT: The Subscription Fees are exclusive of VAT or other taxes (where applicable).
SECTION E: CANCELLING YOUR SUBSCRIPTION, TERMINATION OR SUSPENSION OF YOUR SUBSCRIPTION
26. Cancelling Your Subscription: You may cancel your subscription with Digital Petra at any time by contacting your Course Concierge or email@example.com. We will not refund you any Subscription Fees already paid to us and any unused portion of your Subscription Fees for the current Subscription Period will be forfeited.
27. Suspension of Your Subscription: Digital Petra may, at its sole discretion, without liability, suspend your subscription and/or one or more Users’ accounts if in Digital Petra’s reasonable opinion, you or a User have breached (or Digital Petra suspects you or a User may have breached) the provisions of these Terms & Conditions, including if you allow for another person to participate in Courses using a single User’s access details. Suspension is not a waiver of any right of termination which Digital Petra may have under these Terms & Conditions.
28. Terminating Your Subscription: Digital Petra may terminate your subscription without liability:
a) immediately upon providing written notice if, in Digital Petra’s reasonable opinion, you or a User have breached (or Digital Petra suspects you or a User may have breached) the provisions of these Terms & Conditions, including the payment terms in Section D or the terms set out in Clauses 10 and 11;
b) upon providing one week’s written notice, at Digital Petra’s absolute discretion.
In the circumstances listed in (a) above, Digital Petra will not refund you any Subscription Fees already paid to it, and any unused portion of your Subscription Fees for the current Subscription Period will be forfeited. In circumstances listed in (b) above, Digital Petra may, in its sole discretion, refund you, on a pro-rata’d basis, a proportion of the Subscription Fees equal to the number of months remaining of your current Subscription Period as at the date of such termination.
29. Effect of termination: The termination of your subscription, for whatever reason shall:
a. end all User licences granted under these Terms & Conditions and your Users may no longer participate in the Services;
b. not affect any of your rights, remedies, obligations or liabilities that have accrued during the Subscription Term, including the right to claim damages in respect of any breach of these Terms & Conditions; and
c. not affect the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such expiry or termination.
SECTION F: LIMITATIONS AND EXCLUSIONS OF LIABILITY
30. Restriction on Limitations and Exclusions: Notwithstanding the other provisions in these Terms & Conditions, none of the exclusions or limitations in these Terms & Conditions shall exclude or restrict our liability for death or personal injury caused by Digital Petra’s negligence or for any fraudulent misrepresentation or for any other liability that Digital Petra cannot exclude or limit under any applicable law.
31. Exclusions of Liability: Digital Petra excludes its liability to you for any amount or kind of loss or damage including any direct, indirect, or consequential loss or damages (whether in tort, contract, or otherwise, and that may result to you or third parties arising out of or in connection with:
a) the provision by us to you and your Users of the Services leading to any loss of goodwill, business interruption, business opportunities, loss of profits or contracts, loss of income, loss of anticipated savings, wasted management time or office time;
b) viruses that may infect yours or your Users’ computer equipment, software, data, or other property on account of yours or your Users’ access to, use of, or participation in the Services;
c) any error or omission (whether computer or manmade) in the provision of the Services to you or your Users, including any typographical or programming mistakes or errors;
d) any liability arising out of fraudulent participation in the Services by you or your Users;
e) breach of Clause 6;
f) breach of Clause 11;
g) any decisions made by a third party (e.g., the third party payment provider);
h) any third party claim or liability relating to the provision of a payment providers’ on-line payment services, or for any non-payment by you if the issuer of your card refuses to authorise payments; and
i) any other loss or damage which these Terms & Conditions otherwise state that Digital Petra has excluded or limited its liability for.
32. Limitation of Liability: Subject to Clause 30, we are not liable to you in contract, tort (including negligence or breach of statutory duty, misrepresentation or otherwise) or any other common law or statutory cause of action for any loss or damages which are indirect, incidental, special, punitive, or consequential. Our total liability to you in contract, tort (including negligence or breach of statutory duty, misrepresentation or otherwise) or for any other common law or statutory cause of action or otherwise arising by reason of or in connection with these Terms & Conditions shall be limited to the Subscription Fees paid by you in the 12-month period prior to the date of breach.
33. Force Majeure: Digital Petra shall not be responsible for any breach of these Terms & Conditions caused by circumstances beyond its reasonable control.
34. No Implied Terms: Digital Petra excludes, to the fullest extent permitted by law, any conditions, warranties, terms and undertakings which would otherwise be implied into any contract (whether by statute or otherwise) relating to the Services (including the Course Materials).
35. No Warranties: You acknowledge that whilst Digital Petra will try to ensure that the Course Materials are relevant, accurate, complete and up to date, Digital Petra gives no other warranties of any kind in relation to the accuracy, completeness, currency or reliability of any of the Course Materials and your Users’ participation in the Services (including any Course). In particular, Digital Petra makes no guarantee as to the results that can be expected as a result of your Users’ participation in any Course.
SECTION G: GENERAL
36. General: (a) Changes to these Terms & Conditions: We may update these Terms & Conditions from time to time for legal or regulatory reasons. Any changes will be notified via your Course Concierge. The changes will apply to the participation by your Users in any of our Services after we have given notice. If you do not wish to accept the new Terms & Conditions you should not continue to allow Users to participate in any of our Services. If you continue to allow Users to participate in any of our Services after the date on which the change comes into effect, their participation in such Service shall be deemed to indicate your agreement to be bound by the updated Terms & Conditions; (b) Dealing in rights and obligations: You may not transfer any of your rights or obligations under these Terms & Conditions to any other person. Digital Petra reserves the right to transfer or assign its rights and obligations, in whole or in part, to any person (without your consent); (c) No Waiver: If Digital Petra decides not to exercise or enforce any right that it has against you at a particular time, this does not prevent Digital Petra from later deciding to exercise or enforce that right; (d) Third Party Rights: For the purposes of the Contracts (Rights of Third Parties) Act 1999 these Terms & Conditions are not intended to, and do not, give any person who is not a party to them any right to enforce any of its provisions except for any subsidiary, holding company or other group company of Digital Petra; (e) Severability: If any part of these Terms & Conditions is deemed unlawful, void or for any reason unenforceable, then that part shall be deemed to be severable from the rest of these Terms & Conditions and shall not affect the validity and enforceability of the remaining provisions of these Terms & Conditions. In such cases, the part deemed invalid or unenforceable shall be amended in a manner consistent with applicable law to reflect, as closely as possible, our original intent; (f) Interpretation: references to “including” or “includes” shall be deemed to have the words ‘without limitation’ inserted after them and (g) Entire Agreement: These Terms & Conditions (and such documents referred to herein as forming part of these Terms & Conditions) shall apply between us in respect of the matters described herein to the exclusion of all other terms (including any terms and conditions that you purport to apply). You shall not be entitled to rely on any agreement, understanding or arrangement which is not expressly set forth in these Terms & Conditions.
37. Governing Law and Jurisdiction: These Terms & Conditions and any dispute arising out of or in connection with these Terms & Conditions and/or participation in the Services shall be subject to the laws of England and Wales. We will try to solve any disagreements quickly and efficiently. If you are not happy with the way we deal with any disagreement and want to commence court proceedings, you must do so in the courts of England and Wales.
If you have any questions in respect of these Terms & Conditions, you should contact your Course Concierge or firstname.lastname@example.org.