Vocale Limited Website Terms and ConditionsThis page (together with the documents referred to on it) tells you the terms and conditions on which we, Vocale Ltd, trading as the SIP School (“we” “us”, “our” or “ours”) supply the web based training and other related services (“Services”) listed on our websites (“our sites”) to you (“you, your or yours”). Please read these terms and conditions carefully and make sure that you understand them, before ordering any Services from our sites. You should understand that by ordering any of our Services, you agree to be bound by these terms and conditions. You should print a copy of these terms and conditions for future reference. If you refuse to accept these terms and conditions, you will not be able to order any Services from our sites.
The different parts of these terms and conditions shall apply as follows:
Part A: General Terms shall apply to you in any event;Part B: Additional Business Terms shall apply to you if you are not a consumer.Part C: Additional Consumer Terms shall apply to you if you are a consumer. You are a consumer if you are buying our Services outside the course of your business and/or where local mandatory laws determine that you are acting as a consumer and provided that you agree not to use the Services for any commercial purpose;Where you are logging on to the Services under a separate agreement between us and your employer or under an agreement between you and one of our partners then these terms and conditions are supplemental to any of those agreements and in the event of a conflict between these terms and conditions and those other agreements, then the other agreements shall prevail.
Part A: General Terms1. Information about us
1.1 We operate the websites www.vocale.it and www.thesipschool.com and various sub-domains of such top level sites which are also subject to these terms and conditions. We are Vocale Limited (also trading as The SIP School) a company registered in England and Wales under company number 03969998 and with our registered office at Jaguar House, Cecil Street Birmingham West Midlands B19 3ST. Our VAT number is 753890303.
2. Your status
2.1 By placing an order through our sites, you warrant that:
(a) you are legally capable of entering into binding contracts;
(b) you are at least 18 years old;
3. How the contract is formed between you and us
3.1 After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy the Services. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail entitled “Your New Registration” that confirms that access to the Services has been granted (“Order Confirmation”) together with a receipt for payment (to you or the person named as paying for the Services on your behalf as applicable). The contract between us (“Contract”) will only be formed when we send you the Order Confirmation.
3.2 The Contract will relate only to those Services whose access we have confirmed in the Order Confirmation. We will not be obliged to provide access to any other Services which may have been part of your order until the access to such Services has been confirmed in a separate Order Confirmation.
4. Access to the Services
4.1 Following a successful payment transaction a logon-id and password for access to the Services will be issued to the email address of the person named in the order form.
4.2 You will be permitted access to the Services listed in the Order Confirmation. The period of your access to the Services (including any certification tests) will be 12 months from the date of activation unless another period is specified on our sites and will be in accordance with these terms and conditions, in particular clause 8 (“Licence”).
4.3 If a License is purchased for the SSCA or SSVP certification (or includes access to certification tests), then the exam for this certification is accessible for 12 months from the purchase date and you have 12 months to use 3 available attempts. If 12 months expires and (for example) only 2 attempts have been made, you will not be permitted to use a 3rd attempt. If you pass the SSCA or SSVP certification test on the first or second attempt, the remainder of the 3 available attempts become 'invalid' as they are no longer needed. The SSCA or SSVP certification test is not be able to be retaken until 12 months has expired and a new SSCA or SSVP license is purchased.
5. Links to third party sites
5.1 We may also provide links on our sites to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking that products you purchase from third party sellers through our sites, or from companies to whose website we have provided a link on our sites will be of satisfactory quality, and any such warranties are disclaimed by us absolutely. This disclaimer does not affect your statutory rights against the third party seller. We will notify you when a third party is involved in a transaction, and we may disclose your personal information related to that transaction to the third party seller.
6. Availability and delivery
Your order will be fulfilled by the delivery date set out in the Order Confirmation or, if no delivery date is specified, then within reasonable time of the date of the Order Confirmation, unless there are exceptional circumstances.
7. Risk of Loss
7.1 The risk of loss of the software, course materials of other documentation supplied as part of the Services will be your responsibility from the time of delivery.
7.2 You are responsible for the security of the log-in id and passwords provided by us and must ensure that they are not provided to any third party.
8. Intellectual Property
8.1 The copyright and all other intellectual property rights in all software, course materials and documentation forming the Services shall remain our or our licensors’ sole and exclusive property. You undertake that you will not copy or permit the photocopying of such software, course materials, or documentation, nor disclose or permit the disclosure or sell or hire the same to third parties, nor use the same for running your own courses.
8.2 The Licence we hereby grant you will be:
(a) a non-exclusive, non-transferrable, non-sublicenseable licence to use the software, course materials and documentation provided as part of the Services. You agree not to copy, print, republish or reproduce (by any means mechanical, electrical or electronic); and
(b) a single copy per student basis; that is, a single copy of a training product, such as an online course with an access login-id and password, is provided to you for your own use and you agree not to use this in conjunction with other students or to distribute this to any other party.
8.3 You agree to report to us any incidence of a number of students sharing a single copy of the login-id and password.
9. Price and payment
9.1 The price of the Services and our delivery charges will be as quoted on our sites from time to time, except in cases of obvious error.
9.2 Product prices include VAT. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Services in full before the change in VAT takes effect.
9.3 Product prices and delivery charges are liable to change at any time, but changes will not affect orders in respect of which we have already sent you a Order Confirmation.
9.4 The SSCA and SSVP certification licenses available without training modules will not be refundable if a subsequent purchase is made for training that ‘includes’ the SSCA Certification and/or SSVP Certification options.
9.5 If discount voucher codes have been made available to you, only one can be applied at any one time on either of our sites. If you are in possession of two (or more) valid codes, then you must choose which one to use and once the purchase is made no changes can be made to the purchase and no differences in values will be credited if a 'lower value' code is used in place of an alternative 'higher rate' code.
10. Technical Support
10.1 We provide the Services without technical or user support. If technical support is required for any reason (including initial setup and configuration of equipment) this may be available from the manufacturers own website or other Internet sites and forums. Support for students is also not provided. If you need assistance with the training material then you should connect with “The SIP School community” website at http://www.facebook.com/thesipschool and post questions there for community members to assist. “The SIP Social directory” is another place that you can visit once logged on to our sites in order to interact with other students whom have 'opted' in to the directory.
11. Termination
11.1 Either of us may terminate the Contract at any time by providing the other party with 30 calendar days' prior notice in writing where the other party has breached the terms of the Contract provided that the party in breach has not corrected the breach within that 30 calendar day period.
11.2 Termination will not affect either party's outstanding rights or duties, including our right to recover from you any money you owe us under the Contract
12. Data protection
12.1 We will only use the personal information you provide to us to provide the Services, or to inform you about similar services which we provide (including notifications regarding course changes and updates that we feel are important to all students), unless you tell us that you do not want to receive this information. We will need to pass your personal information to third parties where you have purchased training services from our partner organisations necessary for them to complete your order.
12.2 You acknowledge and agree that we may pass your details to credit reference agencies.
13. Applicable laws
13.1 Please also note that you must comply with all applicable laws and regulations of the country for which the Services are destined. We will not be liable for any breach by you of any such laws.
14. Notices
All notices given by you to us must be given to Vocale Limited at business@vocale.it. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in clause 7.2 above. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
15. Transfer of rights and obligations
15.1 The contract between you and us is binding on you and us and on our respective successors and assignees.
15.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
15.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
16. Events outside our control
16.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (“Force Majeure Event”).
16.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
(a) strikes, lock-outs or other industrial action;
(b) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
(c) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
(d) impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;
(e) impossibility of the use of public or private telecommunications networks;
(f) the acts, decrees, legislation, regulations or restrictions of any government; and
(g) pandemic or epidemic.
16.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
17. Waiver
17.1 If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.
17.2 A waiver by us of any default will not constitute a waiver of any subsequent default.
17.3 No waiver by us of any of these terms and conditions will be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 14 above.
18. Severability
If any court or competent authority decides that any of the provisions of these terms and Conditions or any provisions of a Contract are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.
19. Entire agreement
19.1 These terms and conditions and any document expressly referred to in them constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to the subject matter of any Contract.
19.2 We each acknowledge that, in entering into a Contract, neither of us relies on any representation or warranty (whether made innocently or negligently) that is not set out in these terms and conditions or the documents referred to in them.
19.3 Each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract.
19.4 Nothing in this clause limits or excludes any liability for fraud.
20. Our right to vary these terms and conditions and the Services
20.1 We have the right to revise and amend these terms and conditions from time to time and vary the content of the Services.
20.2 You will be subject to the policies, terms and conditions and content of Services in force at the time that you order Services from us, unless any change to those policies, terms and conditions or Services is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies, terms and conditions or Services before we send you the Order Confirmation. For subsequent changes the policies, terms and conditions, or Services we have the right to assume that you have accepted the change unless you notify us to the contrary within seven working days of receipt by you of the Services.
21. Third party rights
A person who is not party to these terms and conditions or a Contract shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.
22. Law
Contracts for the purchase of Services through our sites and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law..
Part B: Additional Business Terms and Conditions1. Warranty
1.1 We warrant to you that we will use reasonable skill and care in providing the services however we do not warrant that the Services (or any material supplied in connection with the Services) are defect or error free. It is your responsibility to ensure that the Services are suitable for your purposes and all other warranties whether express or implied by statute, common law, custom, usage or otherwise are hereby excluded to the maximum extent permitted by law.
2. Our liability
2.1 Notwithstanding any provision to the contrary, nothing in these terms and conditions shall limit or exclude our liability for: death; personal injury; fraud; fraudulent misrepresentation; and any liability which may not be lawfully limited or excluded.
2.2 Subject to clause 2.1 of Part B, we shall not be liable in any circumstances for consequential, special, incidental or indirect losses, or the following losses whether direct, consequential, special, incidental or indirect losses: loss of profits; loss of revenue; economic loss; loss of business or contracts; loss of anticipated savings or goodwill; loss of data; (or any losses arising from a claim by a third party for any of the above losses); whether arising under contract, statute, tort (including without limitation, negligence), or otherwise.
2.3 Subject to clauses 2.1, and 2.2 of Part B, our aggregate liability for all claims arising under or in connection with these terms and conditions (whether arising under contract (including without limitation, in relation to any deliberate repudiatory and fundamental breaches), statute, tort (including without limitation negligence) or otherwise) shall be limited to a sum equivalent to the charges paid by you for the Services.
2.4 Where you buy any product or service from a third party seller through our sites, the seller's individual liability will be set out in the seller's terms and conditions.
3. Jurisdiction
3.1 Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) will be subject to the exclusive jurisdiction of the courts of England and Wales
Part C: Additional Consumer Terms and Conditions1. Your Status
1.1 acting as a consumer by buying our Services outside the course of your business and/or where local mandatory laws determine that you are acting as a consumer and provided that you agree not to use the Services for any commercial purpose. If you are not acting as a consumer the provisions of this Part C will not apply to you and you will be deemed to be subject to our Additional Business Terms and Conditions set out in Part B.
2. Consumer rights
2.1 By accepting delivery of our Services you agree for the Services to start immediately and therefore you agree that any statutory cancellation periods do not apply.
2.2 Applicable laws require that some of the information or communications we send to you should be in writing. When using our sites, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.
2.3 The provisions of these terms and conditions do not affect your other statutory rights as a consumer . If you are based outside of the United Kingdom these terms and conditions will be deemed to be amended in accordance with any mandatory local consumer protection legislation in your country.
3. Payment
3.1 Payment for all Services must be by credit or debit card. We will not charge your credit or debit card until we provide you access to the Services.
4. Warranty
4.1 We warrant that the Services will:
(a) conform in all material respects with their description;
(b) are carried out with reasonable care and skill;
(c) are fit for any purpose we say the Services are fit for, or for any purpose for which you use the Services and about which you have informed us, or we could reasonably expect you to use the Services;
(d) are free from material defects in design, material and workmanship; and
(e) comply with all applicable statutory and regulatory requirements for supplying the Services in the United Kingdom.
4.2 You must provide us, in sufficient time, with any information and instructions relating to the Services that is or are necessary to enable us to provide the Services in accordance with these terms and conditions prior to the Contract being formed.
4.3 If you do not, or you provide us with incomplete, incorrect or inaccurate information or instructions, we may cancel your order by giving you written notice, or we may make an additional charge of a reasonable sum to cover any extra work that is required (which will be notified to you before the Contract is formed).
5. Our liability
5.1 Subject to clause 5.3 of this Part C, if we fail to comply with these terms and conditions, we shall only be liable to you for any losses that you suffer as a result of our failure to comply (whether arising in contract, tort (including negligence), breach of statutory duty or otherwise) which are a foreseeable consequence of such failure.
5.2 Subject to clause 5.3 of this Part C, we will not be liable for losses that result from our failure to comply with these terms and conditions that fall into the following categories:
(a) loss of income or revenue;
(b) loss of business or any type of loss arising to a business;
(c) loss of profits;
(d) loss of anticipated savings;
(e) loss of data; or
(f) waste of time.
However, this clause 5.2 will not prevent claims for loss of or damage to your physical property that are foreseeable or any other claims for direct loss that are not excluded by categories (a) to (f) inclusive of this clause 5.2.
5.3 Nothing in this agreement excludes or limits our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
(d) defective products under the Consumer Protection Act 1987; or
(e) any other matter for which it would be illegal for us to exclude or attempt to exclude our liability.
5.4 Where you buy any product or service from a third party seller through our sites, the seller's individual liability will be set out in the seller's terms and conditions.
6. Jurisdiction
6.1 Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of England and Wales Last Updated: 2011-09-27 15:05:41 |
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