Last Revised: 05/19/2022
Crosstalk Solutions, LLC, a limited liability company doing business as Crosstalk Solutions (“Crosstalk Solutions” or “we”) creates and delivers instructional content and courses for students and professionals, both in-person and online (each a “Course,” together the “Courses”). By signing up for one or more Courses, you expressly agree to the Terms and Conditions for Courses (“Agreement”) set forth herein.
1.1 Typically, we list a description of the Courses, including the dates that the Courses will be taught, whether it will be in-person, online, or self-taught, and the course fees on Crosstalk Solutions’ website at crosstalksolutions.com (the “Website”). Courses may also be described in other marketing materials.
1.2 While we make every effort to provide the Course instruction as described on the Website or through other marketing materials, we reserve the right to modify, vary or withdraw any of the Courses, or any part thereof, without notice.
1.3 It is your responsibility to ensure that the Courses you select are appropriate for your skill-level and professional needs. We do not make any guarantee to you that you will obtain a particular result, professional qualification, or employment opportunity from your purchase and completion of any of the Courses.
2. Course Sign-Up; Payment; Cancellation
2.1 You may sign up for any of the Courses online through the Website. Your sign-up for a Course constitutes an offer to Crosstalk Solutions to participate in one or more Courses. We reserve the right to cancel or decline your order to enroll in a Course and refund any amounts paid, for any lawful reason. If you sign up for multiple Courses, each individual Course will be treated by us as a separate offer to purchase. Acceptance of your offer to buy one or more Courses will not be acceptance by us of your offer to purchase any other Courses which make up your order.
2.2 The fees associated with each of the Courses are set forth on the Website. Payment is due in full at the time you sign up for a Course. Payment ordinarily must be made by credit card; however, alternative payment methods may be available. If you wish to pay by a method besides credit card, please reach out by email to firstname.lastname@example.org. In the event that there is an error or mistake in the listed cost of Course, Crosstalk Solutions reserves the right to correct such mistake or error and charge you any corrected amount.
2.3 Upon acceptance of your offer to enroll in a Course and payment in full, we will send you an email confirming your enrollment. Following delivery of the confirmation email, your payment for the Course becomes non-refundable, except as described herein. If you would like to cancel more than 30 days prior to the date that a Course begins, you may request to cancel by email at email@example.com. Upon receipt of such cancellation request more than 30 days prior to the Course start date, you will be given either the option to receive a refund or to transfer your enrollment to a future Course of equal or lesser cost, subject to availability. If you make a cancellation request within 30 days of the Course start date, you may be provided a one-time option to transfer your enrollment to a future Course of equal or lesser cost, subject to availability.
2.4 Crosstalk Solutions will make a good faith effort to provide prompt notice if it postpones or cancels a Course. In the event that Crosstalk Solutions postpones any Course for any reason, Crosstalk Solutions may reschedule you to a later Course or, at its option, provide a refund. If a Course is permanently canceled, Crosstalk Solutions will refund you any fees paid for a Course.
2.5 Except as expressly provided in this Section 2, there is no other right to cancel or vary your purchase of any Courses and any other cancellation and/or variation of course dates will be at the entire discretion of Crosstalk Solutions.
3. Course Materials
3.1 Depending on the Course, Crosstalk Solutions may provide certain course materials that will be used in connection with the Course (the “Course Materials”). Course Materials will ordinarily be delivered electronically by PDF or PPT and are intended to be used in the connection with the Course and for your personal reference and, to that end, Crosstalk Solutions grants you a limited, non-exclusive, non-transferable, non-sublicensable license to use the Course Materials as specifically described herein.
3.2 All intellectual property rights in the Course Materials, Courses, and instruction made by instructors during the Courses are, and remain, the intellectual property of Crosstalk Solutions or its licensors and except for any express license granted hereunder, you shall have no right to use or publish the Course Materials, Courses, any other intellectual property of Crosstalk Solutions.
3.3 You may not engage in any of the following conduct:
3.3.1 Copy, modify, reproduce, re-publish, sub-license, sell, upload, broadcast, post, transmit, or distribute any of the Course Materials without prior written consent of Crosstalk Solutions;
3.3.2 Record, by any means, the Courses or otherwise use the Course Materials in the provision of any other course or training.
3.3.3 Remove or alter any copyright or other notice of Crosstalk Solutions on the Course Materials;
3.3.4 Modify, adapt, merge, translate, disassemble, decompile, reverse engineer (save to the extent permitted by law) any Course Materials.
3.4 If you breach this Section 3, we may immediately terminate this Agreement with you and cease to provide you with any Courses. You will not receive a refund for any amounts paid in such case.
4. Limitations of Liability; Indemnity.
4.1 While Crosstalk Solutions makes every effort to provide the Courses to the highest standards of the industry, neither it, nor its instructors shall be liable for (i) any inaccuracy or misleading information provided in the Course or any Course Materials and any reliance by Client on any such information, (ii) any loss or corruption of data, or (iii) any loss of profit, revenue or goodwill.
YOUR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM ARISING OUT OF THIS AGREEMENT OR THE COURSES SHALL BE LIMITED IN THE AGGREGATE TO THE FEES PAID BY YOU TO CROSSTALK SOLUTIONS IN CONNECTION WITH A COURSE. IN NO EVENT SHALL CROSSTALK SOLUTIONS BE LIABLE FOR: ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF PROFITS, GOODWILL, OR THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES BY YOU) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS CROSSTALK SOLUTIONS AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, FROM AND AGAINST ALL THIRD-PARTY ACTIONS THAT: ARISE FROM A VIOLATION BY YOU OF ANY TERM OF THIS AGREEMENT OR ANY STATE, LOCAL, FEDERAL, OR INTERNATIONAL LAW OR REGULATION.
4.2 No claim may be brought more than six months after the last date on which the Course in question has finished or ceased to be provided by us.
We may terminate this Agreement and cease providing you access to the Courses for any lawful reason, including without limitation, in the event that you:
5.1 fail to pay any fees when due;
5.2 take any action that disrupts the learning environment for other students or acts in an aggressive, bullying, offensive, threatening or harassing manner towards any instructor or any student who attends any a Course;
5.3 cheat, steal or act in a fraudulent or deceitful manner towards us or our employees or any other students who may be on our premises or attending our Courses;
5.4 intentionally or recklessly damage our property or the property of our employees or other students attending our premises;
5.5 commit any criminal offence committed on our premises or where the victim is our employee or student;
5.6 are in breach of this Agreement
6. Photo Release. You hereby grant Crosstalk Solutions permission to film, photograph, video record and otherwise record your image, voice, or any other aspect of the recording of the Courses and the right, throughout the world, in perpetuity, to register for copyright, to use and to assign and/or license others to use all or any portion of the results thereof (or a reproduction thereof), for commercial and non-commercial purposes, in all media and in any manner now known or hereafter developed, in connection with the Courses or otherwise without any additional consideration. You agree that you shall have no right of approval and no legal claim arising out of any use or editing of any such photograph or recording (including any right of publicity).
7. Assignment. Any Courses provided by us under this Agreement are personal to you and cannot be transferred or assigned to any other person.
8. Entire Agreement. This Agreement, along with any other Course-specific terms, are the entire agreement between the parties and supersede any prior agreements and arrangements, whether written or oral. You confirm that you have not relied on any representations in entering into this Agreement.
9. Force Majeure. We will not be liable to you for any breach of its obligations or termination under this Agreement arising from causes beyond its reasonable control, including, but not limited to, fires, floods, earthquakes, volcanoes, and other Acts of God, terrorism, strikes, delay caused by transport disputes, failure to provide a course caused by a death in the instructor’s family, illness of an instructor, government order or regulation.
10. Law and Jurisdiction. This Agreement is governed by the laws of the state of Oregon, United States of America, without regard to Oregon’s conflict of laws rules. Any action arising out of or relating to this Agreement will be subject to mandatory arbitration. Any dispute will be administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in Salem, Oregon. The AAA rules will govern payment of all arbitration fees. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in Salem, Oregon to resolve your claim. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed.
11. Interpretation; Severability; Waiver; Remedies. Headings are for convenience only and shall not be used to construe the terms of this Agreement. If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this Agreement. No failure or delay by Crosstalk Solutions in exercising any right hereunder will waive any further exercise of that right. Crosstalk Solutions’ rights and remedies hereunder are cumulative and not exclusive.
12. Survival. Sections 3.2, 3.3, 3.4, 4, 6, 8, 10, 11, and this Section 12 shall survive termination of this Agreement.
13. Notices. Please direct any questions or complaints related to this Agreement to:
EMAIL ADDRESS: firstname.lastname@example.org
MAILING ADDRESS: PO Box 70333, Springfield, OR 97475