By submitting an order for an Online Class you confirm your agreement to the following terms and conditions:
"Agreement" means these terms and conditions and the Order.
"Customer" means the individual or company submitting an Order to Satchel.
"Course" means a course or training delivered virtually either (i) live or (ii) recorded via the internet.
"Event" means a specific organised Online Class.
"Online Classes" means a class or Course.
"Order" means any of (i) the Satchel education order form, (ii) the shopping cart via the Online Class web shop, (iii) via an email which the Customer submits to Satchel to procure the Event, (iv) the online payment platform which includes the subscription model or (v) any other mechanism set up by Satchel.
"Platform" means the Satchel Classes webpages and/or applications.
"Satchel" means Teachercentric Limited (Company Number: 06055034), with its registered office at 3rd Floor, 65 Clerkenwell Road, London EC1R 5BL, United Kingdom.
Headings are for convenience only and shall not affect the interpretation of this Agreement.
All obligations of either party which comprise more than one person or entity shall be joint and several.
The use of the neuter singular gender throughout this Agreement shall include all genders and the plural.
An Order constitutes an offer by Customer to participate in the Events specified in the Order subject to these terms and conditions. Such offer shall not be deemed to be accepted by Satchel unless Satchel expressly confirms its acceptance (rather than an acknowledgment of receipt of Order) in writing to the Customer. A confirmation of the acceptance will be provided to the contact identified in the Order via email or other appropriate medium.
The terms and conditions of this Agreement shall apply to the exclusion of any other terms and conditions on which the Order is made or purported to be made by the Customer.
No variation to the Order or these terms and conditions shall be binding unless agreed in writing between the authorised representatives of Satchel and the Customer. For the avoidance of doubt, it is confirmed that no variation to the Order or these terms and conditions agreed via telephone shall be binding unless confirmed by Satchel in writing and not disputed by Customer within seven (7) days of the date of such confirmation.
Initial Sign-up Process
Once You have secure logins to the Platform, the Customer may then be required to complete registration by providing some basic information about themselves, the Student and the relevant interests ("Registration").
Completing Registration will give the Customer and/or Sponsor access to protected areas of the Platform.
The Sponsor on behalf of the Customer or the Customer shall ensure that the Order is delivered to Satchel at least one (1) hour before the start date of any Event.
Satchel shall be entitled to refuse the provision of any Event where:
In the above cases, Satchel shall advise Customer and/or Sponsor as soon as practicable, offering a suitable alternative date or Event, as appropriate. Where no suitable alternative date and/or Event can be found Satchel shall return to the Customer or Sponsor any payment it has made for the Event.
Access to Online Classes is only available online via an internet connection. Online Class participants must have an appropriate user identification to gain access, and all names must be provided to Satchel as needed.
Once access is established, an access notification will be provided to the contact identified in the Order or to the registrant via e-mail. Delivery shall be considered to be complete when Satchel provides the Customer confirmation of access by e-mail.
Access to Online Classes will be provided within a reasonable amount of time prior to the commencement of the Course and following the receipt of full payment. Access duration will start from the date the original access is established and last for the agreed duration detailed in the (i) product description, (ii) Order or (iii) any other documentation (as applicable).
The Customer shall check the Online Classes for completeness and notify Satchel immediately in the event the Online Classes is incomplete.
In case the Customer experiences difficulty in accessing the Online Classes, all support services are provided as stated on the Platform or in the access notification documentation.
Customer acknowledges that internet access is a pre-requisite for it to use the Online Courses. Certain Online Classes, but not all, may provide a restricted download capability. As soon as the Customer opens the file through a computer or mobile, the copy protection key is validated through the internet, and the Customer can access the Online Classes. Customer acknowledges that once the key is validated, the file cannot be copied to another computer.
The price of the Event shall be as stated in the then current price on the Platform or the Order and unless otherwise so stated is inclusive of any customs duties, charges, state or local taxes, provincial taxes, Value Added Tax, or any other taxes as appropriate and due for these types of services or products.
Satchel reserves the right in addition to pass on any charges:
Satchel will notify Customer of the relevant charges prior to issue of a confirmation invoice.
All standard published Event fees are on a per student basis. For Courses, these fees include the price for instruction and course documentation.
Provided that the full Course material has been covered there will be no refund of the price of the Course, either in whole or in part, should the Course finish earlier than originally scheduled.
Satchel offers several payment options. The payment method must be established at the time of Order for Online Classes or at the time of registration or scheduling for Courses.
Customer shall pay the full amount due prior to the Event. For Courses, payment must be received by Satchel immediately upon placing the Order or in accordance with the Customer's subscription model.
Satchel reserves the right to exclude a participant from attending any Course due to disorderly conduct, failure to observe any of Satchel's rules of participation or failure to attend the prerequisite class or classes for a particular Course. No refund of fees shall be paid to Customer in such circumstances.
Customer shall ensure that all course participants fulfil any and all of the course prerequisites as communicated by Satchel. Satchel reserves the right to exclude any participant who does not fulfil such prerequisites. No refund of fees shall be paid to Customer in such circumstances.
Satchel reserves the right to cancel any Event at any time for any reason and Satchel shall inform Customer of such cancellation and offer Customer a recorded Event, an alternative Event option or a full refund of the price paid for the Event or, for Courses, an alternative Course date, at Satchel's sole discretion.
Customer may cancel its registration for any Online Classes with (i) a refund to be provided where notice of cancellation is received by Satchel at least two (2) hours prior to the start date of the Course or (ii) the full price of the Course to be charged where notice of cancellation is received within two (2) hours prior to the start date of the Course.
Satchel will endeavour to confirm all cancellations or rescheduling requests by e-mail. If the Customer does not receive a confirmation of cancellation or rescheduling within a reasonable timeframe from the original request then the Customer should contact Satchel to reconfirm. Financial responsibility remains with the Customer for all fees unless a proper cancellation or rescheduling request is received and confirmed by Satchel prior to the start of the Course.
All cancellation and rescheduling fees will be charged to the same payment method used to procure the Course. In the event that any payment details have changed, it is the Customer's responsibility to provide Satchel with updated details.
Feedback on Satchel courses is very important to Satchel. In the unlikely event a participant is extremely dissatisfied with a course, please provide Satchel with written notice (in a form other than the post-course survey) of any details regarding such dissatisfaction, as soon as practicable after completion of the applicable course. Please address correspondence to email@example.com. After receiving such notice, Satchel may, in its sole discretion, determine if any remedy (such as a credit) is appropriate. Satchel will not consider a possible remedy if such notice is not received within thirty (30) calendar days after the Online Class.
Whilst every effort is made by Satchel to ensure that the Event instructors or tutors are appropriately qualified and trained, Satchel does not accept liability for any loss, cost or expense or for any special or indirect or consequential damages arising from negligence, misconduct or lack of skill in delivering the Event or Online Classes.
Satchel shall not be liable for damages of any kind including without limitation direct, special, indirect, or consequential damages, including loss of profit or other financial loss, that may result from Events or Online Classes (including, without limitation, resulting from their performance or cancellation). In no event shall Satchel's liability to Customer or any other party exceed, in the aggregate, the fees paid for the use of the Event or Online Class from which the damages arise. Where Satchel's liability is excluded or limited, this also applies to the personal liability of Satchel's employees, representatives, and people performing duties on Satchel's behalf.
Satchel's total liability under this Agreement in both contract and tort shall not exceed the price paid for the Event or Online Class in the applicable Order.
Notwithstanding the above, there shall be no limit of liability in respect of death or personal injury arising out of the negligence of either party.
Satchel does not warrant the accuracy or completeness of Events or Online Classes, nor any links or the information, text, graphics, links, or other items contained within Events. Satchel and its licensors disclaim all warranties express or implied, including without limitation, any implied warranties of merchantability or fitness for a particular purpose except to the extent that any warranties implied by law cannot be validly waived.
Satchel assumes no responsibility for errors or omissions in the Events or Online Classes. It is the Customer's duty to verify such information.
With respect to material defects in the Online Classes, and as Customer's sole remedy for any material defect in the Online Classes, Satchel in its sole judgment, may decide to eliminate such material defects or make a replacement delivery or, by indicating a reasonably acceptable way to avoid the impact of such material defect.
In the case of the Event or Online Classes being delivered remotely this will use the Customer's network infrastructure. Customer also acknowledges that the Platform uses an internet based connection method and as such Satchel cannot be held liable for issues with routing, network usage, speed of connection, proxy server failure or any other issues arising from or within the Customer network or public webspace.
All claims against Satchel are time-barred after a period of six months from the date the claim arose.
The Customer and/or Sponsor hereby warrants, represents and undertakes to Satchel and its representatives which is to include tutors or assistants that:
It shall indemnify and hold harmless Satchel (and any representative as the case may be) on demand and shall keep Satchel (and any representative) fully and effectively indemnified against any and all losses arising out of or in connection with (i) the Online Classes. (ii) any breach of these Terms or a breach of obligation or warranty by or through your acts or omissions (other than and to the extent that any losses arise directly from breach of these Terms by Satchel or its negligence) and (ii) .any and all claims, complaints or legal proceedings instigated by a tutor or representative against a Customer of Sponsor.
The copyright in and all other intellectual property rights relating to the Platform content, Online Classes and the Course documentation provided to Customer are solely owned by and hereby reserved to Satchel. Under no circumstances may the whole or any part of the Online Classes, Course or Course documentation be produced or copied in any form or by any means or translated into another language without the prior written permission of Satchel.
The Platform and Online Classes remain the property of Satchel and all title to the Online Classes, including all content, remains with Satchel. Customer only receives a license to use the Online Classes for the duration of the Event and pursuant to the terms hereof.
Every person using Online Classes or the Platform must be licensed under these terms and conditions for accessing, downloading, or using the Online Classes or Platform. Customers, their participants and others who have access to the Online Classes or Platform must be informed of Satchel's intellectual property and rights of authorship and their duty to conform to laws governing intellectual property rights. Customer shall carefully safeguard the Online Classes and any Course documentation that has been made available to the Customer or Event participants, to prevent their misuse. Customer is permitted to use the Online Classes, Course documentation and Platform only for its own personal use, only for the duration of the Event and only for those who have licensed the relevant Event. The Platform, Course documentation and Online Classes are confidential and proprietary information of Satchel and customer agrees not to disclose this information to any third party or use such information except as expressly permitted herein.
Customer acknowledges that it is illegal and a violation of this license agreement to copy or distribute Course documentation, Online Classes, Platform download/online products, links or passwords among non-licensed persons.
Customer acknowledges that Satchel shall be entitled to seek injunctive relief for any breach of this agreement by Customer or their participants from which irreparable harm would ensue.
In the event the Customer or their participants breach any provision of this agreement and fails to cure such breach within a reasonable time (in any case no more than ten (10) days) after receipt of written notice from Satchel, Satchel shall have the right to immediately terminate this agreement and Customer's license to use the products licensed hereunder. Upon any such termination, Customer shall immediately cease use of such products, delete and destroy any tangible or electronic embodiments of such information in its possession, and certify in writing to Satchel that the foregoing has been completed.
Whenever the Customer makes use of a feature that allows it to upload content to Satchel, or to make contact with other users of Satchel, the Customer confirms their compliance with the content standards set out in the Acceptable Use Policy.
The Customer warrants that any such contribution does comply with those standards and that they will be liable to Satchel which will include an indemnity for any breach of that warranty.
The Customer grants to:
Satchel has the right to disclose the identity of a Customer to any third party that is claiming that any content posted or uploaded by the Customer to Satchel constitutes a violation of their intellectual property rights, or of their right to privacy.
Satchel has the right to remove any posting by the Customer in the event that Satchel concludes the post does not comply with the content standards set out in the Acceptable Use Policy.
The Customer acknowledges and agrees that Satchel acts merely as a passive conduit and/or host for the uploading storage and distribution of such content. The views expressed by other users on Satchel does not represent the views or values of the company. Satchel cannot and does not review the content created or uploaded by its users, and neither does Satchel nor its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders have any obligation, and does not undertake or assume any duty, to monitor Satchel for content that is inappropriate, that does or might infringe any third party rights, or has otherwise been uploaded in breach of this Agreement or applicable law.
The Customer is solely responsible for all of their content uploaded, posted or distributed to, on or through Satchel, and to the extent permissible by law, Satchel excludes all liability with respect to content and the activities of users.
The Customer must not, and must procure that its employees, contractors, users, pupils, agents and representatives do not, use the Platform or Online Classes:
The Customer must not misuse the platform by knowingly introducing viruses, Trojans, worms, logic bombs or other material which is malicious or technologically harmful. The Customer must not attempt to gain unauthorised access to the platform, the server on which it is stored or any server, computer or database connected to the Platform or Online Classes. The Customer must not attack the platform via a denial-of-service attack or a distributed denial-of service attack.
Satchel reserves the right to amend the content of any Event without notice to Customer to correct errors or where, at the sole discretion of Satchel, such amendment is deemed not to fundamentally change the content of such Event. The Online Classes may be updated with new products, content, training material or solution releases. The Customer's license is provided for the Online Classes in effect at the time of the Order placement. The Customer is not entitled to any future new products, content, training material or solution releases but can elect to repurchase the new product for an additional fee.
Support is available per the access confirmation and if the Customer or participant is having difficulty with accessing the content only, but not for questions about the other consulting/course type advice. Coaching, training, or ask-the-expert type support on Satchel or solution releases is available separately from Satchel and may be offered for an additional fee.
The Online Classes do not include access to development or sandbox systems.
All Disputes reported to Satchel via the Platform will be investigated at Satchel's option.
The parties agree that they shall attempt in good faith to resolve any Dispute promptly through negotiations between the parties and an officer of Satchel. Satchel will use all reasonable endeavours to provide a written response via email to any issue raised via the Platform within fourteen (14) days. Satchel reserves the right to inform a party respectively of any Dispute raised against them and to provide them with a copy of any response provided by Satchel.
You agree to cooperate fully with Satchel in resolving any Dispute.
Satchel reserves the right to suspend access to the Platform with immediate effect while an investigation is conducted.
Access to the Platform may be reactivated once an investigation has been completed.
The consequence of any investigation instigated by a party is entirely at Satchel's discretion.
Any notice required or permitted to be given by either party to the other under these terms and conditions shall be in writing and by email.
If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these terms and conditions and the remainder of the provision in question shall not be affected thereby.
This Agreement constitutes the entire agreement between the parties in connection with its subject matter hereof and supersedes all prior agreements, arrangements and understandings between the parties relating to that subject matter. No party has relied on any representation or warranty except as expressly set out in this Agreement.
This Agreement and any claims relating to its subject matter will be governed by and construed in accordance with the laws of England, without reference to its conflicts of law principles. Satchel and the Customer hereby agree to submit to the exclusive jurisdiction of the courts located in London in respect of any dispute in relation to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. The Uniform Computer Information Transactions Act as enacted shall not apply. Either party must initiate a cause of action for any claim(s) arising out of or relating to this Agreement and its subject matter within one year from the date when the party knew, or should have known after reasonable investigation, of the facts giving rise to the claim(s).
Notwithstanding any other provision in this Agreement, nothing in this Agreement shall create or confer (whether expressly or by implication) any rights or other benefits whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person not a party hereto.
Any delay or non-performance of any provision of this Agreement (other than for the payment of amounts due hereunder) caused by conditions beyond the reasonable control of the performing party shall not constitute a breach of this Agreement, and the time for performance of such provision, if any, shall be deemed to be extended for a period equal to the duration of the conditions preventing performance.