Terms and Conditions

iSQI Inc. Terms of Use for Training Brokerage on the iSQI Marketplace.

A. Agreement for Training Brokerage on the Marketplace

These “Terms of Use” form the basis for the legal relationship between iSQI Inc, Prudential Tower 16th floor, 800 Boylston St., Boston MA 02199, United States of America, registered under DUNS No. 079921096 (USA), represented by its managing director Agustina Gay (henceforth also: "iSQI" or "Training Broker”") and the Training Provider.

§ 1. Preamble

The parties agree to the brokerage of training on the Marketplace within the iSQI Online Shop.  The Marketplace is a platform for selling training in the field of further education. iSQI allows training providers to sell services and products within the Marketplace. iSQI acts solely as a broker between the Training Provider and Buyers. iSQI as a Training Broker is therefore neither a seller nor a buyer of the products. The Training Provider will enter into a direct contractual relationship with the Buyer of the training. The Training Provider is responsible for all content in the training, for the accuracy of details given in the Marketplace and for complaints from the Buyer and for all other matters arising from the contract between the Buyer and the Training Provider. iSQI, as the Training Broker and the owner of the Marketplace, will receive payments from the Buyer. Where the Training Provider receives the Buyer payment directly then iSQI will invoice the Training Provider for the Training Brokerage fee.  




§ 2 Subject of the Training Brokerage Agreement

The subject of the Agreement is the advertising and sale of the Training Provider’s training on the Marketplace by the Training Broker under the conditions listed below.

Training includes classroom based, on-line and e-learning courses that are accredited by the respective qualification body and which include a subsequent certification exam. 

Training may also include classroom based, on-line and e-learning courses and other training related events that are non-accredited and without a subsequent examination.

This Agreement applies to all training that the Training Provider offers to the Training Broker for brokerage purposes on the Marketplace. However, iSQI as the Training Broker, reserves the right not to offer training which, at its sole discretion, it deems not to be appropriate and to remove any training from the marketplace (§ 6).




§ 3 Role of the Training Broker 

The Training Broker operates the Marketplace through which it offers the Training Providers training for purchase. The Training Broker may advertise either the Marketplace or the Online shop in its entirety.The Training Broker is authorised by the Training Provider to receive payments from Buyers where training is sold directly via the Marketplace and thereafter disburse funds to the Training Provider in accordance with the Agreement between the Training Provider and Training Broker.  If training is booked via the Contact Form then the Training Provider will receive payment directly from the Buyer. For the avoidance of doubt, the Training Broker is neither a Buyer, seller nor a distributor of the Training Providers goods or services and is not a party to the purchase contract between the Training Provider and Buyer. The Training Broker will neither mediate in disputes between Buyers and Training Providers, nor will it enforce or arrange for the fulfillment of a purchase contract. The name of the Training Broker or the name of an affiliated company of the Training Broker can appear on the credit card statement of the Buyer.

A Buyer's obligation to pay for a service purchased via the Marketplace is fulfilled when the Buyer pays iSQI or the Training Provider (if the request came via a Contact Form) correctly and in full. However, the private Buyer (consumer within the meaning of the US Federal Law) has a right of withdrawal vis-à-vis the Training Provider.

The Training Broker is not acting as a trustee or fiduciary neither for the Buyer nor for the Training Provider. The Training Broker does not accept deposits and does not issue loans. The Training Broker is permitted to use the services of one or more third parties, affiliated companies, payment processors and / or financial institutions to provide the service and to process transactions. Costs incurred for payment transactions (payment by the Buyer, payment to the Training Provider) are generally covered by the Training Broker commission fee ( § 7).

The Training Broker will transfer the monies received from the Buyer minus the agreed remuneration to the bank account specified by the Training Provider in the marketplace. The Training Provider does not guarantee payments by a Buyer.

§ 4 Use of the Marketplace

In order to be able to use the Marketplace, the Training Provider must register and provide complete and correct registration information to receive a seller account. For this purpose, the Training Provider will receive login credentials from the Training Broker.

The Training Provider is responsible for ensuring the confidentiality and security of the login credentials which should not be passed on to any third parties.

The Training Provider will by itself add details of training into the Marketplace through their seller account. The Training Provider is solely responsible for keeping the information on their Marketplace page up to date and accurate. The Training Provider is obliged to provide the training product or service offered in the Marketplace in so far as is possible and it should not be unreasonably withheld, changed or delayed. If a Buyer purchases training there  this is an effective conclusion of a contract between the Buyer and the Training Provider. The Training Broker is not responsible for any cancellations. This is the responsibility of the Training Provider. The general terms and conditions of the Training Provider apply in this respect.

A refund in the event of cancellation is made by the Training Provider. In this case, the commission received by the Training Broker will be reimbursed. In the event that the cancellation is made before payment to the Training Provider, then the Training Broker will refund the participant the purchase price, taking into account the terms and conditions of the Training Provider. The Training Broker reserves the right to terminate the Agreement with Training Providers who cancel or postpone an above-average number of training events.

The Training Provider will at all times comply with all applicable laws, rules and regulations that apply to the use of the Marketplace, including the general terms and conditions published on the online shop. The Training Provider will not use the Marketplace as a payment service provider or broker, resell the service to a third party or use it to process and transfer funds for a third party.

§ 5 Offering Guaranteed Dates

The Training Provider may choose to offer training in the Marketplace with a Guaranteed Date button. Training offered with a Guaranteed Date button means that the Training Provider will not change, cancel or defer the training date.  Training Providers should try to offer training with the Guaranteed Date button as much as possible in order to increase sales for the Training Provider. The terms and conditions of the Training Provider will apply.

§ 6 Rights of the Training Broker to Remove Training

The Training Broker reserves the right to remove training from the Marketplace.  The Training Broker sees itself as a broker of training in the area of further education. The Training Broker will remove non-specialist training from the Marketplace that it feels does not fit iSQI’s general purpose. Training that is not accredited by an appropriate body may also be removed if an accreditation is a requirement.  Training with inappropriate, racist, offensive or otherwise illegal content will be removed from the Marketplace immediately.

§ 7 Training Broker Remuneration

The Training Provider will remunerate the Training Broker with 25% of the fee  paid by Buyers for training that has been brokered. Training is considered to be brokered if the Buyer has booked and paid for training offered in the Marketplace. For the duration of this Agreement, the Training Provider will use only iSQI to deliver examinations associated with the brokered training (where fulfillment by iSQI is possible within the territory of sale of the training). 

It is expressly agreed that the order to iSQI can be withdrawn free of charge at the latest five working days before a respective examination.

§ 8 Payment for Training

The Training Broker will fulfil the fiduciary collection of money for the Training Provider (for direct bookings in the shop) via the offered payment interface. In any case, invoicing to the buyer takes place via the Training Provider. The Training Broker will forward the amount received from the Buyer minus the agreed remuneration owed to the Training Provider as a credit. Due to the cancellation period, the Training Broker will forward the credit to the Training Provider no earlier than 14 days after receipt. By default, monthly billing is done by iSQI.

§ 9 Assignment

The Training Provider may not assign or transfer any rights or obligations under this Agreement without prior consent. Subject to the foregoing provisions, this Agreement shall be binding on legal successors and permitted assignees. 

§ 10 Duration of Agreement

The duration of the Agreement begins with registration via the website for a seller account and acceptance of the terms of use. It ends with termination (§ 11)

§ 11 Termination

(1) Ordinary termination is possible at any time with a notice period of 4 weeks.

(2) This does not affect the right to extraordinary termination for good cause with immediate effect, including for severe breach of the essential obligations of this Agreement.

(3) Training already offered in the Marketplace should continue to be displayed there during the notice period and will be deleted thereafter.

§ 12 Electronic communication, Written Form

TheTraining Broker will communicate electronically in various ways with the 

Training Provider e.g. via e-mail, text messages or also by the publication of electronic news or other communication within the Marketplace. 

For contractual purposes, the Training Provider and the Training Broker agrees to receive electronic communications and agrees that any consent, notices and other communication it receives electronically shall be considered as being in writing unless otherwise required by law.



 

§ 13 Liability

(1) The Training Broker is liable only in cases of intent and gross negligence. This restriction does not apply for losses on the basis of the breach of contractual obligations, which result from an injury to life, limb or health or claims under product liability laws.

(2) If the Training Broker is deemed liable for minor negligence then the liability is limited to damages that will not exceed an amount that is typical and probable under this Agreement. 

(3) Insofar as the liability of the Training Broker is excluded or limited,

this also applies to the liability of legal representatives, employees and agents of the

Training Broker.

(4) The Training Broker is not liable for the functionality of data networks, Servers or data connections to the data center and the constant availability of its

Online shops or Marketplaces.

(5) The Training Broker is not liable for the accessibility and functionality

the service provider commissioned for online services.

§ 14 Copyright and Trademark Law

 (1) The copyright for published materials created by iSQI remains solely with iSQI. Reproduction or use of any graphics, sound documents, video sequences and texts in other electronic or printed publications is prohibited unless iSQI has given express permission to do so. 

(2) All trademarks used on the iSQI website, including any third party trademarks, are subject, without restriction, to the provisions of the respective valid Trademark Laws and the ownership rights of the respective registered trademark owners. The mere mentioning of a name does not lead to the conclusion that trademarks are not  protected by the rights of a third-party, e.g. ISTQB trademark.



§ 15 Independent Contractors, No Agency

This Agreement should not be interpreted as intending or establishing a joint venture, employment, trust or partnership between the Training Broker and Training Provider. Furthermore, none of the parties is an agent or representative of the other party by virtue of this Agreement. Neither party is authorized and will not attempt to establish or assume an express or implied obligation or liability on behalf of the other party. 

B. Final Clauses

§1 Right to Change

The Training Broker reserves the right to modify these Terms of Use for important reasons, due to changes in the law, changes in the jurisdiction or changes in the economic conditions. If this is the case, the Training Broker will inform the Training Provider separately.

 

§2 No Waiver

If the Training Provider violates these Terms of Use and the Training Broker does not take any action against this, then the Training Broker shall continue to be entitled to fully exercise its rights on any other occasion in which Training Provider violates these Terms of Use.

§3 Governing Law, Other

 (1) Additional or contrary agreements, amendments and supplements to these

Terms of Use must be in writing. If one or more provisions of these general

Terms of Use are or become ineffective or impracticable, this does not affect the

validity  and enforceability of the general Terms of Use. Any ineffective or impracticable provision may be replaced by one that is economically and legally closest to the terms to what the parties intended in the original Agreement. This also applies to any gaps in the Agreement.

(2) Place of performance and jurisdiction is Potsdam (headquarters of iSQI GmbH).

(3) The law of the Federal Republic of Germany applies. This shall not affect the  applicability of the laws of the state in which the Training Provider has its residence at the time the that this Agreement was concluded.

(4) In the event of interpretation doubts, only the German version of the terms of use applies.

(5) The UN sales law is excluded.

(6) The general terms and conditions of iSQI apply.

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